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11 November 13, 2019 CommissionRIVERSIDE COUNTY TRANSPORTATION COMMISSION MEETING AGENDA TIME/DATE: 9:30 a.m. / Wednesday, November 13, 2019 LOCATION: BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside COMMISSIONERS Chair — Chuck Washington Vice Chair — Ben J. Benoit Second Vice Chair — Jan Harnik Kevin Jeffries, County of Riverside, District 1 Karen Spiegel, County of Riverside, District 2 Chuck Washington, County of Riverside, District 3 V. Manuel Perez, County of Riverside, District 4 Jeff Hewitt, County of Riverside, District 5 Art Welch / Daniela Andrade, City of Banning Lloyd White / Julio Martinez, City of Beaumont Joseph DeConinck / Johnny Rodriguez, City of Blythe Larry Smith / Linda Molina, City of Calimesa Randall Bonner / Jeremy Smith, City of Canyon Lake Raymond Gregory / Mark Carnevale, City of Cathedral City Steven Hernandez / Megan Beaman Jacinto, City of Coachella Wes Speake / Jim Steiner, City of Corona Scott Matas / Russell Betts, City of Desert Hot Springs Clint Lorimore / Todd Rigby, City of Eastvale Linda Krupa / Russ Brown, City of Hemet Dana Reed / Kimberly Muzik, City of Indian Wells Waymond Fermon / Oscar Ortiz, City of Indio Brian Berkson / Chris Barajas, City of Jurupa Valley Kathleen Fitzpatrick / Robert Radi, City of La Quinta Bob Magee / Natasha Johnson, City of Lake Elsinore Bill Zimmerman / Dean Deines, City of Menifee Victoria Baca / Carla Thornton, City of Moreno Valley Scott Vinton / To Be Appointed, City of Murrieta Berwin Hanna / Ted Hoffman, City of Norco Jan Harnik / Kathleen Kelly, City of Palm Desert Lisa Middleton / Jon R. Roberts, City of Palm Springs Michael M. Vargas / Rita Rogers, City of Perris Ted Weill / Charles Townsend, City of Rancho Mirage Rusty Bailey / Andy Melendrez, City of Riverside Andrew Kotyuk / Russ Utz, City of San Jacinto Michael S. Naggar / Maryann Edwards, City of Temecula Ben J. Benoit / Joseph Morabito, City of Wildomar Mike Beauchamp, Governor's Appointee Caltrans District 8 Comments are welcomed by the Commission. If you wish to provide comments to the Commission, please complete and submit a Speaker Card to the Clerk of the Board. RIVERSIDE COUNTY TRANSPORTATION COMMISSION www.rctc.org MEETING AGENDA* *Actions may be taken on any item listed on the agenda 9:30 a.m. Wednesday, November 13, 2019 BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside, CA In compliance with the Brown Act and Government Code Section 54957.5, agenda materials distributed 72 hours prior to the meeting, which are public records relating to open session agenda items, will be available for inspection by members of the public prior to the meeting at the Commission office, 4080 Lemon Street, Third Floor, Riverside, CA, and on the Commission's website, www.rctc.org. In compliance with the Americans with Disabilities Act, Government Code Section 54954.2, and the Federal Transit Administration Title VI, please contact the Clerk of the Board at (951) 787-7141 if special assistance is needed to participate in a Commission meeting, including accessibility and translation services. Assistance is provided free of charge. Notification of at least 48 hours prior to the meeting time will assist staff in assuring reasonable arrangements can be made to provide assistance at the meeting. 1. CALL TO ORDER 2. ROLL CALL 3. PLEDGE OF ALLEGIANCE 4. PUBLIC COMMENTS — Each individual speaker is limited to speak three (3) continuous minutes or less. The Commission may, either at the direction of the Chair or by majority vote of the Commission, waive this three -minute time limitation. Depending on the number of items on the Agenda and the number of speakers, the Chair may, at his/her discretion, reduce the time of each speaker to two (2) continuous minutes. In addition, the maximum time for public comment for any individual item or topic is thirty (30) minutes. Also, the Commission may terminate public comments if such comments become repetitious. Speakers may not yield their time to others without the consent of the Chair. Any written documents to be distributed or presented to the Commission shall be submitted to the Clerk of the Board. This policy applies to Public Comments and comments on Agenda Items. Under the Brown Act, the Commission should not take action on or discuss matters raised during public comment portion of the agenda that are not listed on the agenda. Commission members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration. 5. ADDITIONS / REVISIONS — The Commission may add an item to the Agenda after making a finding that there is a need to take immediate action on the item and that the item came to the attention of the Commission subsequent to the posting of the agenda. An action adding an item Riverside County Transportation Commission Meeting Agenda November 13, 2019 Page 2 to the agenda requires 2/3 vote of the Commission. If there are less than 2/3 of the Commission members present, adding an item to the agenda requires a unanimous vote. Added items will be placed for discussion at the end of the agenda. 6. APPROVAL OF MINUTES — OCTOBER 17, 2019 7. CONSENT CALENDAR —All matters on the Consent Calendar will be approved in a single motion unless a Commissioner(s) requests separate action on specific item(s). Items pulled from the Consent Calendar will be placed for discussion at the end of the agenda. 7A. SINGLE SIGNATURE AUTHORITY REPORT Page 1 Overview This item is for the Commission to receive and file the Single Signature Authority report for the first quarter ended September 30, 2019. 7B. REVENUE ESTIMATE FOR COUNTYWIDE TRANSPORTATION IMPROVEMENT AND TRAFFIC RELIEF PLAN Page 3 Overview This item is for the Commission to approve a revenue estimate to guide development of the countywide Traffic Relief Plan (Plan). 7C. QUARTERLY PUBLIC ENGAGEMENT METRICS REPORT, JULY — SEPTEMBER 2019 Page 6 Overview This item is for the Commission to receive and file the Quarterly Public Engagement Metrics Report for July — September 2019. 7D. AGREEMENT FOR EXPRESS LANES CONSULTING SERVICES Overview This item is for the Commission to: Page 12 1) Award Agreement No. 20-31-001-00 to HNTB Corporation for express lanes consulting services for a five-year term, plus two one-year options to extend the agreement, in an amount of $10 million, plus a contingency amount of $500,000, for a total amount not to exceed of $10.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; and Riverside County Transportation Commission Meeting Agenda November 13, 2019 Page 3 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for these services. 7E. PACHAPPA UNDERPASS CONSTRUCTION CONTRACT AWARD AND AMENDMENT FOR CONSTRUCTION SUPPORT SERVICES Overview This item is for the Commission to: Page 42 1) Award Agreement No. 19-31-094-00 to SEMA Construction, Inc. (SEMA) to construct the Pachappa Underpass project (Project), in the amount of $8,237,419, plus a contingency amount of $862,581 for potential change orders and supplemental work during construction, for a total not to exceed contract authorization of $9.1 million; 2) Waive informalities and minor irregularities in the SEMA bid; 3) Approve Agreement No. 16-31-051-04, Amendment No. 4 to Agreement No. 16-31-051-00, with Jacobs Project Management Company (Jacobs) to provide construction management (CM), materials testing, and construction surveying services for the Project, for an additional amount of $1,245,509, and a total amount not to exceed $3,245,509; 4) Authorize the Executive Director, or designee, to approve contingency work as may be required for the Project; and 5) Authorize the Chair or the Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission. 7F. AGREEMENTS WITH THE CALIFORNIA DEPARTMENT OF TRANSPORTATION FOR STATE FUNDING AND SENATE BILL 1 FUNDING FOR THE OPERATION OF THE FREEWAY SERVICE PATROL PROGRAM IN RIVERSIDE COUNTY Page 61 Overview This item is for the Commission to: 1) Approve Agreement No. 20-45-013-00 with the California Department of Transportation (Caltrans) to provide state funding for Fiscal Year 2019/20 for the operation of the Riverside County Freeway Service Patrol (FSP) program in an amount not to exceed $1,702,145; 2) Approve Agreement No. 20-45-016-00 with Caltrans to provide SB 1 funding for FY 2019/20 for the operation of the Riverside County FSP program in an amount not to exceed $1,464,524; and 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission. Riverside County Transportation Commission Meeting Agenda November 13, 2019 Page 4 8. FRAMEWORK FOR IMPLEMENTATION OF THE STATE ROUTES 241/91 EXPRESS LANES CONNECTOR Overview This item is for the Commission to: Page 80 1) Approve the State Routes 241/91 Express Lanes Connector term sheet as a framework for future agreements, contingent on all parties agreeing to the term sheet; and 2) Direct staff to work with agencies to prepare associated agreements for each respective governing board's consideration, consistent with the terms included in this report. 9. TRAFFIC RELIEF PLAN STRUCTURE: GEOGRAPHY AND EXPENDITURE CATEGORIES Page 128 Overview This item is for the Commission to approve geographic divisions and expenditure categories for the countywide Traffic Relief Plan (Plan). 10. ECONOMIC IMPACT STUDY Overview This item is for the Commission to: Page 133 1) Approve Agreement No. 20-19-012-00 to University of California, Riverside (UCR) School of Business, Center for Economic Forecasting & Development (UCR Center) to perform an economic impacts analysis related to the investment of an additional sales tax for transportation improvements in Riverside County in an amount not to exceed $199,500; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. 11. AGREEMENT FOR BACK OFFICE SYSTEM AND CUSTOMER SERVICE CENTER OPERATIONS FOR THE 91 EXPRESS LANES IN ORANGE AND RIVERSIDE COUNTIES Overview This item is for the Commission to: 1) Award Agreement No. 19-31-059-00 among the Orange County Transportation Authority (OCTA), Riverside County Transportation Commission (RCTC), and Cofiroute USA, LLC (Cofiroute) to provide back -office system (BOS) and customer service center (CSC) operations services for the 91 Express Lanes (91EL) in Orange and Riverside Counties in an amount of $88,591,344, plus a contingency amount of $1,850,000, for a total amount not to exceed $90,441,344; Page 167 Riverside County Transportation Commission Meeting Agenda November 13, 2019 Page 5 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including options years, on behalf of the Commission; 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required by the project; and 4) Authorize the payment of pass -through items in an amount not to exceed $10.5 million. 12. ITEM(S) PULLED FROM CONSENT CALENDAR AGENDA 13. COMMISSIONERS / EXECUTIVE DIRECTOR REPORT Overview This item provides the opportunity for the Commissioners and the Executive Director to report on attended meetings/conferences and any other items related to Commission activities. 14. CLOSED SESSION 14A. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Pursuant to Government Code Section 54956.8 Agency Negotiator: Executive Director or Designee Item APN(s) Property Owner Buyer(s) 1 102-092-030, 102-092-031, 102-101-002, 102-101-033, 102-101-035, 102-101-037 RCTC JDI Ventures Real Estate LLC 2 118-160-021 RCTC JDI Ventures Real Estate LLC 3 117-111-005 RCTC JDI Ventures Real Estate LLC 4 117-112-001 and 117-112-002 RCTC Cruz Ortega 5 117-112-014 and 117-112-015 RCTC JDI Ventures Real Estate LLC 6 117-122-001 and 117-122-002 RCTC JDI Ventures Real Estate LLC 14B. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Pursuant to Government Code Section 54956.8 Agency Negotiator: Executive Director or Designee Item APN(s) Property Owner Buyer(s) 1 465-030-024 Lisa Li Ju Chen RCTC 15. ADJOURNMENT The next meeting of the Commission is scheduled to be held on Wednesday, December 11, 2019, Board Room, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. 3003 d1Z 14l13 1331113 3003 dIZ :SS3aaaV SS3NIS118 arms / NOLLVZINVONO / A3N30V d0 314111/N rON 3N0Hd ap110.1395.5d 0,/tOop P2 U.l2 y o DN11N3S3E1d3l1 AlIO 133U1S =SS3lIaaV rON 3N0Hd n tx,/ +ays '1/ ptid(J ,/ :31A1VN :W311 VON3JV IVaN301/ 3141 NO 031311 SV) aO 133rans rON IN311 VaN39V S414 cuwipeout( ,., s :S1N3WW03 mend pJ=S1N3WW03 311811d aO Iowans ✓ ' dl 1103H3 6 //W // =31Va aaVos 3H1 d0 )11i310 3H101mums aNV H3V13a C�tNNEG-T-- S)oCal Learn more about a plan for greater mobility, cleaner air ;i better access to job centers Public Events Discussing the Draft Connect SoCal Plan SCAG has released a draft of Connect SoCal, the 2020-2045 Regional Transportation Plan/ Sustainable Communities Strategy, for public review and comment through January 24, 2020. The Draft Connect SoCal plan presents a long-range vision that balances future mobility and housing needs with economic, environmental and public health goals. It will help guide the region's growth, and includes transportation improvements and land use ideas to shape the future of Southern California. During the comment period, SCAG will hold three public hearings, which serve as an opportunity for any member of the public to learn more and provide comments regarding the draft plan. SCAG will also host a series of 21 briefings for local elected officials throughout the region. These meetings are intended to inform elected officials, stakeholders and interested citizens on the key investments and strategies in the draft plan and solicit feedback. Southern California Association of Governments 900 Wilshire Blvd., Ste.1700, Los Angeles, CA 900171 (213) 236-1800 I scag.ca.gov INNOVAIING ROR A tlEf IER 10100880W ?"®" .2-1"' 1FFICIAL BRIE: q. IMPERIAL COUNTY Dec.11, 2019, at 5:00 p.m. Imperial County Transportation Commission Meeting County Board of Supervisors Chamber County Administrative Building 940 Main St. El Centro, CA 92243 LOS ANGELES COUNTY Nov. 21, 2019, at 5:30 p.m. San Gabriel Valley Council of Governments Board Meeting Upper San Gabriel Valley Municipal Water District Office 602 Huntington Dr., Suite B Monrovia, CA 91016 Nov. 21, 2019, at 6:00 p.m. South Bay Cities Council of Governments Board Meeting 202855 South Western Ave., #100 Torrance, CA 90501 Dec. 4, 2019, at 6:00 p.m. Gateway Cities Council of Governments Board Meeting 16401 Paramount Blvd., 2nd Floor Paramount, CA 90723 Dec.12, 2019, at 12:00 p.m. Westside Cities Council of Governments Board Meeting Culver City Hall Mike Balkman Council Chambers 9770 Culver Blvd. Culver City, CA 90232 Jan.16, 2020, at 1:30 p.m. San Fernando Valley Council of Governments Board Meeting Van Nuys City Hall 14410 Sylvan St. Van Nuys, CA 91401 Jan. 20, 2020, at 1:00 p.m. North LA County Transportation Coalition Board Meeting Antelope Valley Transportation Authority 42210 6th St., West Lancaster, CA 93534 Jan. 21, 2020, at 8:30 a.m. Las Virgenes-Malibu Council of Governments Board Meeting Agoura Hills City Hall Library Community Room 30001 Ladyface Ct. Agoura Hills, CA 91301 ORANGE COUNTY Nov. 21, 2019, at 10:30 a.m. Orange County Council of Governments Board Meeting Irvine City Hall Civic Center Plaza Irvine, CA 92606 Dec. 9, 2019, at 9:00 a.m. Orange County Transportation Authority Board Meeting 550 South Main St. Orange, CA 92868 Dec. 9, 2019, at 11:00 a.m. Orange County Elected Official Briefing 550 South Main St., Conference Room 9 Orange, CA 92868 Jan. 21, 2020, at 4:00 p.m. Orange County Elected Official Briefing Laguna Niguel City Hall 30111 Crown Valley Pkwy. Laguna Niguel, CA 92677 RIVERSIDE COUNTY Dec. 2, 2019, at 2:00 p.m. Western Riverside Council of Governments Executive Committee Meeting County of Riverside Administrative Center Board Room 4080 Lemon St.,1st Floor Riverside CA 92501 Dec. 2, 2019, at 4:30 p.m. Coachella Valley Association of Governments Executive Committee Meeting 73710 Fred Waring Dr., #200 Palm Desert, CA 92260 Dec.11, 2019, at 9:30 a.m. Riverside County Transportation Commission Meeting County of Riverside Administrative Center Board Room 4080 Lemon St.,1st Floor Riverside, CA 92501 SAN BERNARDINO COUNTY Nov.14, 2019, at 9:30 a.m. San Bernardino County Transportation Authority Board of Directors Metro Valley Study Session Meeting 1170 West 3rd St. San Bernardino, CA 92410 Nov.15, 2019, at 9:30 a.m. San Bernardino County Transportation Authority Desert Mountain Committee Meeting Mojave Air Quality Management District 14306 Park Ave. Victorville, CA 92392 Jan. 8, 2020, at 12:00 p.m. San Bernardino County Elected Official Briefing 1170 West 3rd St., Suite 140 San Bernardino, CA 92410 VENTURA COUNTY Nov.14, 2019, at 5:00 p.m. Ventura County Council of Governments Board Meeting Camarillo City Hall 601 Carmen Dr. Camarillo, CA 93102 Jan. 9, 2020, at 1:00 p.m. Ventura County Elected Official Briefing GCTD Administration Office 1901 Auto Center Dr. Oxnard, CA 93036 Jan.10, 2020, at 9:00 a.m. Ventura County Transportation Commission Meeting Camarillo City Hall City Council Chambers 601 Carmen Dr. Camarillo, CA 93102 All public hearings will be held at SCAG's main headquarters in Los Angeles, with videoconferencing at regional offices. For locations, please visit scag.ca.gov Dec. 3, 2019, at 7:00 p.m. Dec.10, 2019, at 10:00 a.m. Dec.14, 2019, at 10:00 a.m. Need special accommodation or assistance per the Americans with Disabilities Act (ADA)? Email-onnect4 "z^cag.ca.gnF at least 72 hours prior to the workshop date. Speak a language other than English? Mecesita interpretation durante una reunion? Para solicitar un interprete envie un correo electronico al: connectsocal@scag.ca.gov por to menos 72 horas antes de la reunion 1ZUMM5RPV itiW o-3%RMI872/J\Wilia.t13 connectsocal@scag.ca.gov P>5MMM50 o°'ol s261-Al72A1 J- Li oil connectsocal@scag.ca.govoll )1 Neu quy vi can phien dich trong nhixng buoi hop, xin vui long yeu eau qua connectsocal@scag.ca.gov tar& 72 tieng. 12.05.2 019 " Draft Agenda 333 Los Ange es, 8:00 a.m. REGISTRATION S. NETWORKING 9:30 a.m. WELCOME 10:00 a.m. SCAG REGION ECONOMIC UPDATE SCAG's team of economists will provide an insightful look at the state of the region's economy and the key issues that are affecting the region the most, as well as highlight opportunities for growth and updates on the region's most important industry clusters. 10:30 a.m. HOUSING & MOVING SOUTHERN CALIFORNIA 10:45 a.m. TACKLING SOUTHERN CALIFORNIA'S HOUSING CRISIS Although the Great Recession is in our rear view mirror, Southern California is still facing some daunting challenges to sustainable, long-term growth. The lack of affordable housing throughout our region is a critical challenge to local, regional and statewide economies. The Governor and Legislature have signaled a strong intent to address the housing crisis head on, but what can our elected leaders, local governments and developers do to get more shovels in the ground to produce more housing? This panel will discuss the importance of meeting our region's housing needs and how an adequate housing supply will boost our economy. 11:45 a.m. LUNCH 12:15 p.m. SUMMIT KEYNOTE F. Noel Perry, Founder, Next 10 12:45 p.m. STRENGTHENING THE REGION THROUGH CONNECT SOCAL The Connect SoCal plan features projects and strategies with major economic benefits - generating hundreds of thousands of new jobs through construction and maintenance, reducing congestion and creating efficiency gains across the regional transportation network - but also identifies challenges on the horizon. With ambitious greenhouse gas reduction goals to meet, and transportation -related emissions actually trending upward, the need for bold solutions is stronger than ever. This panel will investigate the economic benefits of a strong regional transportation system, examine the role of new technologies and the changing nature of work, and outline ways for Southern California to maintain its status as the 15th largest economy in the world. 1:45 p.m. WRAP-UP & CLOSING REMARKS 2:00 p.m. ADJOURN www.scag.ca.gov/EconomicSummit SCLC SOUTHERN CALIFORNIA TR TOMORROW LEADERSHIP COUNCIL AGENDA ITEM 6 MINUTES RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEETING MINUTES Thursday, October 17, 2019 1. CALL TO ORDER The Riverside County Transportation Commission was called to order by Chair Chuck Washington at 9:36 a.m. in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, First Floor, Riverside, California, 92501. 2. ROLL CALL Commissioners/Alternates Present Rusty Bailey Mike Beauchamp Brian Berkson Randall Bonner Joseph DeConinck Dean Deines Kathleen Fitzpatrick** Raymond Gregory** Jan Harnik** Jeff Hewitt Kevin Jeffries Andrew Kotyuk Bob Magee Scott Matas** **Commissioners that teleconferenced into the meeting. 3. PLEDGE OF ALLEGIANCE Michael Naggar V. Manuel Perez Dana Reed** Wes Speake Karen Spiegel Larry Smith Michael M. Vargas Scott Vinton Chuck Washington Ted Weill** Commissioners Absent Victoria Baca Ben J. Benoit Waymond Fermon Berwin Hanna Steven Hernandez Linda Krupa Clint Lorimore Lisa Middleton Lloyd White Art Welch Commissioner Bob Magee led the Commission in a flag salute. At this time, Chair Washington asked if there were any requests to speak, as the Commission will come back to Agenda Item 4 to present the service award. 4. PUBLIC COMMENTS There were no requests to speak. 5. ADDITIONS / REVISIONS Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 2 There were no additions or revisions to the agenda. 6. APPROVAL OF MINUTES — SEPTEMBER 11, 2019 M/S/C (Naggar/Smith) to approve the September 11, 2019 minutes as submitted. Abstain: Deines 7. CONSENT CALENDAR Commissioner Jeff Hewitt requested to pull Agenda Item 7D, "Economic Impact Study", for further discussion. M/S/C (Kotyuk/Perez) to approve the following Consent Calendar items. Abstain: Speake on Agenda Item 7H No: Jeffries on Agenda Item 7G 7A. QUARTERLY SALES TAX ANALYSIS Receive and file the sales tax analysis for Quarter 1, 2019. 7B. QUARTERLY FINANCIAL STATEMENTS Receive and file the Quarterly Financial Statements for the year ended June 30, 2019. 7C. QUARTERLY INVESTMENT REPORT Receive and file the Quarterly Investment Report for the quarter ended June 30, 2019. 7E. CITY OF WILDOMAR FUNDING REQUEST FOR CONSTRUCTION OF BUNDY CANYON ROAD WIDENING PROJECT 1) Approve programming $3,516,000 of Measure A Regional Arterial (MARA) funds for the city of Wildomar's Bundy Canyon Road Widening — Segment 1 project; 2) Approve Agreement No. 20-72-011-00 between the Commission and the city of Wildomar for the programming of $3,516,000 of MARA for the construction phase of the Bundy Canyon Road Widening — Segment 1 project; and Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 3 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement. 7F. NEXT GENERATION RAIL CORRIDORS ANALYSIS REPORT Accept the Next Generation Rail Corridors Analysis Report. 7G. COUNTYWIDE TRANSPORTATION IMPROVEMENT & TRAFFIC RELIEF PLAN: VISION, GOALS, AND OBJECTIVES 1) Receive background information on the Traffic Relief Strategy Committee; and 2) Discuss the vision, goals, and objectives of the Countywide Transportation Improvement & Traffic Relief Plan. 7H. APPROVAL OF UTILITY AGREEMENT AMENDMENT WITH SOUTHERN CALIFORNIA GAS FOR STATE ROUTE 71/STATE ROUTE 91 INTERCHANGE PROJECT 1) Approve Agreement No. 18-31-103-01, Amendment No. 1 to Agreement No. 18-31-103-00, with Southern California Gas (SCG) for construction of utility relocations for the State Route 71/SR-91 Interchange (71/91 IC) project in the amount of $338,255, plus a contingency amount of $33,825, for an additional amount of $372,080, and a total amount not to exceed $3,552,115; 2) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for this utility relocation agreement. 8. 2020 STATE TRANSPORTATION IMPROVEMENT PROGRAM ADOPTED FUND ESTIMATE AND PROJECT RECOMMENDATIONS Shirley Medina, Planning and Programming Director, presented the 2020 State Transportation Improvement Program (STIP) adopted Fund Estimate and project recommendations, highlighting the following: • 2020 STIP: o Adoption — March 25, 2020 CTC meeting o Statewide new programming capacity - $407 million o Riverside County new programming capacity - $21.274 million • Lower STIP Fund Estimate due to: o Overestimated 2018 STIP Revenues, over programming Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 4 o 2018 STIP projects were advanced to match SB 1 allocations o Fuel efficiencies • Benefits of SB 1: o Increased the incremental excise tax to 17.8 cents per gallon in FY 2019/20 with annual adjustments for inflation beginning in FY 2020/21 o Added $100 million per year to STIP o Stabilize revenues in future STIP cycles • Past STIP cycles from 2008 — 2020 • 2020 STIP Fund Estimate for Riverside County • 2020 STIP Programming — Western County project recommendation: o 71/91 Interchange, $66,376,513 o Palo Verde Valley STIP trade approved at July Commission meeting, $89,649 included in above total for Western County o Western Riverside County share $16,286,864 o $50 million from AB 3090 replacement (previously on 1-15 Express Lanes South) o 71/91 Interchange is high priority in the 2019-2029 Delivery Plan o 71/91 Interchange has approved: PSR, B/C analysis, environmental document o Design and right of way near complete o Construction funding complete with other fund sources and/or competitive programs • 71/91 Interchange Improvement project map/rendering • 2020 STIP programming: Coachella Valley recommendation - $4,472,007 o I-10/Avenue 50 Interchange, $2 million o CVAG signal Synchronization Phase 2, $2.472 million 2 percent PPM - $425,480 o Proposed programming in FY 2022/23 2018 STIP carryover Project o 1-15 French Valley Parkway Interchange, $47.6 million programmed in FY 2020/21 M/S/C (Naggar/Vargas) to: 1) Approve programming $16,376,513 of 2020 State Transportation Improvement Program (STIP) Western Riverside County and Palo Verde Valley funding capacity and $50 million made available from the STIP AB 3090 replacement placeholder for a total of $66,376,513 to the State Route 71/State Route 91 (71/91) Direct Connector project, and forward to the California Transportation Commission (CTC); 2) Include programming $4,472,007 of 2020 STIP Coachella Valley funding capacity based on the project recommendation by the Coachella Valley Association of Governments (CVAG) and forward to the CTC; Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 5 3) Include programming Planning, Programming, and Monitoring (PPM) funds (2 percent of STIP programming capacity) in the amount of $425,480 in Fiscal Year 2022/23; 4) Submit the 2020 STIP submittal to CTC by the statutory deadline of December 15, 2019; 5) Forward the Riverside County 2020 STIP project recommendations to the Southern California Association of Governments (SCAG) to conduct regional performance measures analysis as required by the CTC STIP guidelines; 6) Approve Agreement No. 07-71-028-03, Amendment No. 3 to Agreement No. 07-71-028-00, with the city of Blythe (Blythe) to trade $89,649 of Palo Verde Valley STIP funds with Measure A Western Riverside County Highway funds to facilitate delivery of local arterial projects; 7) Authorize the Executive Director, pursuant to legal counsel review, to execute Agreement No. 07-71-028-03 on behalf of the Commission upon CTC adoption of the 2020 STIP in March 2020; and 8) Authorize the Executive Director to seek and pursue competitive funding opportunities for the 71/91 Interchange project. At this time, Chair Washington stated since Agenda Items 9 and 10 are receive and file, he requested the Commission go to Agenda Items Pulled from Consent Calendar for Discussion. 9. STATE AND FEDERAL LEGISLATIVE UPDATE Jillian Guizado, Planning and Programming Manager, presented an update for the state and federal legislative activities, and bills that have been passed by the Legislature. Receive and file an update on state and federal legislation. 10. STATE ROUTE 60 TRUCK LANES PROJECT UPDATE Cheryl Donahue, Public Affairs Manager, announced this morning on State Route 60 between 9:00 a.m. and 2:30 p.m. heading east there would be one lane closed as Caltrans is doing a weed abatement program. She then presented an update for the SR-60 Truck Lanes project, highlighting the following: • Improving Safety, relieving traffic: o Construction began in June o Current focus: excavation, drainage, wildlife crossings, dust control, and safety o $113 million investment • Roadway excavation: o Moving 2.1 million yards- about 15,000 per day Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 6 o Saving 14,000 truck trips o Weekend closure, October 12-13 o For safety of passing motorists and crews — removal of giant rocks o Delays no more than 30 minutes • Drone footage was played of the work that was completed October 12-13 • Cleared hillside photo after those rocks were removed • News coverage related to the October 12-13 closure • Other outreach efforts • Drainage systems: o Extending 123 drainage systems o Purpose is to collect, remove water from the roadway o Using 15,000 feet of pipe project -wide • Wildlife Crossings: o Building two 20' x 20' wildlife crossings beneath SR-60 o Will allow daylight to enter so that animals will use the crossings • Dust control — Constructed two temporary water reservoirs • Corridor safety — 55 mph speed limit; 24/7 CHP enforcement in project limits; speed feedback signs; citations doubled in construction area; and CHP, CalFire attending weekly meetings; regular communication • Corridor collisions — Monitoring corridor safety data with CHP; one tragic collision caused two fatalities on September 5, due to reckless driving by another motorist; most collisions are causing no injuries or minor injuries; and CHP: slower speeds in corridor are helping reduce severity • Stay connected In regards to Commissioner Rusty Bailey's inquiry about having cameras on the wildlife corridors, Cheryl Donahue replied she is unsure if there will be cameras or not but she will ask. Commissioner Bailey explained it would be a great public relations move to show the investment on why the Commission is doing this, which is the Commission appreciates the habitat and species. This could be a fun way to connect with the public on some of the good things the Commission is doing. Commissioner Wes Speake clarified his company did the work for Caltrans on that project and the possibility as there is quite a bit of wildlife and if there was an opportunity to put up a camera there would be some really cool wildlife to see such as bob cats. He explained they did some corridor studies for Caltrans on Highway 138 that really showed a variety of wildlife. In response to Commissioner Michael Vargas' request that the Commission do a simplified one -page notice with the closures on the weekends to post it on social media as opposed Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 7 to a link, Cheryl Donahue replied absolutely as staff has that as a one -page pdf and will get that sent to Commissioner Vargas. Chair Washington requested to put Commissioner Vargas on the notification list. Commissioner V. Manual Perez expressed concern about the collisions in the construction area, the fatality and how the Commission cannot control everything. He asked if the Commission is doing everything it can to ensure it does not happen again, what was learned from that, requested more information and what are the next steps. Cheryl Donahue discussed the details of what occurred with the fatalities on September 5 due to a reckless driver that attempted to pass illegally on the westbound shoulder. She explained there were discussions with the CHP about the incident and they are noting it as reckless driving and are charging the motorist with that. In terms of what was learned, staff has driven through there and the conditions that are in place are as safe as they can be. She expressed unfortunately this motorist chose to break the law. At this time, Chair Washington noted the Commission has not finished the vote for Agenda Item 7D, "Economic Impact Study" and since there is not a quorum Chair Washington asked legal counsel if the vote can be cancelled. Steve DeBaun concurred and stated cancel the vote and this item can be brought back to the November Commission meeting. Receive an oral report for the State Route 60 Truck Lanes Project. 11. ITEM(S) PULLED FROM CONSENT CALENDAR FOR DISCUSSION This item was taken out of order per the Chair in an effort to hear items that required a vote first. Commissioner Hewitt commented on why he is voting no on this agenda item, since the first two phases the Commission will be going into are redundant. He stated when the Commission gets into phases 3 and 4 more money is being spent on trying to pass another half -cent sales tax. He expressed this sales tax has a zero chance at passing and he has been against it from the beginning and wants these to stay as local transportation funds. At this time, Commissioner Andrew Kotyuk left the meeting. 7D. ECONOMIC IMPACT STUDY M/S/C (Reed/Naggar) to: Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 8 1) Approve Agreement No. 20-19-012-00 to University of California, Riverside (UCR) School of Business, Center for Economic Forecasting & Development (UCR Center) to perform an economic impacts analysis related to the investment of an additional sales tax for transportation improvements in Riverside County in an amount not to exceed $199,500; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. Due to a lack of a quorum, Chair Washington requested the Commission go back to Agenda Item 9, "State and Federal Legislative Update". At this time, Chair Washington suggested due to having additional quorum challenges to take a vote on Agenda Item 7D and hold the vote open until Commissioner Kotyuk rejoins the meeting. At this time, Clerk of the Board Lisa Mobley, began the verbal vote on Agenda Item 7D. Commissioner Spiegel expressed concern with the way the voting was occurring and stated she would not be voting. In response to Chair Washington's request to elaborate on what Commissioner Spiegel's concern is with the vote, Commissioner Spiegel stated a government agency playing the game of in and out with not all members in the room; she has an issue with that. Chair Washington requested clarification from legal counsel that this is a legitimate way to conduct a vote. Steve DeBaun, Legal Counsel, stated he does not see any reason why it cannot be because once the vote is started people do leave the room that he has seen with other agencies. However, he does not see a restriction on actually starting the vote and finishing when that Commissioner returns. Commissioner Spiegel stated the vote was not started with a quorum. Steve DeBaun replied the vote would be finished and booked with a quorum. At this time, Chair Washington stated the vote is still open due to a lack of a quorum. The Commission resumed and finished discussion on Agenda Item 9, "State and Federal Legislative Update" and Agenda Item 10, "State Route 60 Truck Lanes Project Update." At this time, Commissioner Naggar left the meeting. Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 9 Due to a lack of a quorum, the vote was cancelled on Agenda Item 7D, and the "Economic Impact Study" will be brought back to the November Commission. 12. COMMISSIONERS/EXECUTIVE DIRECTOR'S REPORT 12A. Commissioner Spiegel announced in District 1 they are working on the expansion of Temescal Canyon Road, as there is a roadway next to 1-15, which is not on SR- 91 and is why there is such a chokehold at Green River. She expressed there is no other alternative to get into Orange County and discussed how Temescal Canyon has been running but is backed up if not worse than SR-91 some days. She stated the compliment is to keep extending Temescal Canyon expansion up to 1-15 at Ontario. At the November meeting, WRCOG staff is recommending approval of a $3 million allocation from TUMF for Phase II of this project, which is the northern portion. The County has $1 million for this project for a total of $4 million and the design and environmental is estimated at $3.5 million. She stated the challenging part is the property acquisition that will be needed. 12B. Commissioner Smith announced that about seven days ago the city of Calimesa suffered a tragic loss due to a fire. He expressed gratitude to the Commissioners and his colleagues that reached out personally to express concern about what was going on in the city of Calimesa. He requested the continuation of everyone's thoughts and prayers for those folks in Calimesa who lost their homes and the loss of life. He expressed the city's staff of 12 is doing yeoman's work currently and managing a community that has been disrupted. He expressed his believef Calimesa will come out on the backside as a much stronger community. 12C. Commissioner Hewitt announced in regards to the fire in Calimesa, it was probably the largest loss of structures in the County's history with 74 confirmed. He pointed out that when things happen so quickly transportation is important for ways out. 1-10 was backed up and watching this unfold and as it is seen just the connection from Singleton Road to Bryant Street would have opened up to relieve a lot of that pressure, which will happen either later this year or by next year. He expressed gratitude to the first responders especially the Calimesa Fire Department and Cal Fire that came in and gave them all they needed to stop the fire at 1,000 acres. 12D. Commissioner Bailey announced that every eight years they go through a Regional Housing Needs Assessment per state law. SCAG is tasked with coming up with a methodology that allocates a number to each city and into the unincorporated area of the County. He is a member of the SCAG Subcommittee representing Riverside County that has been meeting on this subject to try to come up with a better methodology and discussed their meeting from last week. He expressed concern with the SCAG Subcommittee proposal in terms of the methodology to be used to allocate the 1.34 million housing units. The Community, Economic and Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 10 Human Development Committee is meeting October 21, which is the next vote on the methodology before it goes to the Regional Council and expressed concern the numbers are troubling for the Inland counties compared to the coastal counties. He stated they are just playing into urban sprawl and can do better and that was his message as he voted against it and tried to come up with another option at the SCAG Subcommittee meeting, which was a 3-3 tie and the Chair broke that tie. He stated the region needs to engage on this as it does not address the jobs/housing balance and we need to do better. Anne Mayer replied she has heard about the numbers and the conversations and she wanted to tie it back into Jillian Guizado's presentation. There is going to be an effort to link transportation investments to housing density and it is interesting in that the housing units are all coming out into Riverside and San Bernardino Counties. She stated yet the money is all going to all the coastal cities and the density in Los Angeles and San Francisco. Anne Mayer explained she is interested in hearing the Commissioners direction on how they would like the Commission to engage because the link between the housing numbers and the transportation investment has never been more clear. At this time, Commissioner Jeffries left the meeting. Chair Washington stated the Commission is going to go back to Agenda Item 4, to present an employee service award. Anne Mayer, Executive Director, presented a 15-year service award to Commuter and Motorist Assistance Manager, Brian Cunanan. Due to a lack of a quorum the Agenda Item 13, "Closed Session", was postponed until the November Commission. 13. CLOSED SESSION 13A. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Pursuant to Government Code Section 54956.8 Agency Negotiator: Executive Director or Designee Item APN(s) Property Owner Buyer(s) 1 102-092-030, 102-092-031, 102-101-002, 102-101-033, 102-101-035, 102-101-037 RCTC MG Hospitality 14. ADJOURNMENT Riverside County Transportation Commission Meeting Minutes October 17, 2019 Page 11 There being no further business for consideration by the Riverside County Transportation Commission, Chair Washington adjourned the meeting at 10:33 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Wednesday, November 13, 2019, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. Respectfully submitted, Lisa Mobley Clerk of the Board AGENDA ITEM 7A RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Jose Mendoza, Senior Procurement Analyst Matt Wallace, Procurement Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Single Signature Authority Report STAFF RECOMMENDATION: This item is for the Commission to receive and file the Single Signature Authority report for the first quarter ended September 30, 2019. BACKGROUND INFORMATION: Certain contracts are executed under single signature authority as permitted in the Commission's Procurement Policy Manual adopted in September 2019. The Executive Director is authorized to sign services contracts that are less than $250,000 individually and in an aggregate amount not to exceed $1.5 million in any given fiscal year. Additionally, in accordance with Public Utilities Code Section 130323(c), the Executive Director is authorized to sign contracts for supplies, equipment, materials, and construction of all facilities and works under $50,000 individually. The attached report details all contracts that have been executed for the first quarter ended September 30, 2019, under the single signature authority granted to the Executive Director. The unused capacity of single signature authority for services at September 30, 2019 is $1.5 million. Attachment: Single Signature Authority Report as of September 30, 2019 Agenda item 7A 1 SINGLE SIGNATURE AUTHORITY AS OF September 30, 2019 CONSULTANT DESCRIPTION OF SERVICES ORIGINAL CONTRACT PAID AMOUNT REMAINING AMOUNT CONTRACT AMOUNT AMOUNT AVAILABLE July 1, 2019 $1,500,000.00 "No contracts to report for first quarter. AMOUNT USED AMOUNT USED AMOUNT REMAINING through September 30, 2019 0.00 0.00 $1, 500, 000.00 None Agreements that fall under Public Utilities Code 130323 (C) N/A $- $- $- Jose Mendoza Prepared by Theresia Trevino Reviewed by Note: Shaded area represents new contracts listed in the first quarter. 2 AGENDA ITEM 7B RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Traffic Relief Strategy "Committee of the Whole" SUBJECT: Revenue Estimate for Countywide Transportation Improvement and Traffic Relief Plan TRAFFIC RELIEF STRATEGY "COMMITTEE OF THE WHOLE" RECOMMENDATION: This item is for the Commission to approve a revenue estimate to guide development of the countywide Traffic Relief Plan (Plan). BACKGROUND INFORMATION: An initial step in the development of the Plan is the estimation of projected revenues to fund the Plan. Determining a revenue estimate is critical for several reasons: • It creates a reasonable constraint to the scope and size of the Plan; • It ensures the Plan is achievable, which assists voters to have a reasonable expectation the Plan will be achieved; • It provides transparent information to the public regarding the estimated revenue that may be generated from a sales tax and what it could accomplish; and • State law requires the Commission to declare an approximate amount of annual revenue generated by a ballot measure. The Traffic Relief Strategy "Committee of the Whole" voted unanimously in a public meeting to approve a revenue estimate to guide the development of the Plan. DISCUSSION: The University of California, Riverside School of Business, Center for Economic Forecasting & Development (UCR Center), through a partnership with Beacon Economics (Beacon), is a leading economic research and consulting center for the Inland Empire. The UCR Center team has extensive economic analysis and forecasting experience. The UCR Center presents an annual economic conference that includes its Inland Empire analysis and forecasts in addition to national and state forecasts. As a result of the UCR Center's experience and understanding of the Inland Empire, it is a vital community partner and resource to businesses and local governments. The UCR Center and Beacon have provided long-term sales tax forecasting services to the Commission since 2013. The Commission also obtained economic impact studies from Beacon related to the State Route 91 Corridor Improvement Project and the Interstate 15 Express Lanes Project for inclusion in federal loan and grant submittals. At its October meeting, the Commission Agenda Item 7B 3 approved an agreement with the UCR Center to perform an economic impacts analysis related to the investment of an additional sales tax for transportation improvements in Riverside County. Considering the UCR Center's familiarity with the Commission, Riverside County and the Inland Empire, and Measure A, Commission staff engaged the UCR Center to estimate the revenue from an increase in the sales tax rate in Riverside County using the California Department of Finance (DOF) demographic forecasts and an alternative demographic forecast. • According to the UCR Center, the DOF demographic model relies on net migration calculated based on total population and distributed equally based on age groups. This method does not account for shifts in net migration between generations and, therefore, does not accurately depict changes in demographics. The net migration allocation results in sharply different patterns of age in the region than what current data shows is occurring. The differences in age impact estimates of future growth as well as taxable sales. Further, the DOF estimates do not consider home production, and the link between home production and sales tax growth is important to long-term revenue projections. • Beacon developed a modified demographic forecast using a net migration model derived from historic trends based on each age group, resulting in a more comprehensive understanding of changes in population and more accurate total population estimate. Beacon's model also uses economic variables such as home prices and unemployment as drivers for population. The sales tax estimate using the DOF demographic forecast is 6.1 percent higher than the sales tax estimate using Beacon's alternative demographic forecast. The Fiscal Year 2019 sales tax estimates under the Beacon and DOF scenarios were comparable to each other and reasonable when benchmarked to the actual FY 2019 results. Staff also compared the two sales tax estimates and found that the DOF scenario estimate resulted in higher year -over -year growth rates than the Beacon scenario estimate. While any revenue projection is not a guarantee of actual revenues, the Beacon scenario revenue estimate is reasonable and more conservative than the DOF scenario revenue estimate. Using this revenue estimate demonstrates the Commission's continued prudent conservatism for revenue projections. The revenue estimate is presented in Attachment 1, which includes subregional revenue estimates based on a return to source allocations. This reinforces the importance of each subregion retaining the funding generated in each subregion: • Western County • Coachella Valley • Palo Verde Valley The Committee recommends the approval of the revenue estimate presented in Attachment 1 to guide the development of the Plan. Attachment: Riverside County Revenue Projection for New Expenditure Plan Agenda Item 7B 4 DRAFT Riverside County Revenue Projection for New Expenditure Plan Amounts in 2020 Real $ FY 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 2051 Projected Revenue $ 214,710,494 220,185,206 225, 714, 821 231,099,968 236,182, 642 241,243,220 246,413,445 251,591,898 256, 875,126 262,136, 830 267,374,913 272,510,602 277,529,703 282,385,445 287,096,591 291,749,672 296,325,395 300, 867, 668 305,375,633 309,758,408 313,788,806 317,721,053 321,579,070 325, 327,122 328,967,557 332,567,099 336,175,362 339,812,355 343,479,115 347,135,693 $ 8,583,680,911 Allocation by Geographic Area WC CV PV Total $ 167,724,996 172,001,667 176,321,226 180,527,931 184,498,354 188,451,516 192,490,331 196,535,573 200,662,663 204,772,939 208,864,762 212,876,599 216,797,361 220,590,512 224,270,709 227, 905, 547 231,479, 956 235,028,235 238,549,714 241,973,398 245,121,816 248,193,562 251,207,322 254,135,181 256,978,973 259,790,820 262,609,481 265,450,584 268,314,940 271,171,342 $ 6,705,298,010 $ 46,052,146 $ 47,226,389 48,412,407 49,567,440 50,657,596 51, 743, 013 52,851,948 53,962,648 55,095,820 56,224,376 57,347,865 58,449,393 59,525,914 60,567,397 61,577,866 62,575,881 63,557,305 64,531,553 65,498,444 66,438,482 67, 302, 941 68,146, 349 68,973,835 69,777,735 70,558,554 71,330,601 72,104,518 72,884,598 73,671,063 74,455,343 $ 1,841,069,418 $ 933,352 957,151 981,188 1,004,598 1,026,692 1,048,690 1,071,166 1,093,676 1,116,643 1,139,516 1,162,286 1,184,611 1,206,429 1,227,537 1,248,016 1,268,243 1,288,134 1,307,879 1,327,476 1,346,528 1,364,048 1,381,142 1,397,912 1,414,205 1,430,030 1,445,678 1,461,363 1,477,173 1,493,113 1,509,008 37,313,482 $ 214,710,494 220,185,206 225, 714, 821 231,099,968 236,182, 642 241,243,220 246,413,445 251,591,898 256, 875,126 262,136, 830 267,374,913 272,510,602 277,529,703 282,385,445 287,096,591 291,749,672 296,325,395 300,867,668 305,375,633 309,758,408 313, 788, 806 317,721,053 321,579,070 325, 327,122 328,967,557 332,567,099 336,175,362 339,812,355 343,479,115 347,135,693 $ 8,583,680,911 Subregional Return to Source2 78.1 21.4% 0.4% 100.0% Source: 1 2 Revenue projections per UCR Center for Economic Forecasting and Development updated September 4, 2019) Scenario is a new 1/2-cent sales tax beginning 7/1/2021 through 6/30/2051 Assuming revenues are allocated to Western County, Coachella Valley, and Palo Verde Valley areas proportionate to the funds generated within those areas, these percentages represent the taxable sales for each geographic area generated in FY 2018, the most recent data available. Such allocations are subject to change annually. Prepared by TT 10/15/2019 5 Page 1 AGENDA ITEM 7C RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM Cheryl Donahue, Public Affairs Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Quarterly Public Engagement Metrics Report, July — September 2019 STAFF RECOMMENDATION: This item is for the Commission to receive and file the Quarterly Public Engagement Metrics Report for July — September 2019. BACKGROUND INFORMATION: Staff continues to measure public engagement activities and prepare Quarterly Public Engagement Metrics Reports for the Commission, a practice that began in early 2018. This report covers the third quarter of 2019, from July to September. The quarterly reports are a data -driven approach to monitor the Commission's progress toward public engagement goals, to assess the effectiveness of its efforts, and to provide transparency into how the Commission is using its resources to engage with the public. This quarterly report includes three sets of data: 1) Metrics for RCTC's overall public engagement activities, including website use and access; website top pages visited; email notifications; social media likes, engagement and reach; and public sentiment 2) Metrics for RCTC's Interstate 15 Express Lanes Project public engagement activities, including email activity, website sessions, and social media. 3) Metrics for the State Route 60 Truck Lanes Project. Note that these numbers remain small, due to only five months of data. The quarterly report will evolve as staff refines its approaches to measuring public engagement activities and in response to any feedback from Commissioners. Staff will continue to add new project -related metrics as other projects begin. Report highlights for this quarter follow and are included in a graphical format. It is important to note that most of the social media metrics show a decline this quarter, due to a planned decrease in digital advertising expenditures. Agenda Item 7C 6 RCTC Overall Public Engagement 1) Website a. For the quarter, there were 34,234 website sessions, a 23 percent increase from last quarter's 27,950 sessions. There also were 21,761 unique users, a significant increase of 35 percent compared to the previous quarter's 16,107 unique users. b. Many of the visitors (42 percent) accessed the website through organic searches, such as Google. Another 29 percent used a direct search (keying in rctc.org). Others used social media (15 percent), and website referrals (13 percent). c. Website access via desktop versus mobile continues to see -saw. The third quarter showed 49 percent accessing the website through a desktop computer and 51 percent using mobile devices. During the second quarter of 2019, the ratio was 57 percent via a desktop computer and 43 percent via mobile devices. d. The homepage continues to be the most frequently visited page, followed by the SR-60 Truck Lanes page. The Employment page ranked third, and the French Valley Parkway Federal Grant page, which was a blog post, ranked fourth. 2) Social Media a. Facebook: At the end of the quarter, the Facebook page had 8,476 likes, a .3 percent increase over last quarter's 8,447 likes. The page had 8,289 forms of engagement, such as likes, comments and shares, a 70 percent reduction from last quarter's 27,584 forms of engagement. Facebook also had 823,030 impressions, which is the number of times that RCTC's content was displayed in news feeds. This was a large decrease — 74 percent — from last quarter's 3.1 million impressions. These decreases likely were due to less spending on digital advertising, compared to the previous quarter. b. Twitter: RCTC's Twitter page showed a 1 percent increase in followers, from 1,154 to 1,169. Engagement increased 47 percent, from 218 to 320. Impressions declined 13 percent from 60,296 to 52,672. c. Instagram: The Instagram page followers grew 9 percent, from 448 to 487 followers. Engagement grew 8 percent, from 309 forms of engagement to 334. Impressions increased 5 percent to 11,928, compared to last quarter's 11,311 d. Overall, public sentiment was positive, with strong engagement related to SR-60 lane closures, 1-15 Express Lanes construction videos, rail safety, and community events. 3) RCTC's The Point: RCTC continues to produce content for its online blog, The Point, and distributes this information and other news via email to subscribers. RCTC's subscribers grew 9 percent, from 3,260 to 3,555. Thirty-five percent of subscribers opened The Point, and 9 percent clicked on links to learn more. Agenda Item 7C 7 Interstate 15 Express Lanes Construction Public Engagement 1) Emails: Total email list sign-ups since the project began grew to 2,622. This is a 2 percent increase over the 2,577 inquiries received through the end of last quarter. There also have been a total of 144 email inquiries, a 5 percent increase over the 137 inquiries through the end of last quarter. 2) Website: Total website visits since project inception grew to 56,019, a 12 percent climb from the 49,590 visits through the end of last quarter. 3) Social Media: The project's Facebook, Twitter and Instagram accounts all showed small gains. The Facebook page grew to 2,269 likes from 2,219 likes last quarter, a 2 percent increase. Twitter increased from 235 followers to 242, a 3 percent increase. Instagram followers increased 9 percent from 407 to 443. State Route 60 Truck Lanes Construction Public Engagement 1) Emails: Total email list sign-ups since the project began grew to 263. This is a 331 percent increase* over the 61 inquiries received through the end of last quarter. There also have been a total of 77 email inquiries, a 15 percent increase over the 67 inquiries through the end of last quarter. 2) Website: Total website visits since project inception grew to 6,715, a 375 percent climb* from the 1,414 visits through the end of last quarter. 3) Social Media: The project's Facebook, Twitter and Instagram accounts all showed increases. The Facebook page grew to 314 likes from 115 likes last quarter, a 173 percent increase*. Twitter increased from 13 followers to 31, a 138 percent increase*. Instagram followers increased 180 percent* from 36 to 101. *Please note that the SR-60 Truck Lanes Project is still new to the public. Small numbers result in large percentage increases for these metrics. Attachments: 1) RCTC Overall Public Engagement Metrics 2) 1-15 Express Lanes Construction Public Engagement Metrics 3) SR-60 Truck Lanes Construction Public Engagement Metrics Agenda Item 7C 8 Public Engagement Metrics: Q3 Overall Social Media Sentiment - 0.5 -1 7/1 7/8 7/15 7/22 7/29 8/5 8/12 8/19 8/26 9/2 9/9 9/16 9/23 9/30 8/23 (+) State Route 60 Lane Closures causes engagement spike 9/5-6 (+) I-15 Express Lanes Videos generate dialogue 9/26-27 (+) Posts about rail safety, I-15, and community events increase positive sentiment Social Media Eblasts Subscribers 3,555 Average Open 35% Average Click 9% 13 Instagram Followers 487 Engagement 334 Impressions 11,928 +9% +8 % irak 34,234 Number of Sessions ATTACHMENT 1 July - Sept 2019 +22.5% Top Channels 21,761 Number of Unique Users +35% Direct (29.1 %) — 6,413 • Organic (42%) — 9,261 Social (15.4%) — 3,402 Referral (13.5%) — 2,987 Differences Paid advertising decreased in Q3. Top Pages Visited Homepage is #1 most visited page 2 Route 60 Truck Lanes 3 Employment 4 French Valley Parkway Federal Grant Desktop vs Mobile Users 49% • • • Desktop Mobile 51% 9 • EXAAESS LANES Frnail I ict Sinn_Ups 15 Express Lanes Project Outreach Metrics Number of Sign -Ups 3000 7- 2500 — 2000 — 1500 — 1000 — 500 — 0 k_ 45 114 1,401 1,240 703 1 1,706 I 1,915 2,301 2,426 2,522 2,577 2,622 a Website Visits 60000 — R 50000 0 O m 40000 N d 30000 20000 0 10000 f- 0 845 56,019 49,590- 42,208 36,841 _ 28,184 20,440 14,980 8,81311,056 i ATTACHMENT 2 Oct 2016 - Sep 2019 Emails Received Total Emails Received to Date 150 r- 120 — 90 — 60 — 30 — 7 0 — 20 48 4 32 0 62 77 I 104 118 132 137 1 144 Social Media Likes/Follows 1 2500 — c 2000 {L m 1500 Y J 0 1000 N 3 500 Z 0- 932 979 127 195 21 — - 1,297 1,477 1,665 2,030 1,933 2,219 2,269 10 • Facebook Page Likes Twitter Followers (Account Opened 02/05/18) • Instagram Followers (Account Opened 02/05/18) State Route 60 State Route 60 Truck Lanes Project TRUCK LANES Monthly "At -a -Glance" Metrics Report Finail R, Taw+ Cinn_I Inc Number of Sign -Ups 300 250 200 150 100 50 0 61 263 Website Sessions Total Website visits to Date 8000 7000 6000 5000 4000 3000 2000 1000 0 — 1,414 — - ■ 6,715 Emails to Proiect Team ATTACHMENT 3 May - September 30, 2019 Number of Emails 80 — 70 — 67 60 — 50 — 40 — 30 — 20 — 10 — 0- 77 Social Media Likes/Follows 1 Number of Likes/Follows 350 — 300 250 200 150 100 50 0 115 314 N oN ti �Jo yeQ 0\ VJ\ / .0 i • Facebook Page Likes Twitter Followers Instagram Followers 11 AGENDA ITEM 7D RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Jennifer Crosson, Toll Operations Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Agreement for Express Lanes Consulting Services WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Award Agreement No. 20-31-001-00 to HNTB Corporation for express lanes consulting services for a five-year term, plus two one-year options to extend the agreement, in an amount of $10 million, plus a contingency amount of $500,000, for a total amount not to exceed of $10.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for these services. BACKGROUND INFORMATION: In March 2017, the Commission began operating the 91 Express Lanes. In mid-2020, the Commission will also begin operating the 15 Express Lanes. During the development and implementation of the express lanes, staff has been supported by the project and construction management consultant (PCM) team which includes toll experts. After the express lanes transition from development to operations, the support of the PCM curtails leaving staff without consultant support. Over the past two and one-half years of operating the 91 Express Lanes, staff has had the need for consultant support on numerous occasions. Staff has utilized the 91 and 15 Express Lanes PCM and OCTA toll consultant to temporarily provide the needed support. With the continued need for long-term consultant support in toll operations, staff determined that the on -going operation of the Commission's express lanes would best be served by a dedicated express lanes consultant. Staff assessed its needs and determined that the best approach was to issue a Request for Proposal (RFP) for a task order -based express lanes consultant contract. Staff developed a scope Agenda Item 7D 12 of work that includes seven task categories based on a review of the needs over the past two and one-half years of operation and a future needs assessment. The seven tasks are as follows: 1. Express Lanes Planning and Policy Work 2. Technology and System Support 3. Customer Service and Toll Evasion Violation Support Technology 4. General Operations Support 5. Industry Representation 6. Express Lanes Performance 7. Express Lanes Financial Support Exhibit A of Attachment 1 to this report includes the Statement of Services with a detailed description of the projected tasks. The work that could be performed ranges from simple short- term tasks such as assisting with the development of express lanes policies under Task 1 to longer -term tasks such as monitoring the toll service contractor's performance under Task 2 and Task 3. The express lanes' operation is performed by toll services contractors. Staff expends much of its time providing oversight to these contractors and will be relying on the expertise of the Express Lanes Consultant to ensure the contractor is meeting the requirements of the contract, accurately processing transactions, properly maintaining the systems, and providing excellent customer service. Additionally, the Express Lanes Consultant will provide staff with access to a wide variety of toll subject matter experts. The RFP requested that the proposer identify a subject matter expert as a task lead for each of the seven tasks. Those task leads will be available to assist staff with the wide variety of services detailed in Exhibit A of Attachment 1. During the past eighteen months staff was challenged with deploying the new 6C transponder technology. This effort included: procuring 6C transponders, re-evaluating the existing account policies and seeking adoption of new policies, upgrading the in -lane toll system to accept the 6C transponders, creating customer communications to accompany the changes in account policies and technology, processing change orders to contracts to make the necessary system changes, working with the toll service contractors to design and test the system changes, coordinating legal matters regarding changes to policies and the required communication, and developing the roll -out plan for the replacement of transponders to over 150,000 account holders. While staff self -performed much of this work, toll operations staff's commitment to the on -going operation of the 91 Express Lanes and the design and development of the 15 Express Lanes Project and 15/91 Express Lanes Connector required them to enlist the help of several different PCM toll consultants to assist with the management of this work. The work performed on this task serves as a good example of how the proposed Express Lanes Consultant can complement the needs of the toll operations staff. Agenda Item 7D 13 Staff developed a list of initial needs the Express Lanes Consultant may support in the coming year including the following: • Evaluation of automated vehicle occupancy detection solutions • Support of the 241/91 Express Connector Project for future operations and maintenance • Support of the San Bernardino County Transportation Agency (SBCTA) 15 Express Lanes Project for future operations and maintenance • Evaluation of the express lanes website compliancy with current regulations • Assistance with oversight of the 15 Express Lanes contractor after opening • Evaluation of both the 91 and 15 Express Lanes performance Upon execution of the agreement, the Express Lanes Consultant will be available for work. The Agreement is a task order contract and each assignment will be managed through the issuance of a task which will include an agreed upon level of effort, defined delivery expectation, and budget. Procurement Process Staff determined the weighted factor method of source selection to be the most appropriate for this procurement, as it allows the Commission to identify the most advantageous proposal with price and other factors considered. Non -price factors include elements such as qualifications of firm, qualifications of personnel, understanding and approach, and the ability to respond to the requirements set forth under the terms of RFP No. 20-31-001-00. RFP No. 20-31-001-00 was released on August 21, 2019. A public notice was advertised in the Press Enterprise, and the RFP was posted on the Commission's PlanetBids website, which is accessible through the Commission's website. Utilizing PlanetBids, emails were sent to 894 firms, 141 of which are located in Riverside County. Through the PlanetBids site, 103 firms downloaded the RFP; 12 of these firms are located in Riverside County. A pre -proposal conference was held on August 29 and attended by 13 firms. Staff responded to all questions submitted by potential proposers prior to the September 5 clarification deadline date. Two firms — HNTB Corporation (Ontario) and Parsons Transportation Group (La Palma) — submitted proposals prior to the 2:00 p.m. submittal deadline on September 18. Both firms submitted responsive and responsible proposals. Utilizing the evaluation criteria set forth in the RFP, the two proposals were evaluated and scored by an evaluation committee comprised of Commission staff. The evaluation criteria and respective points assignment were as follows: Agenda Item 7D 14 Evaluation Criteria Maximum Points Qualifications of Firm/Team 25 Qualifications of Personnel 25 Understanding and Approach 25 Price 25 The proposers were asked to provide a fully burdened rate for each of its seven task leads, the program manager, and three levels of support consultants. Staff applied a pre -determined number of hours to each labor rate based on an estimated level of work to be performed during the term of the agreement. The price score was calculated as follows: Proposer Price Score = Lowest Price Proposed/Proposers Price x 25 points Parsons had the lowest price based on staff's estimated hours and received the maximum 25 cost points. The overall evaluation ranking, based on highest to lowest total evaluation scores, are presented in the following table. Firm Overall Ranking HNTB Corporation 1 Parsons Transportation Corporation 2 Based on the evaluation committee's assessment of the written proposals and calculated price, the evaluation committee recommends contract award to HNTB Corporation as this firm earned the highest total evaluation score. HNTB's proposal thoroughly represented its ability to support all tasks provided in the RFP with the use of experienced subject matter experts most of whom are located in Southern California. HNTB has vast national experience providing services similar to those outlined in this RFP. HNTB's broad experience in tolling and express lanes combined with its knowledge of RCTC will provide staff with a valuable resource in the area of express lanes operation. Staff recommends a five-year base contract with two one-year options to potentially extend the agreement. A five-year contract with the option to extend will provide for the continuity of services needed to perform the long -lead task items. Based on the level of consultant support the express lanes operation has required over the last two years and anticipated needs, staff estimates the value of this agreement over seven years to be $10 million or approximately $1.4 million per year. Exhibit B of Attachment 1 to this report shows an estimate by task and year. Agenda Item 7D 15 RECOMMENDATION: Staff recommends award of Agreement No. 20-31-001-00 to HNTB Corporation for express lanes consulting services for a five-year term, plus two one-year options to extend the agreement, in an amount of $10 million, plus a contingency amount of $500,000, for a total amount not to exceed of $10.5 million; authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including option years, on behalf of the Commission; and authorize the Executive Director or designee to approve the use of the contingency amount as may be required for these services. Staff estimates that the express lanes consultant support required in FY 2019/20 is $1.4 million; support relates primarily to RCTC 91 Express Lanes, 241/91 Express Connector Project, and SBCTA's 15 Express Lanes Project. There is sufficient FY 2019/20 budget authority for the express lanes consulting services. The Commission's professional services agreement will be entered into with the consultant subject to any changes approved by the Executive Director and pursuant to legal counsel review. Staff oversight of the contract will maximize the effectiveness of the consultant and minimize costs to the Commission. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2019/20 FY 2020/21+ Amount: $1,400,000 $9,100,000 Toll Revenues; 2009 Measure A Western Source of Funds: County Economic Development, Local Transportation Fund, and state Senate Bill Budget Adjustment: No N/A 1 funds 009199 65520 00000 0000 591 31 65520 001599 65520 00000 0000 515 31 65520 GL/Project Accounting No.: 673033 65520 00000 0000 106 67 65520 003039 65520 00000 0000 605 31 65520 003050 65520 00000 0000 268 31 65520 Fiscal Procedures Approved: \I-Xl4E4441 I Date: 10/21/2019 Attachment: Draft Professional Services Agreement No. 20-31-001-00 Agenda Item 7D 16 Agreement No. 20-31-001-00 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ON -CALL EXPRESS LANES CONSULTING SERVICES WITH HNTB CORPORATION 1. PARTIES AND DATE. This Agreement is made and entered into this _ day of , 2019, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the Co- mmission") and HNTB Corporation ("Consultant"), a CORPORATION. 2. RECITALS. 2.1 Consultant desires to perfo provision of certain on -call professional consulti terms and conditions set forth in this Agree professional consultant, experienced in •rovidin services to public clients, is licensed in t with the plans of Commission. and assu responsibility for the ervi• require by Commission on the onsultant represents that it is a xpress lanes consulting services rnia (if necessary) and is familiar 2.2 Services s► • - ovi • on the terms and conditions set forth in this Agreement and in the task or► (s) to olici, +, awarded and authorized by Commission as further described in this A• - r _ Order"). 2.3 an on -call basis. S Agreement for future shall be designated a 3. TERMS. es to engage Consultant to render such services on or.ered by Task Order(s) to be issued pursuant to this t forth herein and in each Task Order (each such project nder thisAgreement). 3.1 General Scope of Services. Consultant shall furnish all technical and professional services, including labor, material, equipment, transportation, supervision and expertise, and incidental and customary work necessary to fully and adequately supply the consulting and other services required for the Projects ("Services"). The Services are 17336.02109\32241677.1 17 generally described in Exhibit "A" attached hereto and incorporated herein by reference. The Services shall be more particularly described in the individual Task Order requests and proposals. No Services shall be performed prior to Commission's Task Order Authorization, as defined in Section 3.3 below. All Services shall be subject to, and performed in accordance with, this Agreement, the relevant Task Order, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.2 Term. The term of this Agreement shall be from the date first specified above to December 31, 2024, unless earlier terminated as provided herein. All Task Order work should be completed within the term. 3.3 Task Orders; Commencement of Services; Schedule of Services. Services under this Agreement shall be requested by the Cmission pursuant to Task Order requests. If Commission accepts Consultant's Ta rder proposal, Commission shall issue a purchase order or executed task order for -rvices ("Commission's Task Order Authorization"). Consultant's agreement to the i .I ter •f a proposed Task Order, Commission's Task Order Authorization and Con . nt's com cement of the Services shall indicate the Parties' agreement to the ter - of the elevant .skOrder. Consultant shall commence Service der a Task Order within five (5) days of receiving Commission's Task OrderA ation. Consultant shall perform the e peditiously, in accordance with the Schedule of Services set forth .sk der. Consultant represents that it has the professional and technical pe nel r • uire. . perform the Services in conformance with such conditions. In order .ci ' - . Itant's conformance with the Schedule, Commission shall respo • o C. Itant's submittals in a timely manner. Upon request of the Commission, C• • h. •rovide a more detailed schedule of anticipated performance to m- e Sche le • services. 3.4 In. •end: Contractor; Control and Payment ofSubordinates. The Services shall be perform: onsultant under its supervision. Consultant will determine the means, method and de . ils of performing the Services subject to the requirements of this Agreement. Commission retains Consultant on an independent contractor basis and Consultant is not an employee of Commission. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall not be employees of Commission and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers' compensation insurance. 3.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval ofCommission. 17336.02109\32241677.1 18 3.6 Substitution of Key Personnel. Consultant has represented to Commission that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence and experience upon written approval of Commission. In the event that Commission and Consultant cannot agree as to the substitution of key personnel, Commission shall be entitled to terminate this Agreement for cause, pursuant to provisions of Section 3.16 of this Agreement. The key personnel for performance of this Agreement are as follows_Greg Hulsizer; Garth Lynch; Dan Baker; Theresa Weekes; Mat Antonelli; Lisa Ganz; Shaumik Pal; and Will Allen, or as otherwise identified in a Task Order. 3.7 Commission's Representative. Commission hereby designates Executive Director, or his or her designee, to act as its representative for the performance of this Agreement ("Commission's Representative"). Co have the power to act on behalf of Commission for all Consultant shall not accept direction from any Representative or his or her designee. sion's representative shall oses under this Agreement. ther than Commission's 3.8 Consultant's Re resent onsultant hereby designates Greg Hulsizer, or his or her designee, to act as i .resentative for the performance of this Agreement ("Consultant's Represe e"). C• ultant's Representative shall have full authority to represent and act on beh - Co Itant for all purposes under this Agreement. The Consultant's Represen. ' . upervise and direct the Services, using his or her best skill and at - an. all be responsible for all means, methods, techniques, sequences and prthe satisfactory coordination of all portions of the Services under this A 3.9 C Commission staff i staff, consultants a Services. Consultant agrees to work closely with f Services and shall be available to Commission's all reasonable times. 3.10 Sta .f Care; Licenses. Consultant shall perform the Services under this Agreement in a illful and competent manner, consistent with the standard generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors haveall licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from Commission, any Services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein, and shall be fully responsible to the Commission for all damages and other liabilities provided for in the indemnification provisions of this Agreement arising from the Consultant's errors and omissions. 17336.02109\32241677.1 19 3.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to Commission, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold Commission, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.12 Insurance. 3.12.1 Time for Compliance. Consul under this Agreement until it has provided evidence sati has secured all insurance required under this sect companies acceptable to the Commission. In a on, subcontractor to commence work on any subc act required under this section. 3.12.2 Minimum R procure and maintain for the duration of th to persons or damages to propert whi performance of the Agreement b subcontractors. Consultant maintain the same insurance at least the following min shall not commence work ory to the Commission that it form and with insurance Con nt shall not allow any til it h ecured all insurance onsultant shall, at its expense, urance against claims for injuries e from or in connection with the nt, its agents, representatives, employees or all of its subcontractors to procure and the Agreement. Such insurance shall meet s of coverage: um Scope of Insurance. Coverage shall be at least as broad as the lat-. ersion the following: (1) General Liability: Insurance Services Office Commercial G: -ral .bility coverage (occurrence form CG 0001 or exact equivalent); (2) Automob ability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any . uto) or exact equivalent); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. (8) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) BusinessAUtomobi/e Liability: $1,000,000 combined single limit each accident for bodily injury and property damage; and (3) if Consultant has an employees, Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident. 17336.02109\32241677.1 20 3.12.3 Professional Liability. [ INCLUDE ONLY IF APPLICABLE - DELETE OTHERWISE ] Consultant shall procure and maintain, and require its sub - consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 [_ INCREASE IF NECESSARY - OTHERWISE LEAVE AS IS AND DELETE THIS NOTE ] per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. 3.12.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorse ents on forms approved by the Commission to add the following provisions to the ins y ce policies: (A) General Liability. (i) Com include coverage for (1) bodily Injury and prope Injury; (3) premises/operations liability; (4) pro aggregate limits that apply per Project; exclusion deleted; (7) contractual liabilit property damage; and (9) independent co provisions limiting coverage or suits by one insured a Agreement. officials, officers, empl 10 10 01 and 2037100 er; or ( losi neral ❑Rbility Insurance must e; (2) personal Injury/advertising /completed operations liability; (5) ollapse and underground (UCX) this Agreement; (8) broad form erage. olicy shall contain no endorsements or ability; (2) cross liability exclusion for claims ) contain any other exclusion contrary to this (iii) The policy shall give the Commission, its directors, agents insured status using ISO endorsement forms 20 ndorsements providing the exact same coverage. (iv) The additional insured coverage under the policy shall be "primary and non-contributory" and will not seek contribution from the Commission's insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the Commission, its directors, officials, officers, employees and Cofiroute USA, Kapsch Trafficcom Transportation NA, Inc., and Bechtel Infrastructure Corporation shall be named as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the Commission, its directors, officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of coverage excess 17336.02109\32241677.1 21 of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the Commission, its directors, officials, officers, employees and agents shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in anyway. (C) Workers' Compensation and Employers Liability Coverage. 0) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) The insurer shall agree to waive all rights of subrogation against the Commission, its directors, officials, officers, employees and agents for losses paid under the terms of the insurance policy whic'se from work performed by the Consultant. (D) All Coverages. (i) Defercoshall be payable in addition to the limits set forth hereunder. (ii) f specific coverage or limits contained in this section are not intende a :tion on coverage, limits, or other requirement, or a waiver of any c• :e n. .Ily provided by any insurance. It shall be a requirement under this Agree r tha : ny a lable insurance proceeds broader than or in excess of the specified mini erage requirements and/or limits set forth herein shall be available to the • issio , s directors, officials, officers, employees and agents as additional ' _ u -r said policies. Furthermore, the requirements for coverage and limi - .all b- 1) minimum coverage and limits specified in this Agreement; or (2) terage and maximum limits of coverage of any insurance policy or proceeds ay. .le to - named insured; whichever is greater. (iii) The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the Commission (if agreed to in a written contract or agreement) before the Commission's own insurance or self-insurance shall be called upon to protect it as a named insured. The umbrella/excess policy shall be provided on a "following form" basis with coverage at least as broad as provided on the underlying policy(ies). 17336.02109\32241677.1 22 (iv) Consultant shall provide the Commission at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the Commission at least ten (10) days prior to the effective date of cancellation or expiration. (v) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year exten retroactive date is advanced past the effective date of th. cancelled or not renewed; or C) if the policy is replaced a retroactive date subsequent to the effective date (vi) The f limits of insurance coverage to be maintained insurance by the Commission, is not intended to the liabilities and obligations otherwis Agreement, including but not limited to, th policy of insurance requir specifications or is canceled obtain the insurance (if under this agreeme by Consultant or Consultant paymen cause. The Commissio busincm hours, complete co pie : II d reporting period A) if the greement; B) if the policy is her claims -made policy with ment. quirem- is as to the types and ultant, and any approval of said all not in any manner limit or qualify he Consultant pursuant to this concerning indemnification. ny time during the life of the Agreement, any reement does not comply with these Commission has the right but not the duty to available, and Consultant agrees to pricing) required paid by Commission will be promptly reimbursed ill ithhold amounts sufficient to pay premium from rnative, Commission may cancel this Agreement for the rightto review, at local office of Consultant, atany lime during normal insurance policies in effect for the duration of the Project. (viii) Neither the Commission nor any of its directors, officials, officers, employees or agents shall be personally responsible for any liability arising under or by virtue of this Agreement. Consultant agrees that: 3.12.5 Deductibles and Self -Insurance Retentions. Any deductibles or self -insured retentions must be declared to the Commission. 17336.02109\32241677.1 23 3.12.6 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, authorized to do business in California, and satisfactory to the Commission in its reasonable discretion.. 3.12.7 Verification of Coverage. Consultant shall furnish Commission with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the Commission. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by the Commission before work commences. The Commission reserves the right to review complete , certified copies of all required insurance policies, at any time at a local office of Consultant. 3.12.8 Subconsultant Insurance ments. Consultant shall not allow any subcontractors or subconsultants to com ^ ce on any subcontract until they have provided evidence satisfactory to the mission they have secured all insurance required under this section. Policie com- -rcial ge eral liability insurance provided by such subcontractors or subcons. - hall be endorsed to name the Commission as an additional insured usin. ISO fo CG 20 38 04 13 or an endorsement providing the exact same coverage. If ed b onsultant, the Commission may approve different scopes or minimum lim o - for particular subcontractors or subconsultants. 3.13 Safety. injury or damage to any per shall at all times be in co regulations, and sh appropriate to the performed. Safety p adequate life protectio accident prevention for ecute and maintain its work so as to avoid n carrying out its Services, the Consultant th all applicable local, state and federal laws, rules and cessary precautions for the safety of employees or and the conditions under which the work is to be applicable shall include, but shall not be limited to: (A) saving equipment and procedures; (B) instructions in mployees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.14 Fees and Payment. 3.14.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "B" attached hereto. The total compensation per Task Order shall be set forth in each Task Order, and shall not exceed such amount without written approval of Commission's 17336.02109\32241677.1 24 Executive Director. The total amount payable by Commission for all Task Orders issued under this Agreement shall not exceed a cumulative maximum total value of Ten Million Dollars ("NTE Sum"). It is understood and agreed that there is no guarantee, either expressed or implied that this dollar amount will be authorized pursuant to Task Orders. Consultant acknowledges and agrees that Commission shall not pay any amount under this Agreement that would exceed the NTE Sum, and Consultant shall not knowingly enter into a Task Order that exceeds the NTE Sum. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.14.2 Payment of Compensation. Consultant shall submit to Commission a monthly statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the arrant of Services and supplies provided since the initial commencement date, or since t periods, as appropriate, through the date of the state days of receiving such statement, review the state, thereon. art of the subsequent billing ommission shall, within 45 ay all approved charges 3.14.3 Reimbursement fo ses. Consultant shall not be reimbursed for any expenses unless authorized in ting by Commission. 3.14.4 Extra Work. Commission may request that C• • ultan Work" means any work which i e ned completion of the Project, b necessary at the execution compensated for, Extr Director. ing the term of this Agreement, orm xtra Work. As used herein, "Extra Commission to be necessary for the proper s did not reasonably anticipate would be nt. Consultant shall not perform, nor be ut written authorization from Commission's Executive 3.15 ountin• ecords. Consultant shall maintain complete and accurate records with respect t. c- s and expenses incurred and fees charged under this Agreement. All such re shall be clearly identifiable. Consultant shall allow a representative of Commission during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.16 Termination of Agreement. 3.16.1 Grounds for Termination. Commission may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof. Upon termination, Consultant shall be compensated only for those services which have been fully and adequately rendered to Commission through the effective date of the termination, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 17336.02109\32241677.1 25 Commission may terminate Services under a Task Order, at any time, for any or no reason, with the effective date of termination to be specified in the notice of termination of Task Order. 3.16.2 Effect of Termination. If this Agreement is terminated as provided herein, Commission may require Consultant to provide all finished or unfinished Documents and Data, as defined below, and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.16.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, Commission may proc re, upon such terms and in such manner as it may determine appropriate, services sir : r to those terminated. 3.17 Delivery of Notices. All notices -r -d or required under this Agreement shall be given to the respective parties e follows - ddress, or at such other address as the respective parties may provide! sting for this • •ose: CONSULTANT: HNTB Corporation 3633 Inland Empire Blvd Suite 750 Ontario, CA 917 Attn: Greg Huls Such n mailed, forty-eight addressed to the pa notice on the date act OMMISSION: erside County ransportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Attn: Executive Director eemed made when personally delivered or when sit in the U.S. Mail, first class postage prepaid and able address. Actual notice shall be deemed adequate ccurred, regardless of the method of service. 3.18 Ownership of Materials/Confidentiality. 3.18.1 Documents & Data. This Agreement creates an exclusive and perpetual license for Commission to copy, use, modify, reuse, or sub -license any and all copyrights and designs embodied in plans, specifications, studies, drawings, estimates, materials, data and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that Commission is granted an exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. 17336.02109\32241677.1 26 Consultant represents and warrants that Consultant has the legal right to grant the exclusive and perpetual license for all such Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the Commission. Commission shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at Commission's sole risk. 3.18.2 Intellectual Property. In addition, Commission shall have and retain all right, title and interest (including copyright, patent, trade secret and other proprietary rights) in all plans, specifications, studies, drawings, estimates, materials, data, computer programs or software and source code, enhanceme ts, documents, and any and all works of authorship fixed in any tangible medium or expr ion, including but not limited to, physical drawings or other data magnetically or othe ecorded on computer media ("Intellectual Property") prepared or developed by or b f of Consultant under this Agreement as well as any other such Intellectual P .erty prep d or developed by or on behalf of Consultant under this Agreement. The Commission shall have Intellectual Property developed or modif' wholly or in part by Commission, whether and whether or not developed by Consu assignments of any and all n request of Commission. Con written assignments f the above referen termination of this Property, it shall first o retain all right, title and interest in der t greement whether or not paid for d in conjunction with Consultant, o • tant will execute separate written ve referenced Intellectual Property upon also •e responsible to obtain in writing separate ractors or agents of Consultant of any and all right to erty. Should Consultant, either during or following esire to use any of the above -referenced Intellectual ritten approval of the Commission. All ma ials and documents which were developed or prepared by the Consultant for general use prior to the execution of this Agreement and which are not the copyright of any other party or publicly available and any other computer applications, shall continue to be the property of the Consultant. However, unless otherwise identified and stated prior to execution of this Agreement, Consultant represents and warrants that it has the right to grant the exclusive and perpetual license for all such Intellectual Property as provided herein. Commission further is granted by Consultant a non-exclusive and perpetual license to copy, use, modify or sub -license any and all Intellectual Property otherwise owned by Consultant which is the basis or foundation for any derivative, collective, insurrectional, or supplemental work created under this Agreement. 3.18.3 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written 17336.02109\32241677.1 27 information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of Commission, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use Commission's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of Commission. 3.18.4Infringement Indemnification. Consultant shall defend, indemnify and hold the Commission, its directors, officials, off' ers, employees, volunteers and agents free and harmless, pursuant to the inde► fication provisions of this Agreement, for any alleged infringement of any patent, c• : ht, trade secret, trade name, trademark, or any other proprietary right of any perso en n consequence of the use on the Project by Commission of the Documentsata, incl • any method, process, product, or concept specified or depicted. 3.19 Cooperation; Further Acts. arties shall fully cooperate with one another, and shall take any additional a sign additional documents as may be necessary, appropriate or convenient to . •ur es of this Agreement. 3.20 Attorne 's party, either legal, administr Agreement, the prevailing p the losing party reasona Inde (with counsel of Co its directors, officials, harmless from any and a F eith: .arty commences an action against the other , arising out of or in connection with this n shall be entitled to have and recover from 's fees and costs of such actions. the , lest extent permitted by law, Consultant shall defend asonable choosing), indemnify and hold Commission, ployees, consultants, volunteers, and agents free and s, demands, causes of action, costs, expenses, liability, loss, damage or injury, in la or equity, to property or persons, including wrongful death, in any manner arising out of or incident to alleged neg I igent acts, omissions, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of consequential damages, , expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against Commission, its directors, officials, officers, employees, consultants, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against Commission or its directors, officials, officers, employees, consultants, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse Commission and its directors, officials, officers, employees, consultants, agents, and/or volunteers, for any and all legal expenses and costs, including reasonable attorney's fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's 17336.02109\32241677.1 28 obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Commission, its directors, officials officers, employees, consultants, agents, or volunteers. If Consultant's obligation to defend, indemnify, and/or hold harmless arises out of Consultant's performance as a "design professional" (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault. Consultant's obligations as set forth in this Secti n shall survive expiration or termination of this Agreement. 3.21 Entire Agreement. This Agreemco s the entire Agreement of the parties with respect to the subject matter hereo d super s all prior negotiations, understandings or agreements. This Agreemen y orgy be sup mented, amended, or modified by a writing signed by both parties. 3.22 Governing Law. Th' ; - eemer call be governed by the laws of the State of California. Venue shall be in RI 3.23 Time of Esof the essence for each and every provision of this Agreement. 0 17336.02109\32241677.1 29 3.24 Commission's Right to Employ Other Consultants. The Commission reserves the right to employ other consultants in connection with this Project. 3.25 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties, and shall not be assigned by Consultant without the prior written consent of Commission. 3.26 Prohibited Interests and Conflicts. 3.26.1 Solicitation. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commissio ercentage, brokerage fee, gift or other consideration contingent upon or resulting fr the award or making of this Agreement. For breach or violation of this warranty, sion shall have the right to rescind this Agreement without liability. 3.26.2 Conflict of Interest. officer or employee of Commission, during the t shall have any direct interest in this Agreement` material benefit arising therefrom. 3.26.3 Confli personnel currently on the p performance of this Agreem employee's regular working employment by the Co within one year prior caused by and or d the Commission, is of thisgreement, no member, 's or her service with Commission, obtain any present or anticipated f Em, T ent. mployment by the Consultant of ommission shall not be permitted in the ch employment may occur outside of the nds, holidays or vacation time. Further, the ersonnel who have been on the Commission payroll cution of this Agreement, where this employment is the onsultant securing this or related Agreements with 3.26.• ployment Adverse to the Commission. Consultant shall notify the Commission, and shall obtain the Commission's written consent, prior to accepting work to assist with or participate in a third -party lawsuit or other legal or administrative proceeding against the Commission during the term of this Agreement. 3.27 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or other related Commission programs or guidelines currently in effect or hereinafter enacted. 17336.02109\32241677.1 30 3.28 Subcontracting. Consultant shall not subcontract any portion of the work or Services required by this Agreement, except as expressly stated herein, without prior written approval of the Commission. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Exhibit "B" may set forth the rates at which each approved subconsultant shall bill the Consultant for Services and that are subject to reimbursement by the Commission to Consultant. The subconsultant rate schedules and cost proposals contained herein are for accounting purposes only. 3.29 Prevailing Wages. By its execution of this Agreement, Consultant certified that it is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. ("Prevailing Wage Laws"), which require the payment of pr vailing wage rates and the performance of other requirements on certain "public work " d "maintenance" projects. If the Services are being performed as part of an applicab lic works" or "maintenance" project, as defined by the Prevailing Wage Laws, and ' e to ompensation is $1,000 or more, Consultant agrees to fully comply with such P ailing W aws. The Commission shall provide Consultant with a copy of the prey.' g rat: of per di wages in effect at the commencement of this Agreement. Consultant - II r e copies of the prevailing rates of per diem wages for each craft, classification or of worker needed to execute the Services available to interested partie req► t, and shall post copies at the Consultant's principal place of business . d . •ro ct site. Consultant shall defend, indemnify and hold the Commissioits el. - o i : s, officers, employees and agents free and harmless from any clai► 'litieosts, penalties or interest arising out of any failure or alleged failure to c• • y wi the vailing Wage Laws. 3.2• IR .!stration. If the Services are being performed as part of an applicable "publi ntenance" project, then pursuant to Labor Code Sections 1725.5 a 71.1, th on Itant and all subconsultants must be registered with the Department of In • trial Rel, ons. If applicable, Consultant shall maintain registration for the duration of the ec d require the same of any subconsultants. This Project may also be subject to c. , lance monitoring and enforcement by the Department of Industrial Relations. It shall •e Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 3.30 Employment of Apprentices. This Agreement shall not prevent the employment of properly indentured apprentices in accordance with the California Labor Code, and no employer or labor union shall refuse to accept otherwise qualified employees as indentured apprentices on the work performed hereunder solely on the ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice shall be paid the standard wage paid to apprentices under the regulations of the craft or trade in which he or she is employed and shall be employed only in the craft or trade to which he or she is registered. If California Labor Code Section 1777.5 applies to the Services, Consultant and any subcontractor hereunder who employs workers in any apprenticeable craft or trade shall apply to the joint apprenticeship council administering applicable standards for a 17336.02109\32241677.1 31 certificate approving Consultant or any sub -consultant for the employment and training of apprentices. Upon issuance of this certificate, Consultant and any sub -consultant shall employ the number of apprentices provided for therein, as well as contribute to the fund to administer the apprenticeship program in each craft or trade in the area of the work hereunder. The parties expressly understand that the responsibility for compliance with provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California Labor Code in regard to all apprenticeable occupations lies with Consultant. 3.31 No Waiver. Failure of Commission to insist on any one occasion upon strict compliance with any of the terms, covenants or conditions hereof shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any rights or powers hereunder at any one time or more tim-s be deemed a waiver or relinquishment of such other right or power at any other ti or times. 3.32 Eight -Hour Law. Pursuant to th- , ov s of the California Labor Code, eight hours of labor shall constitute a legal d. . work, a e time of service of any worker employed on the work shall be limited a -stri ed to eihours during any one calendar day, and forty hours in any one calend. ee. cept when payment for overtime is made at not less than one and one-half the ba :te for all hours worked in excess of eight hours per day ("Eight -Hour Law"), u Cons t or the Services are not subject to the Eight -Hour Law. Consultant shall fo • i •n as a penalty, $50.00 for each worker employed in the execution of this A• - - n im, or by any sub -consultant under him, for each calendar day duri► , h s workman is required or permitted to work more than eight hours in an glen• day d forty hours in any one calendar week without such compensation •vex on of the provisions of the California Labor Code, unless Consultant • the ices are not subject to the Eight -Hour Law. 3.33 bpoen. .r ..rt Orders. Should Consultant receive a subpoena or court order related this Ag -ment, the Services or the Project, Consultant shall immediately provide -n e of the subpoena or court order to the Commission. Consultant shall not res• o any such subpoena or court order until notice to the Commission is provided as equired herein, and shall cooperate with the Commission in responding to the subpoena or court order. 3.34 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification and confidentiality obligations, and the obligations related to receipt of subpoenas or court orders, shall survive any such expiration or termination. 3.35 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.36 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with 17336.02109\32241677.1 32 such provisions before commencing the performance of the Services. 3.37 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.38 Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this Agreement as though fully set forth herein. 3.39 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.40 Conflicting Provisions. In the event that provisions of any attached exhibits conflict in any way with the provisions set forth in th. Agreement, the language, terms and conditions contained in this Agreement shall co the actions and obligations of the Parties and the interpretation of the Parties' •erstanding concerning the performance of the Services. 3.41 Headings. Article and Sep .n Headings, :ragraph captions or marginal headings contained in this Agreement . - fo venience only and shall have no effect in the construction or interpretation of any • ion herein. 3.42 Assi • nment or Tran transfer, either directly or by operation of la the prior written consent of the sio and any assignees, hypothec. or t sfer of such attempted assignme 3.43 authority to conduc Party warrants that right, and authority to shall not assign, hypothecate, or ment or any interest herein, without ny attempt to do so shall be null and void, shall acquire no right or interest by reason or transfer. Agreement. Consultant has all requisite power and nd , execute, deliver, and perform the Agreement. Each who have signed this Agreement have the legal power, greement and bind each respective Party. 3.44 Electro is Delivery of Agreement. A manually signed copy of this Agreement which is transmitted by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement for all purposes. 17336.02109\32241677.1 33 SIGNATURE PAGE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ON -CALL EXPRESS LANES CONSULTING SERVICES WITH HNTB CORPORATION IN WITNESS WHEREOF, this Agreement was executed on the date first written above. RIVERSIDE COUNTY CONSULTANT TRANSPORTATION COMMISSION HNTB CORPORATION By: By: Anne Mayer Executive Director [NOT NEEDED IF APPROVED BY COMMISSIO By: Anne Mayer Executive Director Approved as to Form: By: Best Best & General Counsel igne ame Attest: By: Its: * A corporation requires the signatures of two corporate officers. One signature shall be that of the chairman of board, the president or any vice president and the second signature (on the attest line) shall be that of the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation. If the above persons are not the intended signators, evidence of signature authority shall be provided to RCTC. 17336.02109\32241677.1 34 Exhibit "A" Scope of Services On -call and as -needed express lanes consulting services. Such Services may include, but are not limited to, the following work activities: [INSERT SERVICES] 17336.00000\7730829.1 35 STATEMENT OF SERVICES Background RCTC currently operates the 91 Express Lanes, will be operating the 15 Express Lanes upon their opening next year, and are actively developing future express lane facilities. RCTC is legislated to maintain a small but efficient staff for all of its projects, programs, and operations. As RCTC's express lanes and related facilities continue to progress through project development phases to full operations, the support of a toll consultant is needed to assist the Commission with the ongoing operation and maintenance of the express lanes and on -going operation planning activities. Description of Work RCTC's toll program seeks a toll consultant under a task-ba of services to the toll program. These services are nee lane facilities but also potentially for those in develop the Riverside County segment of the 91 Express Express Lanes back office and traffic operations Authority. In 2020, the 15 Express Lanes will open 91 Express Lanes and 15 Express Lanes t. - north for a southerly extension of the 15 Expre throughout Riverside County. Contractors are providing and m back office systems. Contract traffic operations centers. In ad toll program has the oper the Commission that s The services are envi such as technical resea and duration such as op assignments may be short- = m requiring the consultant to work tasks below are the categories of tract to provide a wide variety pri for our operating express The Co ission currently operates uding th- .int operation of the 91 the Orange County Transportation 2023 a tolled connector between the en. Planning work is also underway roader network of express lanes and 15 Express Lanes roadside systems and g all back office services and operating the de and back office systems and operations, the aintenance responsibility for several buildings owned by ns. nducted on a task order basis for both relatively small tasks counting as well as more significant tasks in both complexity support and new technology implementation. Some task projects while others may be long-term staff augmentation from Commission -provided offices. The list of representative work for which RCTC is seeking qualified Proposers. In addition to the specific task work described below, general task responsibilities could also include: develop task/project schedules, develop cost estimates, perform benefit/cost analyses, provide procurement documents, development and support, administer contracts, review invoices, oversee contractors/consultants, review contract deliverables, research industry and industry best practices, develop standard operating procedures, and coordinate with contractors, consultants, and agencies. The estimated value of this contract is $10 million for a five-year base contract and two, one-year option periods for a total of seven years. 36 Task 1 Express Lanes Planning and Policy The Consultant shall support the Commission with strategic and operational planning and policy work for both existing and future express lanes. Planning and policy work require balancing the Commission's financial obligations and program goals with regional policy and other related requirements. The Commission may request assistance with a wide range of planning and policy work including but not limited to: • Develop concept of operations • Develop business rules • Develop program and facility policies and goals • Research and monitor legislation • Perform financial modeling • Conduct user surveys and focus groups Task 2 Technology and Systems Support The Consultant shall support the Commission with the as a men anning, implementation and management of technology and systems used in the . ation an agement of the express lanes and facilities. The Commission could reques ista e with a de range of technology and system support including but not limited to: • Monitor existing technology and sys • Manage configuration management • Provide oversight of system deploymand testing • Perform technical evaluatio • Develop long-term syste ► plac ent . ns • Validate system gener • Analyze system generate • Review system d • Identify and e .ate nee -ch •gy • Audit system • Monitor and ev. e syst: maintenance • Review system pl. d► •ments, drawings, etc. • Perform asset mansent • Evaluate transponder or other payment method technology • Review system interfaces Task 3 Customer Service and Toll Evasion Violation Support The Consultant shall support the Commission with the back office operation and toll evasion violation of the Express Lanes. The Contractors perform most of the work and the Commission is responsible for procuring and managing the contracts and providing oversight. The Commission could request assistance with a wide range of customer service and toll evasion violation support including but not limited to: • Evaluate proposed delivery options and methods • Develop website content, customer materials, customer correspondence • Perform complex reporting 37 • Evaluate collection program • Audit contract performance requirements • Audit contract standard operating procedures • Audit transactions, revenue and reconciliations • Audit and review financial processes • Support third party audits • Review Service Organization Control, Payment Card Industry, Personally Identifiable Information , and Department of Motor Vehicle compliance • Perform operational assessments and reporting • Manage and deliver operational initiatives • Respond to customer inquiries • Coordinate marketing consultant • Develop lean processes • Support transponder purchasing • Perform data management Task 4 Roadway and Building Operations Support The Consultant shall support the Commission with a range of ro including but not limited to: • Coordinate express lane and regular lane clos • Develop and coordinate roadway m. ice • Coordinate roadway sign replacemen • Develop and coordinate incid-■ respo Z:' an • Coordinate Freeway Servi • Coordinate California H. ay P of en ement • Coordinate building mai a _ ;ion • Develop and implet to -rm asset management, repair, and replacement plan • Coordination wi . o - m. ing the express lanes • Department dard ope ng ..cedure development ay and building support Task 5 Industry Repres The Consultant shall suppo e Commission with its participation with outside agencies and within the transportation industry. The Consultant could support the agency in its industry efforts or be asked to serve as an agency representative in that forum. The Commission may request support including but not limited to: • Prepare presentation materials • Deliver presentations • Perform research • Organize and conduct tours • Coordinate events • Participate in assigned committees • Interface with other agencies • Identify available industry platforms • Manage agency initiatives 38 Task 6 Express Lanes Performance The Consultant shall support the Commission with the performance monitoring of the express lanes. The Commission may request support including but not limited to: • Perform general traffic, High -Occupancy -Vehicle, and other counts • Monitor speeds • Evaluate dynamic pricing • Perform Performance Measurement System (PeMS) data collection and analysis • Provide video and drone recordings and analyze information Task 7 Financial Support The Consultant shall support the Commission with work related to existing facility and future project financings and general financial support. The Commissioryliay request support including but not limited to: • Prepare Engineer's Technical Reports • Estimate account and violation revenues • Estimate annual operating costs • Estimate life -cycle costs for toll technolog costs • Analyze surplus toll revenue, create • Coordinate with agency traffic & rev bond counsel, bond rating agencies, financing 0 lane pavement, and other capital lus to •venue expenditure plans ancial consultants, legal counsel, gencies involved with express lane 39 Exhibit "B" Compensation j INSERT_] 17336.02109\32241677.1 40 Exhibit B Express Lanes Consulting Services Agreement Agreement No. 20-31-001-00 Estimated Budget by Year Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Principal in Charge $ 100,000 $ 100,000 $ 100,000 $ 110,000 $ 110,000 $ 120,000 $ 120,000 Project Manager $ 250,000 $ 250,000 $ 250,000 $ 260,000 $ 260,000 $ 270,000 $ 270,000 Task 1 Express Lanes Planning and Policy Work $ 140,000 $ 140,000 $ 140,000 $ 150,000 $ 150,000 $ 160,000 $ 160,000 Task 2 Technology and System Support $ 130,000 $ 130,000 $ 130,000 $ 140,000 $ 140,000 $ 140,000 $ 150,000 Task 3 Customer Service and Toll Evasion Violation Support Technology $ 125,000 $ 125,000 $ 125,000 $ 135,000 $ 135,000 $ 145,000 $ 145,000 Task General Operations Support $ 200,000 $ 200,000 $ 200,000 $ 225,000 $ 225,000 $ 250,000 $ 250,000 Task 5 Industry Representation $ 70,000 $ 70,000 $ 70,000 $ 75,000 $ 75,000 $ 80,000 $ 80,000 Task 6 Express Lanes Performance $ 150,000 $ 150,000 $ 100,000 $ 100,000 $ 100,000 $ 100,000 $ 100,000 Task 7 Express Lane Financial Support $ 100,000 $ 100,000 $ 100,000 $ 110,000 $ 110,000 $ 115,000 $ 115,000 Other Direct Costs $ 125,000 $ 125,000 $ 125,0125,000 $ 125,000 $ 125,000 $ 125,000 Total by Year Total Agreement Value 0 $1,390,000 $1,390,000 $1, 0 $1,430,000 $1,430,000 $1,505,000 $ 1,515,000 $10,000,000 P 41 AGENDA ITEM 7E RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Bryce Johnston, Capital Projects Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Pachappa Underpass Construction Contract Award and Amendment for Construction Support Services WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Award Agreement No. 19-31-094-00 to SEMA Construction, Inc. (SEMA) to construct the Pachappa Underpass project (Project), in the amount of $8,237,419, plus a contingency amount of $862,581 for potential change orders and supplemental work during construction, for a total not to exceed contract authorization of $9.1 million; 2) Waive informalities and minor irregularities in the SEMA bid; 3) Approve Agreement No. 16-31-051-04, Amendment No. 4 to Agreement No. 16-31-051-00, with Jacobs Project Management Company (Jacobs) to provide construction management (CM), materials testing, and construction surveying services for the Project, for an additional amount of $1,245,509, and a total amount not to exceed $3,245,509; 4) Authorize the Executive Director, or designee, to approve contingency work as may be required for the Project; and 5) Authorize the Chair or the Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission. BACKGROUND INFORMATION: This Project is comprised of work that was deleted from the Caltrans-administered State Route 91 High Occupancy Vehicles project. In December 2016 the Commission approved the removal of this scope from that project and authorized this separate project (Figure 1). The majority of the work consists of the removal of the Pachappa Underpass shoofly (temporary alignment) bridge and its associated retaining walls and the construction of a new retaining wall to support the final alignment of the Union Pacific Railroad (UPRR) alignment. Agenda Item 7E 42 SR-91 Pachappa Underpass Project Pachappa Bridge Figure 1: Pachappa Underpass Project map The project is funded through a combination of federal earmarks, federal Surface Transportation Block Grant (STBG), and Senate Bill 1 (SB1) Local Partnership (LP) formula funds. DISCUSSION: Procurement Process On September 5, 2019, the Commission advertised Invitation for Bids (IFB) No. 19-31-094-00 for construction of the Project. A public notice was advertised in the Press Enterprise, and the complete IFB, including all contract documents, was posted on the Commission's PlanetBids website, which is accessible through the Commission's website. Emails were sent to vendors Agenda Item 7E 43 registered in the Commission's PlanetBids database that fit the IFB qualifications. Eighty-eight firms downloaded the IFB. Thirty-one are located in Riverside County. A pre -bid conference was held at the Commission's office on September 12, and on October 17, three bids were received and publicly opened. A summary of the bids received is shown in Table A. Table 1 Construction of the Pachappa Underpass SUMMARY PACHAPPA UNDERPASS BID OPENING RESULTS October 17, 2019 Rank Firm Amount 1 Sema Construction Company $ 8,237,418.50 2 Shimick Construction Company $ 8,592,100.00 3 Riverside Construction Compan, $ 8,615,603.00 Engineer's Estimate $ 9,500,000.00 1 The basis for award for a public works contract is the lowest responsive and responsible bidder as defined by the Commission's procurement policy and state law. The bid analysis (Attachment 2) shows the bid amounts of the three bidders, the total price per item and percent variation from the engineer's estimate for each bid item. The bid price submitted by SEMA was 13 percent lower than the engineer's estimate. After analyzing the three bids received, staff concluded that SEMA is the lowest responsive and responsible bidder submitting a bid in the amount of $8,237,419. Staff identified minor inconsequential deviations in the SEMA bid during its responsiveness evaluation. Staff, in consultation with the Commission's legal counsel, has determined that the informalities and irregularities are immaterial and therefore requests these items to be waived. Staff recommends award of Agreement No. 19-31-094-00 (Attachment 1) to SEMA in an amount of $8,237,419, plus a contingency amount of $862,581 for potential change orders and supplemental work during construction, for a total not to exceed contract authorization of $9.1 million. Additionally, staff recommends authorization for the Executive Director, or designee, to approve contingency work as may be required for the Project and for the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. Agenda Item 7E 44 Construction Management Amendment In September 2016, the Commission selected Jacobs to provide CM, materials testing, and construction survey services for the Project for an amount not to exceed $2 million. Various amendments to Jacobs' agreement have occurred: • Amendment 1 in November 2017 revised the format of costs with no change in authorized amount; • Amendment 2 in May 2018 clarified payment rates for subconsultants with no change in authorized amount; and • Amendment 3 in July 2018 further adjusted overhead rates for subconsultants and, using contingency, added hazardous materials soils investigation work required for material that will be stockpiled at the conclusion of construction on the city of Riverside's property. Subsequent to the procurement for CM services, changes to the Project design were required in order to obtain railroad approval. These changes increased the anticipated construction duration of the Project and resulted in additional scope for the CM contract. Accordingly, Amendment 4 for an additional amount of $1,245,509 is now sought. While the construction support cost is a large percentage of the construction bid, it is important to note that the Project also includes work to be done by UPRR in the approximate amount of $4.8 million. Furthermore, most of the work included in this Project is complex structure work which requires full time inspection services. Accordingly, staff recommends approval of Amendment No. 4 to the Jacobs agreement for an additional amount of $1,245,509 and a total not to exceed $3,245,509 and authorization for the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. Financial Information Yes FY 2019/20 $3,345,509 In Fiscal Year Budget: N/A N/A Year: FY 2020/21 Amount: 000,000 Source of Funds: STBG, federal earmarks, and S61 LP formula funds Budget Adjustment: No 003038 81301 00000 0000 222 3181301 GL/Project Accounting No.: 003038 81302 00000 0000 222 3181301 Fiscal Procedures Approved: \14, Date: 10/22/2019 Attachments: 1) SEMA Draft Agreement No. 19-33-094-00 2) Bid Analysis 3) Jacobs Draft Agreement No. 16-31-051-04 Agenda Item 7E 45 ATTACHMENT 1 RIVERSIDE COUNTY TRANSPORTATION COMMISSION CONTRACT CONSTRUCTION ON STATE ROUTE 91 PACHAPPA UNDERPASS COMPLETION PROJECT AND RELATED WORK RCTC Agreement No. 19-31-094-00 FEDERAL AID PROJECT NO. FERPLN-6054(082) September 5, 2019 BETWEEN RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND SEMA CONSTRUCTION, INC. 46 CONSTRUCTION ON STATE ROUTE 91 PACHAPPA UNDERPASS COMPLETION PROJECT AND RELATED WORK RCTC AGREEMENT NO. 19-31-094-00 1. PARTIES AND DATE. This Contract is made and entered into this day of , 2019 by and between the Riverside County Transportation Commission (hereinafter called the "Commission") and SEMA Construction, Inc. (hereinafter called the "Contractor"). This Contract is for that Work described in the Contract Documents entitled CONSTRUCTION ON STATE ROUTE 91 PACHAPPA UNDERPASS COMPLETION PROJECT AND RELATED WORK 2. RECITALS. 2.1 The Commission is a County Transportation Commission organized under the provisions of Sections 130000, et seq. of the Public Utilities Code of the State of California, with power to contract for services necessary to achieving its purpose; 2.2 Contractor, in response to a Notice Inviting Bids issued by Commission on September 5, 2019, has submitted a bid proposal for the CONSTRUCTION ON STATE ROUTE 91 PACHAPPA UNDERPASS COMPLETION PROJECT AND RELATED WORK 2.3 Commission has duly opened and considered the Contractor's bid proposal and duly awarded the bid to Contractor in accordance with the Notice Inviting Bids and other Bid Documents. 2.4 Contractor has obtained, and delivers concurrently herewith, Performance and Payment Bonds and evidences of insurance coverage as required by the Contract Documents. 3. TERMS. 3.1 Incorporation of Documents. This Contract includes and hereby incorporates in full by reference this Contract and the following Contract Documents provided with the above referenced Notice Inviting Bids, including all exhibits, drawings, specifications and documents therein, and attachments thereto, all of which, including all addendum thereto, are by this reference incorporated herein and made a part of this Contract: a. NOTICE INVITING BIDS b. INSTRUCTIONS TO BIDDERS c. CONTRACT BID FORMS d. FORM OF CONTRACT e. PAYMENT AND PERFORMANCE BOND FORMS f. ESCROW AGREEMENT FOR SECURITY DEPOSITS 47 g• CONTRACT APPENDIX PART "A" - Regulatory Requirements and Permits PART "B" - Special Provisions PART "C" — Standard Provisions PART "D" - Contract Drawings PART "E" - Contract Compliance Provisions/DBE Requirements PART "F" - Federal Minimum Wage Requirements PART "G" - Federal Requirements for Federal Aid Construction Contracts PART "H" — Supplemental Materials h. ADDENDUM NO.(S) 1,2,3,4 3.2 Contractor's Basic Obligation. Contractor promises and agrees, at his own cost and expense, to furnish to the Commission all labor, materials, tools, equipment, services, and incidental and customary work for the construction on State Route (SR) 91 Pachappa Underpass Completion Project and Related Work (PM 18.39 to PM 20.69). Project scope includes construction of a new retaining wall adjacent to the Union Pacific Railroad (UPRR), demolishing existing retaining walls and removal of an existing shoofly structure. The project also includes removal of existing stockpiled material, shoulder strengthening along the westbound Mission Inn Avenue off ramp from State Route 91, and drainage improvements along the eastbound University off ramp shoulder. Coordination and cooperation with UPRR and SCRRA (Metrolink) is required. Notwithstanding anything else in the Contract Documents, the Contractor shall complete the Work for a total of Eight Million Two Hundred Thirty Seven Thousand Four Hundred Nineteen Dollars ($8,237,419), as specified in the bid proposal and pricing schedules submitted by the Contractor in response to the above referenced Notice Inviting Bids. Such amount shall be subject to adjustment in accordance with the applicable terms of this Contract. All Work shall be subject to, and performed in accordance with the above referenced Contract Documents. 3.3 Beginning of Work, Time of Completion and Liquidate Damages The Contractor shall begin work within 15 calendar days after the issuance of the Notice to Proceed. This Work shall be diligently prosecuted to completion before the expiration of (excluding plant establishment work) 345 working days beginning on the fifteenth calendar day after the date shown on the Notice to Proceed. Contractor agrees that if such Work is not completed within the aforementioned periods, liquidated damages will apply as provided by the applicable provisions of the Special Provisions, found in Part "B" of the Contract Appendix. The Contractor shall pay to the Commission the sum of Five Thousand Four Hundred Dollars ($5,400) per day or fraction thereof, for each and every calendar days' delay in finishing the Work in excess of the number of working days prescribed above. 48 3.4 Commission's Basic Obligation. Commission agrees to engage and does hereby engage Contractor as an independent contractor to furnish all materials and to perform all Work according to the terms and conditions herein contained for the sum set forth above. Except as otherwise provided in the Contract Documents, the Commission shall pay to Contractor, as full consideration for the satisfactory performance by the Contractor of services and obligation required by this Contract, the above referenced compensation in accordance with Compensation Provisions set forth in the Contract Documents. 3.5 California Prevailing Wages; Conflicts The State general prevailing wage rates determined by the Director of Industrial Relations are hereby made a part of this contract. It is further expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument and the bid of said Contractor, then this instrument shall control and nothing herein shall be considered as an acceptance of the said terms of said bid conflicting herewith. 3.6 Contractor's Labor Certification. Contractor maintains that he is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Work. A certification form for this purpose is attached to this Contract as Exhibit "A" and incorporated herein by reference, and shall be executed simultaneously with this Contract. 3.7 Successors. The parties do for themselves, their heirs, executors, administrators, successors, and assigns agree to the full performance of all of the provisions contained in this Contract. Contractor may not either voluntarily or by action of law, assign any obligation assumed by Contractor hereunder without the prior written consent of Commission. 3.8 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows: Contractor: SEMA Construction, Inc. 42690 Rio Nedo, Suite G Temecula, CA 92590 Attn: Thomas Ames Commission: Riverside County Transportation Commission P.O. Box 12008 Riverside, California 92502-2208 Attn: Executive Director 49 Any notice so given shall be considered received by the other party three (3) days after deposit in the U.S. Mail, first class postage prepaid, addressed to the party at the above address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. SEMA CONSTRUCTION, INC. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: By: Name Anne Mayer Executive Director Title Tax I.D. Number: APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel, RCTC 50 EXHIBIT "A" CERTIFICATION LABOR CODE - SECTION 1861 I, the undersigned Contractor, am aware of the provisions of Section 3700 et seq. of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of the Code. I agree to and will comply with such provisions before commencing the Work governed by this Contract. CONTRACTOR: Name of Contractor: SEMA Construction, Inc. By: Signature Name Title Date 51 BID COMPARRISON Printed: 10/22/2019, 8:28 AM ATTACHMENT 2 SR-91 Pachappa UC ENGINEER'S BIDS AVERAGES VARIANCE TO AVERAGES LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside Delta betw/ high & low variances to the Average Revision No.: A (completed 10/21/2019) Yellow items are > $100kbelow ENGR EST Bid Opening Date: 18 OCT 2019 ESTIMATE LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside REM ITEM UNIT BID ENGINEER'S AMOUNT %of %VAR NUM CODE ITEM DESCRIPTION of QTY ESTIMATED Eng PRICE AMOUNT ENGR MEASURE (A) PRICE (B) (C-A x B) Est EST %VAR PRICE AMOUNT ENGR EST % VAR PRICE AMOUNT ENGR EST %of %VAR PRICE AMOUNT Total ENGR Avg. EST %Var PRICE AMOUNT to Avg %Var PRICE AMOUNT to Avg %Var PRICE AMOUNT to Avg % of • • E AMOUNT Total u+ Avg r z 1 070030 Lead Compliance Plan LS 1 $ 3,000.00 $ 3,000 0% 3,600.00 $ 3,600 20% 3,000.00 $ 3,000 0% 10,000.00 $ 10,000 233% 5,533.33 $ 5,533 0% 84% (1,933.33) $ (1,933) -35% (2,533.33) $ (2,533) -46% 4,466.67 $ 4,467 81% 7,000.00 $ 7,000 0% 1 2 080050 Progress Schedule(Critical Path Method) Time -Related Overhead LS 1 $ 5,000.00 $ 5,000 0% 6,300.00 $ 6,300 26% 8,000.00 $ 8,000 60% 15,000.00 $ 15,000 200% 9,766.67 $ 9,767 0% 95% (3,466.67) $ (3,467) -35% (1,766.67) $ (1,767) -18% 5,233.33 $ 5,233 54% 8,700.00 $ 8,700 0% 2 3 090100 Time -Related Overhead LS 1 $ 690,000.00 $ 690,000 7% r 1,310,000.00 $ 1,310,000 90% 861,000.00 $ 861,000 25% 650,000.00 $ 650,000 -6% 940,333.33 $ 940,33311% 36% 369,666.67 $ 369,667 39% (79,333.33) $ (79,333) -8% (290,333.33) $ (290,333) -31% 660,000.00 $ 660,000 8% 3 4 120090 Construction Area Signs LS 1 $ 20,000.00 $ 20,000 0% 32,900.00 $ 32,900 65% 28,000.00 $ 28,000 40% 40,000.00 $ 40,000 100% 33,633.33 $ 33,633 0% 68% (733.33) $ (733) -2% (5,633.33) $ (5,633) -17% 6,366.67 $ 6,367 19% 12,000.00 $ 12,000 0% 4 5 120100 Traffic Control System LS 1 $ 150,000.00 $ 150,000 2% 75,100.00 $ 75,100 -50% 160,000.00 $ 160,000 7% 350,000.00 $ 350,000 133% 195,033.33 $ 195,033 2% 30% (119,933.33) $ (119,933) -61% (35,033.33) $ (35,033) -18% 154,966.67 $ 154,967 79% 274,900.00 $ 274,900 3%111 5 6 120110 Flashing Arrow Sign EA 1 $ 1,500.00 $ 1,500 0% 7,500.00 $ 7,500 400% 5,000.00 $ 5,000 233% 2,500.00 $ 2,500 67% 5,000.00 $ 5,000 0% 233% 2,500.00 $ 2,500 50% - $ - 0% (2,500.00) $ (2,500) -50% 5,000.00 $ 5,000 0% 6 7 120120 Type Ill Barricade EA 20 $ 200.00 $ 4,000 0% 86.00 $ 1,720 -57% 130.00 $ 2,600 -35% 150.00 $ 3,000 -25% 122.00 $ 2,440 0% -39% (36.00) $ (720) -30% 8.00 $ 160 7% 28.00 $ 560 23% 64.00 $ 1,280 0% 7 8 120149 Temporary Pavement Marking(Paint) SOFT 130 $ 10.00 $ 1,300 0% 5.10 $ 663 -49% 5.00 $ 650 -50% 10.00 $ 1,300 0% 6.70 $ 871 0% -33% (1.60) $ (208) -24% (1.70) $ (221) -25% 3.30 $ 429 49% 5.00 $ 650 0% 8 9 120159 Temporary Traffic Stripe(Paint) LF 34,500 $ 1.00 $ 34,500 0% 0.85 $ 29,325 -15% 1.00 $ 34,500 0% 1.00 $ 34,500 0% 0.95 $ 32,775 0% -5% (0.10) $ (3,450) -11% 0.05 $ 1,725 5% 0.05 $ 1,725 5% 0.15 $ 5,175 0% 9 10 120165 Channelizer(Surface Mounted) EA 150 $ 50.00 $ 7,500 0% 30.00 $ 4,500 -40% 38.00 $ 5,700 -24% 65.00 $ 9,750 30% 44.33 $ 6,650 0% -11% (14.33) $ (2,150) -32% (6.33) $ (950) -14% 20.67 $ 3,100 47% 35.00 $ 5,250 0% 10 11 120300 Temporary Pavement Marker EA 670 $ 10.00 $ 6,700 0% 4.10 $ 2,747 -59% 4.20 $ 2,814 -58% 4.00 $ 2,680 -60% 4.10 $ 2,747 0% -59% - $ - 0% 0.10 $ 67 2% (0.10) $ (67) -2% 0.20 $ 134 0% 11 12 128651 Portable Changeable Message Sign EA 4 $ 7,500.00 $ 30,000 0% 20,800.00 $ 83,200 177% 8,100.00 $ 32,400 8% 15,000.00 $ 60,000 I 100% N. 14,633.33 $ 58,533 1% 95% 6,166.67 $ 24,667 42% (6,533.33) $ (26,133) -45% 366.67 $ 1,467 3% 12,700.00 $ 50,800 1% 12 13 129000 Temporary Railing (Type K) LF 3,040 $ 27.00 $ 82,080 1% 21.00 $ 63,840 -22.2% 20.00 $ 60,800 -26% 25.00 $ 76,000 -7% 22.00 $ 66,880 1% -19% (1.00) $ (3,040) -5% (2.00) $ (6,080) -9% 3.00 $ 9,120 14% 5.00 $ 15,200 0% 13 14 129100 Temporary Crash Cushion Module EA 49 $ 280.00 $ 13,720 0% 200.00 $ 9,800 -29% 180.00 $ 8,820 -36% 400.00 $ 19,600 43% 260.00 $ 12,740 0% -7% (60.00) $ (2,940) -23% (80.00) $ (3,920) -31% 140.00 $ 6,860 54% 220.00 $ 10,780 0% 14 15 130100 Job Site Management LS 1 $ 50,000.00 $ 50,000 1% 61,500.00 $ 61,500 23% 155,000.00 $ 155,000 210% 35,000.00 $ 35,000 -30% 83,833.33 $ 83,833 1% 68% (22,333.33) $ (22,333) -27% 71,166.67 $ 71,167 85% (48,833.33) $ (48,833) -58% 120,000.00 $ 120,000 1% 15 16 130300 Prepare Storm Water Pollution Prevention Plan LS 1 $ 7,500.00 $ 7,500 0% 1,700.00 $ 1,700 -77% 1,600.00 $ 1,600 -79% 5,000.00 $ 5,000 -33% 2,766.67 $ 2,7670% -63% (1,066.67)$ (1,067) -39% (1,166.67)$ (1,167) -42% 2,233.33 $ 2,233 81% 3,400.00 $ 3,4000% 16 17 130560 Temporary Soil binder SQYD 10,000 $ 0.55 $ 5,500 0% 0.40 $ 4,000 -27% 0.42 $ 4,200 -24% 0.50 $ 5,000 -9% 0.44 $ 4,400 0% -20% (0.04) $ (400) -9% (0.02) $ (200) -5% 0.06 $ 600 14% 0.10 $ 1,000 0% 17 18 130620 Temporary Drainage Inlet Protection EA 4 $ 400.00 $ 1,600 0% 520.00 $ 2,080 30% 1,100.00 $ 4,400 175% 350.00 $ 1,400 -13% 656.67 $ 2,627 0% 64% (136.67) $ (547) -21% 443.33 $ 1,773 68% (306.67) $ (1,227) -47% 750.00 $ 3,000 0% 18 19 130640 Temporary Fiber Roll LF 45,000 $ 2.50 $ 112,500 1% 3.00 $ 135,000 20% 4.00 $ 180,000 60% 4.00 $ 180,000 60% 3.67 $ 165,000 2% 47% (0.67) $ (30,000) -18% 0.33 $ 15,000 9% 0.33 $ 15,000 9% 1.00 $ 45,000 1% 19 20 130710 Temporary Construction Entrance EA 4 $ 2,500.00 $ 10,000 0% 6,400.00 $ 25,600 156% 11,500.00 $ 46,000 360% 5,000.00 $ 20,000 100% 7,633.33 $ 30,533 0% 205% (1,233.33) $ (4,933)-16% 3,866.67 $ 15,467 51%i (2,633.33) $ (10,533) -34% 6,500.00 $ 26,000 0% 20 21 130900 Temporary Concrete Washout(Portable) EA 6 $ 3,600.00 $ 21,600 0% 2,800.00 $ 16,800 -22% 950.00 $ 5,700 -74% 1,400.00 $ 8,400 -61% 1,716.67 $ 10,300 0% -52% 1,083.33 $ 6,500I r 63% (766.67) $ (4,600) -45% (316.67) $ (1,900) -18% 1,850.00 $ 11,100 0% 21 22 150820 Remove Inlet EA 1 $ 958.00 $ 958 0% 1,400.00 $ 1,400 46% 1,300.00 $ 1,300 36% 2,200.00 $ 2,200 1 130% 1,633.33 $ 1,633 0% 70% (233.33) $ (233) -14% (333.33) $ (333) -20% 566.67 $ 567 35% 900.00 $ 900 0% 22 23 153213 r -1 Remove Concrete (Structure) (RW339 and RW342) CY 2,070 $ 160.00 $ 331,200 3% 200.00 $ 414,000 25% 210.00 $ 434,700 31% 60.00 $ 124,200 156.67 $ 324,3004% -2% 43.33 $ 89,700 28% 53.33 $ 110,400 34% (96.67) $ (200,100) -62% 150.00 $ 310,5004% 23 24 160102 Clearing and Grubbing (LS) LS 1 $ 20,000.00 $ 20,000 0% 105,400.00 $ 105,400 427% 30,000.00 $ 30,000 50% 425,000.00 $ 425,000 FF-63% L2025% 186,800.00 $ 186,800 2% 834% (81,400.00) $ (81,400) -44% (156,800.00) $ (156,800) -84% 238,200.00 $ 238,200 128% 395,000.00 $ 395,000 5% 24 25 180106 Dust Palliative LS 1 $ 20,000.00 $ 20,000 0% 5,100.00 $ 5,100 -75% 26,000.00 $ 26,000 30% 15,000.00 $ 15,000 -25% 15,366.67 $ 15,367 0% -23% (10,266.67) $ (10,267) -67% 10,633.33 $ 10,633 69% (366.67) $ (367) -2% 20,900.00 $ 20,900 0% 25 26 190101 Roadway Excavation CY 36,050 $ 30.00 $ 1,081,500 11% 17.00 $ 612,850 -43% 25.00 $ 901,250 -17% 45.00 $ 1,622,250 50% 29.00 $ 1,045,450 12% -3% (12.00) $ (432,600) -41% (4.00) $ (144,200) -14% 16.00 $ 576,800 55% 28.00 $ 1,009,400 12% 26 27 192037 Structure Excavation (Retaining Wall) CY 303 $ 130.00 $ 39,390 0% 160.00 $ 48,480 23% 70.00 $ 21,210 -46% 50.00 $ 15,150 -62% 93.33 $ 28,2800% -28% 66.67 $ 20,200 71% (23.33) $ (7,070) -25% (43.33) $ (13,130) -46% 110.00 $ 33,3300% 27 28 192049 Structure Excavation(Soldier Pile Wall) CY 1,100 $ 80.00 $ 88,000 1% 56.00 $ 61,600 -30% 50.00 $ 55,000 -38% 40.00 $ 44,000 -50% 48.67 $ 53,5331% -39% 7.33 $ 8,067 15% 1.33 $ 1,467 3% (8.67) $ (9,533) -18% 16.00 $ 17,6000% 28 29 193003 Structure Backfill (Bridge) CY 314 $ 140.00 $ 43,960 0% 110.00 $ 34,540 -21% 80.00 $ 25,120 -43% 65.00 $ 20,410 -54% 85.00 $ 26,690 0% -39% 25.00 $ 7,850 29% (5.00) $ (1,570) -6% (20.00) $ (6,280) -24% 45.00 $ 14,130 0% 29 30 193013 Structure Backfill (Retaining Wall) CY 227 $ 80.00 $ 18,160 0% 160.00 $ 36,320 100% 105.00 $ 23,835 31% 70.00 $ 15,890 -13% 111.67 $ 25,3480% 40% 48.33 $ 10,972 43% (6.67) $ (1,513) -6% (41.67) $ (9,458) -37% 90.00 $ 20,4300% 30 31 193021 Geosynthetic Reinforced Embankment CY 2,200 $ 440.00 $ 968,000 10% 19.00 $ 41,800 -96% 80.00 $ 176,000 -82% 30.00 $ 66,000 -93% 43.00 $ 94,600 1% -90% (24.00) $ (52,800) -56% 37.00 $ 81,400 86% (13.00) $ (28,600) -30% 61.00 $ 134,200 2% 31 32 193029 Structure Backfill (Soldier Pile Wall) CY 1,840 $ 80.00 $ 147,200 2% 58.00 $ 106,720 -28% 28.50 $ 52,440 -64% 1.00 $ 1,840 -99% 29.17 $ 53,667 1% -64% 28.83 $ 53,053 - (0.67) $ (1,227) -2% (28.17) $ (51,827) -97% 57.00 $ 104,880 1% 32 33 193031 Pervious Backfill Material(Retaining Wall) CY 20 $ 120.00 $ 2,400 0% 99.00 $ 1,980 -18% 200.00 $ 4,000 67% 300.00 $ 6,000 150% 199.67 $ 3,993 0% 66% (100.67) $ (2,013) -50% 0.33 $ 7 0% 100.33 $ 2,007 50% 201.00 $ 4,020 0% 33 34 193116 Concrete Backfill(Soldier Pile Wall) CY 670 $ 300.00$ 201,000 2% 190.00 $ 127,300 -37% 330.00 $ 221,100 10% 270.00 $ 180,900 -10% 263.33 $ 176,4332% -12% (73.33)$ (49,133) -28% 66.67 $ 44,667 25% 6.67 $ 4,467 3% 140.00 $ 93,8001% 34 35 193118A Slurry Cement Backfill CY 30 $ 200.00 $ 6,000 0% 140.00 $ 4,200 -30% 200.00 $ 6,000 0% 250.00 $ 7,500 25% 196.67 $ 5,900 0% -2% (56.67) $ (1,700) -29% 3.33 $ 100 2% 53.33 $ 1,600 27% 110.00 $ 3,300 0% 35 36 205033 Gravel Mulch SQFT 55,000 $ 4.00 $ 220,000 2% 1.20000 $ 66,000 J -70.0% 4.50 $ 247,500 13% 2.00 $ 110,000 -50% 2.57 $ 141,167 2% -36% (1.37) $ (75,167) -53% 1.93 $ 106,333 75% (0.57) $ (31,167) -22% 3.30 $ 181,500 2% 36 37 210210 Erosion Control (Dry Seed)(SOFT) SOFT 164,100 $ 0.20 $ 32,820 0% 0.07 $ 11,487 -65% 0.10 $ 16,410 -50% 0.06 $ 9,846 -70% 0.08 $ 12,581 0% -62% (0.01) $ (1,094) -9% 0.02 $ 3,829 30% (0.02) $ (2,735) -22% 0.04 $ 6,564 0% 37 38 210300 Hydromulch SOFT 164,100 $ 0.15 $ 24,615 0% 0.10 $ 16,410 -33.3% 0.10 $ 16,410 -33% 0.10 $ 16,410 -33% 0.10 $ 16,410 0% -33% - $ - 0% - $ - 0% - $ - 0% - $ - 0% 38 39 210600 Compost SOFT 164,100 $ 0.35 $ 57,435 1% 0.55 $ 90,255 57% 0.60 $ 98,460 71% I 0.55 $ 90,255 57% 0.57 $ 92,990 1% 62% (0.02) $ (2,735) -3% 0.03 $ 5,470 6% (0.02) $ (2,735) -3% 0.05 $ 8,205 0% 39 40 250201 Class 2 Aggregate Subbase CY 340 $ 120.00 $ 40,800 0% 94.00 $ 31,960 -22% 43.50 $ 14,790 -64% 70.00 $ 23,800 -42% 69.17 $ 23,517 0% -42% 24.83 $ 8,443 36% (25.67) $ (8,727) -37% 0.83 $ 283 1% 50.50 $ 17,170 0% 40 41 250501A Subballast CY 1,710 $ 42.00 $ 71,820 1% 58.00 $ 99,180 38% 87.00 $ 148,770 107% 70.00 $ 119,700 ` 67% 71.67 $ 122,550 1% 71% (13.67) $ (23,370) -19% 15.33 $ 26,220 21% (1.67) $ (2,850) -2% 29.00 $ 49,590 1% 41 42 260203 Class 2 Aggregate Base CY 170 $ 200.00 $ 34,000 0% 94.00 $ 15,980 -53% 60.00 $ 10,200 -70% 100.00 $ 17,000 -50% 84.67 $ 14,393 0% -58% 9.33 $ 1,587 11% (24.67) $ (4,193) -29% 15.33 $ 2,607 18% 40.00 $ 6,800 0% 42 43 280000 Lean Concrete Base CY 75 $ 300.00 $ 22,500 0% 320.00 $ 24,000 7% 355.00 $ 26,625 18% 310.00 $ 23,250 3% 328.33 $ 24,625 0% 9% (8.33) $ (625) -3% 26.67 $ 2,000 8% (18.33) $ (1,375) -6% 45.00 $ 3,375 0% 43 \\rctc-fp2-sv\becfiles-new\Project Controls\Cost Estimates (ICE), Cost Analysis & Negotiations \Construction Bid Analysis\Pachappa UP\Bid Schedule - Construction Pachappa UC 2019-10-18 rA, Bid Sched 52 Page 1 of 3 Printed: 30/22/2019, 8:28 AM SR-91 Pachappa UC ENGINEER'S BIDS1 AVERAGES VARIANCE TO AVERAGES LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside 1 Delta betty/ high & low variances to the Average Revision No.: A (completed 10/21/2019) Yellow items are > $100kbelow ENGR EST Bid Opening Date: 18 OCT 2019 ESTIMATE LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside UNIT BID ENGINEER'S %of % VAR RAMOUNT ITEM ITEM ITEM DESCRIPTION OF QTY ESTIMATED Eng PRICE AMOUNT ENGR NUM CODE MEASURE (A) PRICE (B) (C-A x B) Est EST % VAR % VAR PRICE AMOUNT ENGR PRICE AMOUNT ENGR EST EST %Var %Var PRICE AMOUNT PRICE AMOUNT to Avg to Avg %Var PRICE AMOUNT to Avg % of % VAR PRICE AMOUNT Total ENGR Avg. EST % of PRICE AMOUNT Total w� Avg z 44 390100 Prime Coat TON 6 $ 1,300.00 $ 7,800 0% 830.00 $ 4,980 -36% 825.00 $ 4,950 -37% 1,250.00 $ 7,500 -4% 968.33 $ 5,810 0% -26% (138.33) $ (830) -14% (143.33) $ (860) -15% 281.67 $ 1,690 29% 425.00 $ 2,550 0% 44 45 390132 Hot Mix Asphalt (Type A) TON 230 $ 260.00 $ 59,800 1% 170.00 $ 39,100 -35% 165.00 $ 37,950 -37% 165.00 $ 37,950 -37% 166.67 $ 38,333 0% -36% 3.33 $ 767 2% (1.67) $ (383) -1% (1.67) $ (383) -1% 5.00 $ 1,150 0% 45 46 390137 Rubberized Hot Mix Asphalt (Gap Graded) TON 190 $ 170.00 $ 32,300 0% 200.00 $ 38,000 18% 215.00 $ 40,850 26% 200.00 $ 38,000 18% 205.00 $ 38,950 0% 21% (5.00) $ (950) -2% 10.00 $ 1,900 5% (5.00) $ (950) -2% 15.00 $ 2,850 0% 46 47 394077 Place Hot Mix Asphalt Dike (Type F) LF 470 $ 16.00 $ 7,520 0% 10.00 $ 4,700 -38% 10.00 $ 4,700 -38% 15.00 $ 7,050 -6% 11.67 $ 5,483 0% -27% (1.67) $ (783) -14% (1.67) $ (783) -14% 3.33 $ 1,567 29% 5.00 $ 2,350 0% 47 48 397005 Tack Coat TON 3 $ 1,630.00 $ 4,890 0% 620.00 $ 1,860 -62% 625.00 $ 1,875 -62% 650.00 $ 1,950 -60% 631.67 $ 1,895 0% -61% (11.67) $ (35) -2% (6.67) $ (20) -1% 18.33 $ 55 3% 30.00 $ 90 0% 48 49 398100 Remove Asphalt Concrete Dike LF 470 $ 8.50 $ 3,995 0% 6.00 $ 2,820 -29% 6.50 $ 3,055 -24% 5.00 $ 2,350 -41% 5.83 $ 2,742 0% -31% 0.17 $ 78 3% 0.67 $ 313 11% (0.83) $ (392) -14% 1.50 $ 705 0% 49 50 398200 Cold Plane Asphalt Concrete Pavement SQYD 1,850 $ 7.00 $ 12,950 0% 9.00 $ 16,650 29% 10.50 $ 19,425 50% 8.00 $ 14,800 14% 9.17 $ 16,958 0% 31% (0.17) $ (308) -2% 1.33 $ 2,467 15% (1.17) $ (2,158) -13% 2.50 $ 4,625 0% 50 51 398300A Remove Subballast CY 840 $ 10.00 $ 8,400 0% 26.00 $ 21,840 160% 24.00 $ 20,160 140% 30.00 $ 25,200 200% 26.67 $ 22,400 0% 167% (0.67) $ (560) -3% (2.67) $ (2,240) -10% 3.33 $ 2,800 13% 6.00 $ 5,040 0% 51 52 398301A Remove Ballast CY 3,180 $ 10.00 $ 31,800 0% 26.00 $ 82,680 160% 47.00 $ 149,460 370% 25.00 $ 79,500 150% 32.67 $ 103,880 1% 227% (6.67) $ (21,200) -20% 14.33 $ 45,580 44% (7.67) $ (24,380) -23% 22.00 $ 69,960 1% 52 53 401050 Jointed Plain Concrete Pavement CY 230 $ 350.00 $ 80,500 1% 370.00 $ 85,100 6% 350.00 $ 80,500 0% 350.00 $ 80,500 0% 356.67 $ 82,033 1% 2% 13.33 $ 3,067 4% (6.67) $ (1,533) -2% (6.67) $ (1,533) -2% 20.00 $ 4,600 0% 53 54 414240 r Isolation Joint Seal (Asphalt Rubber) LF 400 $ 20.00 $ 8,000 0% I 10.00 $ 4,000 -50% 5.00 $ 2,000 -75% 8.00 $ 3,200 -60% I 7.67 $ 3,067 0% -62% 2.33 $ 933 30% (2.67) $ (1,067) -35% 0.33 $ 133 4% 5.00 $ 2,000 0% 54 55 490326 Steel Soldier Pile(W 18 x130) LF 194 $ 150.00 $ 29,100 0% 140.00 $ 27,160 -7% 100.00 $ 19,400 -33% 95.00 $ 18,430 -37% 111.67 $ 21,6630% -26% 28.33 $ 5,497 25% (11.67) $ (2,263) -10% (16.67) $ (3,233) -15% 45.00 $ 8,730 0% 55 56 490327 Steel Soldier Pile (W 24 x 162) LF 2,615 $ 180.00 $ 470,70011 160.00 $ 418,400 -11% 160.00 $ 418,400 -11% 150.00 $ 392,250 -17% 156.67 $ 409,683 5% -13% 3.33 $ 8,717 2% 3.33 $ 8,717 2% (6.67) $ (17,433) -4 10.00 $ 26,150 0% 56 57 490328 Steel Soldier Pile(W 30 x211) LF 768 $ 250.00$ 192,000 2% 210.00 $ 161,280 -16.0% 220.00 $ 168,960 -12% 200.00 $ 153,600 -20% 210.00 $ 161,2802% -16% - $ - 0% 10.00 $ 7,680 5% (10.00)$ (7,680) -5% 20.00 $ 15,3600% 57 58 49040636-inch Drilled Hole (Soldier Pile) LF 1,900 $ 110.00 $ 209,000 2% 160.00 $ 304,000 45% 125.00 $ 237,500 14% 70.00 $ 133,000 -36% 118.33 $ 224,833 3% 8% 41.67 $ 79,167 35% 6.67 $ 12,667 6% (48.33) $ (91,833) -41% 90.00 $ 171,000 2% 58 59 490409 42-inch Drilled Hole (Soldier Pile) LF 578 $ 135.00 $ 78,030 1% 180.00 $ 104,040 33% 135.00 $ 78,030 0% 90.00 $ 52,020 -33% 135.00 $ 78,030 1% 0% 45.00 $ 26,010 33% - $ - 0% (45.00) $ (26,010) -33% 90.00 $ 52,020 1% 59 60 510052 Structural Concrete, Concrete Cap Beam CY 170 $ 900.00 $ 153,000 2% 1,500.00 $ 255,000 67% 2,000.00 $ 340,000 122% i 1,700.00 $ 289,000 89% 1,733.33 $ 294,667 3% 93% (233.33) $ (39,667) -13% 266.67 $ 45,333 15% (33.33) $ (5,667) -2% 500.00 $ 85,000 1% 60 61 510060 Structural Concrete, Retaining Wall CY 92 $ 1,200.00 $ 110,400 1% 680.00 $ 62,560 -43% 780.00 $ 71,760 -35% 900.00 $ 82,800 -25% 786.67 $ 72,373 1% -34% (106.67) $ (9,813) -14% (6.67) $ (613) -1% 113.33 $ 10,427 14% 220.00 $ 20,240 0% 61 62 510089 Structural Concrete, Apron Slab CY 18 $ 1,100.00 $ 19,800 0% 1,600.00 $ 28,800 45% 700.00 $ 12,600 -36% 850.00 $ 15,300 -23% 1,050.00 $ 18,900 0% -5% 550.00 $ 9,900I 52% (350.00) $ (6,300) -33% (200.00) $ (3,600) -19% J 900.00 $ 16,200 0% 62 63 510094 Structural Concrete, Drainage Inlet CY 5 $ 1,950.00 $ 9,750 0% 5,200.00 $ 26,000 167% 2,600.00 $ 13,000 33% 2,800.00 $ 14,000 44% 3,533.33 $ 17,667 0% 81% 1,666.67 $ 8,333 47% (933.33) $ (4,667) -26% (733.33) $ (3,667) -21% 2,600.00 $ 13,000 0% 63 64 511064 Fractured Rib Texture SOFT 805 $ 35.00 $ 28,175 0% 35.00 $ 28,175 0% 37.00 $ 29,785 6% 35.00 $ 28,175 0% 35.67 $ 28,712 0% 2% (0.67) $ (537) -2% 1.33 $ 1,073 4% (0.67) $ (537) -2% 2.00 $ 1,610 0% 64 65 511066 Architectural Treatment (Split Slate Texture) SQFT 530 $ 30.00 $ 15,900 0% L 40.00 $ 21,200 33% 35.00 $ 18,550 17% 25.00 $ 13,250 -17% 33.33 $ 17,667 0% 11% 6.67 $ 3,533 20% 1.67 $ 883 5% (8.33) $ (4,417) -25% 15.00 $ 7,950 0% 65 66 514000 Precast Concrete Lagging SOFT 7,800 $ 100.00$ 780,000 8% 50.00 $ 390,000 -50% 45.00 $ 351,000 -55% 50.00 $ 390,000 -50% 48.33 $ 377,0004% -52% 1.67 $ 13,000 3% (3.33)$ (26,000) -7% 1.67 $ 13,000 3% 5.00 $ 39,0000% 66 67 520103 Bar Reinforcing Steel(Retaining Wall) LB 15,974 $ 1.60 $ 25,558 0% 1.70 $ 27,156 6% 2.00 $ 31,948 25% 2.00 $ 31,948 25% 1.90 $ 30,351 0% 19% (0.20) $ (3,195) -11% 0.10 $ 1,597 5% 0.10 $ 1,597 5% 0.30 $ 4,792 0% 67 68 540103 Install Waterproofing and Cover SOFT 5,751 $ 16.00 $ 92,016 1% 12.00 $ 69,012 -25% 12.00 $ 69,012 -25% 12.00 $ 69,012 -25% 12.00 $ 69,012 1% -25% - $ - 0% - $ - 0% - $ - 0% - $ - 0% 68 69 5901201Clean and Paint Steel Soldier Piling LS 1 $ 190,000.00 $ 190,000 2% j 27,200.00 $ 27,200 -86% 40,063.80 $ 40,064 -79% 30,000.00 $ 30,000 -84% 32,421.27 $ 32,421 0% -83% (5,221.27) $ (5,221) -16% 7,642.53 $ 7,643 24% (2,421.27) $ (2,421) -7% 12,863.80 $ 12,864 0% 69 70 600013 Repair Spelled Surface Area SQFT 20 $ 200.00 $ 4,000 0% 170.00 $ 3,400 -15% 450.00 $ 9,000 125% 400.00 $ 8,000 100% 340.00 $ 6,800 0% 70% (170.00) $ (3,400) -50% 110.00 $ 2,200 32% 60.00 $ 1,200 18% 280.00 $ 5,600 0% 70 71 600066 Core Concrete(4-inchdiameter) LF 54 $ 400.00 $ 21,600 0% 150.00 $ 8,100 -63% 280.00 $ 15,120 -30% 225.00 $ 12,150 -44% 218.33 $ 11,790 0% -45% (68.33) $ (3,690) -31% 61.67 $ 3,330 28% 6.67 $ 360 3% 130.00 $ 7,020 0% 71 72 600114 Bridge Removal (Portion) LS 1 $ 250,000.00 $ 250,000 3% 362,800.00 $ 362,800 45% 380,000.00 $ 380,000 52% 450,000.00 $ 450,000 80% 397,600.00 $ 397,600 5% 59% (34,800.00) $ (34,800) -9% (17,600.00) $ (17,600) -4 52,400.00 $ 52,400 13% 87,200.00 $ 87,200 1% 72 73 61010818" Alternative Pipe Culvert LF 6 $ 120.00 $ 720 0% 310.00 $ 1,860 158% 250.00 $ 1,500 108% 450.00 $ 2,700 275% 336.67 $ 2,020 0% 181% (26.67) $ (160) -8% (86.67) $ (520) -26% 113.33 $ 680 34% 200.00 $ 1,200 0% 73 74 610121 36" Alternative Pipe Culvert LF 4 $ 200.00 $ 800 0% 590.00 $ 2,360 195% 310.00 $ 1,240 55% 835.00 $ 3,340 318% 578.33 $ 2,313 0% 189% 11.67 $ 47 2% (268.33) $ (1,073) -46% 256.67 $ 1,027 44% 525.00 $ 2,100 0% 74 75 66501515" Slotted Pipe(SCSP, 0.109"Thick) LF 436 $ 200.00 $ 87,200 1% 170.00 $ 74,120 -15% 130.00 $ 56,680 -35% 115.00 $ 50,140 -43% 138.33 $ 60,313 1% -31% 31.67 $ 13,807 23% (8.33) $ (3,633) -6% (23.33) $ (10,173) -17% 55.00 $ 23,980 0% 75 76 680287 3" Slotted Plastic Pipe Underdrain LF 4 $ 50.00 $ 200 0% 130.00 $ 520 160% 200.00 $ 800 300% 170.00 $ 680 240% 166.67 $ 667 0% 233% (36.67) $ (147) -22% 33.33 $ 133 20% 3.33 $ 13 2% 70.00 $ 280 0% 76 77 681132 Geocomposite Drain SQFT 960 $ 7.00 $ 6,720 0% 2.20 $ 2,112 -69% 21.00 $ 20,160 200% 32.00 $ 30,720 357% 18.40 $ 17,664 0% 163% (16.20) $ (15,552) -88% 2.60 $ 2,496 14% 13.60 $ 13,056 111 29.80 $ 28,608 0% 77 78 70321012" Corrugated Steel Pipe Riser (.064" Thick) LF 11 $ 200.00 $ 2,200 0% 250.00 $ 2,750 25% 180.00 $ 1,980 -10% 110.00 $ 1,210 -45% 180.00 $ 1,980 0% -10% 70.00 $ 770 39% - $ - 0% (70.00) $ (770) -39% 140.00 $ 1,540 0% 78 79 705007 12" Steel Flared End Section EA 2 $ 400.00 $ 800 0% 1,300.00 $ 2,600 225% 600.00 $ 1,200 50% 1,250.00 $ 2,500 213% 1,050.00 $ 2,100 0% 163% 250.00 $ 500 24% (450.00) $ (900) -43% 200.00 $ 400 19% 700.00 $ 1,400 0% 79 80 710108 Abandon Drainage Facility EA 1 $ 1,000.00 $ 1,000 0% 2,800.00 $ 2,800 180.0% 2,100.00 $ 2,100 110% 2,500.00 $ 2,500 150% 2,466.67 $ 2,467 0% 147% 333.33 $ 333 14% (366.67) $ (367) -15% 33.33 $ 33 1% 700.00 $ 700 0% 80 81 710238 Modify Drainage System EA 2 $ 800.00 $ 1,600 0% 17,800.00 $ 35,600 2125.0% 7,000.00 $ 14,000 775% 17,000.00 $ 34,000 2025% 13,933.33 $ 27,867 0% 1642% 3,866.67 $ 7,733 28% (6,933.33) $ (13,867) -50% 3,066.67 $ 6,133 22% 10,800.00 $ 21,600 0% 81 82 721420 Concrete (Ditch Lining) CY 20 $ 800.00 $ 16,000 0% 820.00 $ 16,400 3% 950.00 $ 19,000 19% 800.00 $ 16,000 0% 856.67 $ 17,133 0% 7% (36.67) $ (733) -4% 93.33 $ 1,867 11% (56.67) $ (1,133) -7% 150.00 $ 3,000 0% 82 83 723070 Rock Slope Protection (150 lb, Class III, Method B) (CY) CY 506 $ 110.00 $ 55,660 1% 130.00 $ 65,780 18% 115.00 $ 58,190 5% 60.00 $ 30,360 -45% 101.67 $ 51,443 1% -8% 28.33 $ 14,337 28% 13.33 $ 6,747 13% (41.67) $ (21,083) -41% 70.00 $ 35,420 0% 83 84 723080 Rock Slope Protection (60 lb, Class II, Method B) (CY) CY 933 $ 115.00 $ 107,295 1% 130.00 $ 121,290 13% 115.00 $ 107,295 0% 100.00 $ 93,300 -13% 115.00 $ 107,295 1% 0% 15.00 $ 13,995 13% - $ - 0% (15.00) $ (13,995) -13% 30.00 $ 27,990 0% 84 85 723095 Rock Slope Protection (20 lb, Class I, Method B) (CY) CY 756 $ 120.00 $ 90,720 1% 130.00 $ 98,280 8% 115.00 $ 86,940 -4% 120.00 $ 90,720 0% 121.67 $ 91,980 1% 1% 8.33 $ 6,300 7% (6.67) $ (5,040) -5% (1.67) $ (1,260) -1 % 15.00 $ 11,340 0% 85 86 729011 Rock Slope Protection Fabric (Class 8) SQYD 6,100 $ 5.00 $ 30,500 0% 4.10 $ 25,010 -18% 4.25 $ 25,925 -15% 5.50 $ 33,550 10% 4.62 $ 28,162 0% -8% (0.52) $ (3,152) -11% (0.37) $ (2,237) -8% 0.88 $ 5,388 19% 1.40 $ 8,540 0% 86 87 730040 Minor Concrete (Gutter) (LF) LF 657 $ 40.00 $ 26,280 0% 51.00 $ 33,507 28% 70.00 $ 45,990 75% 28.00 $ 18,396 -30% 49.67 $ 32,631 0% 24% 1.33 $ 876 3% 20.33 $ 13,359 41% (21.67) $ (14,235) -44% 42.00 $ 27,594 0% 87 88 731502 Minor Concrete (Miscellaneous Construction) CY 11 $ 910.00 $ 10,010 0% 2,900.00 $ 31,900 219% 1,000.00 $ 11,000 10% 1,200.00 $ 13,200 32% 1,700.00 $ 18,700 0% 87% 1,200.00 $ 13,200 - (700.00) $ (7,700) -41% (500.00) $ (5,500) -29% 1,900.00 $ 20,900 0% 88 \\rctc-fp2-sv\becfiles-new\Project Controls \Cost Estimates (ICE), Cost Analysis & Negotiations \Construction Bid Analysis\Pachappa UP\Bid Schedule -Construction Pachappa UC 2019-10-18 TA, Bid Sched 53 Page 2 of 3 Printed: 10/22/2019, 8:28 AM SR-91 Pachappa UC ENGINEER'S BIDS AVERAGES % of % VAR PRICE AMOUNT Total ENGR Avg. EST VARIANCE TO AVERAGES LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside 1 Delta betw/ high & low variances to the Average % of PRICE AMOUNT Total w Avg z Revision No.: A (completed 10/21/2019) Yellow items are > $100kbelow ENGR EST Bid Opening Date: 18 OCT 2019 ESTIMATE LOW BIDDER SECOND BIDDER THIRD BIDDER Sema Shimmick Riverside PRICE AMOUNT %Var PRICE AMOUNT %Var to Avg to Avg PRICE AMOUNT %Var to Avg UNIT BID ENGINEER'S % of REM ITEM ITEM DESCRIPTION OF CITY ESTIMATED AMOUNT Eng NUM CODE MEASURE (A) PRICE (B) (C-A x B) Est 89 731504 Minor Concrete (Curb and Gutter) CY 5 $ 500.00 $ 2,500 0% % VAR PRICE AMOUNT ENGR EST 810.00 $ 4,050 62% % VAR % VAR PRICE AMOUNT ENGR PRICE AMOUNT ENGR EST EST 1,000.00 $ 5,000 100% 650.00 $ 3,250 30% 820.00 $ 4,100 0% 64% (10.00) $ (50) -1% 180.00 $ 900 22% (170.00) $ (850) -21% 350.00 $ 1,750 0% 89 90 750001 Miscellaneous Iron and Steel LB 2,120 $ 6.20 $ 13,144 0% 3.70 $ 7,844 -40% 7.00 $ 14,840 13% 5.00 $ 10,600 -19% 5.23 $ 11,095 0% -16% (1.53) $ (3,251) -29% 1.77 $ 3,745 34% (0.23) $ (495) -4 3.30 $ 6,996 0% 90 91 750501 Miscellaneous Metal (Bridge) LB 87 $ 10.00 $ 870 0% 26.00 $ 2,262 160% 6.00 $ 522 -40% 15.00 $ 1,305 50% 15.67 $ 1,363 0% 57% 10.33 $ 899 66% (9.67) $ (841) -62% (0.67) $ (58) -4 20.00 $ 1,740 0% 91 92 750503 Install Miscellaneous Metal (Bridge) LB 10,954 $ 8.00 $ 87,632 1 % 7.00 $ 76,678 -13% 1.30 $ 14,240 -84 % 5.00 $ 54,770 -38% 4.43 $ 48,563 1% -45 % 2.57 $ 28,115 58 % (3.13) $ (34,323) -71 % 0.57 $ 6,207 13% 5.70 $ 62,438 1% 92 93 780435 Prepare and Paint Concrete SQFT 10,185 $ 8.00 $ 81,480 1% 4.80 $ 48,888 -40% 4.00 $ 40,740 -50% 2.00 $ 20,370 -75% 3.60 $ 36,666 0% -55% 1.20 $ 12,222 33% 0.40 $ 4,074 11% (1.60) $ (16,296) -44% 2.80 $ 28,518 0% 93 94 800363 Chain Link Fence (Type CL-6, Extension Arm) LF 1,900 $ 40.00 $ 76,000 1% 30.00 $ 57,000 -25% 30.00 $ 57,000 -25% 35.00 $ 66,500 -13% 31.67 $ 60,167 1% -21% (1.67) $ (3,167) -5% (1.67) $ (3,167) -5% 3.33 $ 6,333 11% 5.00 $ 9,500 0% 94 95 802640A 18'Chain Link Gate (Type CL-6, Extension Ann) EA 2 $ 3,200.00 $ 6,400 0% 2,500.00 $ 5,000 -22% 2,500.00 $ 5,000 -22% 2,500.00 $ 5,000 -22% 2,500.00 $ 5,000 0% -22% - $ - 0% - $ - 0% - $ - 0% - $ - 0% 95 96 803050 Remove Chain Link Fence LF 1,200 $ 8.00 $ 9,600 0% 10.50 $ 12,600 31% 10.50 $ 12,600 31% 8.00 $ 9,600 0% 9.67 $ 11,600 0% 21% 0.83 $ 1,000 9% 0.83 $ 1,000 9% (1.67) $ (2,000) -17% 2.50 $ 3,000 0% 96 97 810120 Remove Pavement Marker EA 2,121 $ 1.00 $ 2,121 0% 1.00 $ 2,121 0% 1.00 $ 2,121 0% 2.00 $ 4,242 100% 1.33 $ 2,828 0% 33% (0.33) $ (707) -25% (0.33) $ (707) -25% 0.67 $ 1,414 50% 1.00 $ 2,121 0% 97 98 810230 Pavement Marker(Retroreflective) EA 620 $ 10.00 $ 6,200 0% 5.00 $ 3,100 -50% 5.25 $ 3,255 -48% 4.00 $ 2,480 -60% 4.75 $ 2,945 0% -53% 0.25 $ 155 5% 0.50 $ 310 11% (0.75) $ (465) -16% 1.25 $ 775 0% 98 99 820921A Retroreflective Sheeting Type XI SQFT 330 $ 7.00 $ 2,310 0% 4.10 $ 1,353 -41% 21.00 $ 6,930 200% 20.00 $ 6,600II 186% 15.03 $ 4,961 0% 115% (10.93) $ (3,608) -73% 5.97 $ 1,969 40% 4.97 $ 1,639 33% 16.90 $ 5,577 0% 99 100 839521 Cable Railing LF 720 $ 25.00 $ 18,000 0% 46.00 $ 33,120 84% 50.00 $ 36,000 100% 30.00 $ 21,600 20% 42.00 $ 30,240 0% 68% 4.00 $ 2,880 10% 8.00 $ 5,760 19% (12.00) $ (8,640) -29% 20.00 $ 14,400 0% 100 101 839695A Barrier Marker EA 205 $ 20.00 $ 4,100 0% 17.00 $ 3,485 -15% 10.00 $ 2,050 -50% 50.00 $ 10,250 150% 25.67 $ 5,262 0% 28% (8.67) $ (1,777) -34% (15.67) $ (3,212) -61% 24.33 $ 4,988 95% 40.00 $ 8,200 0% 101 102 839704A Concrete Barrier (Type 60D Modified) LF 185 $ 85.00 $ 15,725 0% 100.00 $ 18,500 18% 280.00 $ 51,800 229% 185.00 $ 34,225 118% 188.33 $ 34,842 0% 122% (88.33) $ (16,342) -47% 91.67 $ 16,958 49% (3.33) $ (617) -2% 180.00 $ 33,300 0% 102 103 839712A Concrete Barrier (Type 60SC Modified) LF 85 $ 90.00 $ 7,650 0% 250.00 $ 21,250 178% 380.00 $ 32,300 322% 700.00 $ 59,500 678% 443.33 $ 37,683 0% 393% (193.33) $ (16,433) -44% (63.33) $ (5,383) -14% 256.67 $ 21,817 58% 450.00 $ 38,250 0% 103 104 839755 Remove Cable Railing(RW 339 and RW342) LF 660 $ 15.00 $ 9,900 0% 5.75 $ 3,795 -62% 6.00 $ 3,960 -60% 12.00 $ 7,920 -20% 7.92 $ 5,2250% -47% (2.17) $ (1,430) -27% (1.92) $ (1,265) -24% 4.08 $ 2,695 52% 6.25 $ 4,1250% 104 105 839775 Remove Concrete Barrier (Type K) LF 145 $ 20.00 $ 2,900 0% 21.00 $ 3,045 5% 15.00 $ 2,175 -25% 15.00 $ 2,175 -25% 17.00 $ 2,465 0% -15% 4.00 $ 580 24% (2.00) $ (290) -12% (2.00) $ (290) -12% 6.00 $ 870 0% 105 106 839778A Remove Tracks (Railroad) TF 1,340 $ 75.00 $ 100,500 1% 15.00 $ 20,100 -80% 42.00 $ 56,280 -44% 15.00 $ 20,100 -80% 24.00 $ 32,160 0% -68% 1 (9.00) $ (12,060) -38% 18.00 $ 24,120 75%+ (9.00) $ (12,060) -38% 27.00 $ 36,180 0% 106 107 840502 Thermoplastic Traffic Stripe(Enhanced Wet Night Visibility) LF 36,550 $ 1.00 $ 36,550 0% 0.95 $ 34,723 -5% 1.00 $ 36,550 0% 1.50 $ 54,825 50% 1.15 $ 42,033 0% 15% (0.20) $ (7,310) -17% (0.15) $ (5,483) -13% 0.35 $ 12,793 30% 0.55 $ 20,103 0% 107 108 840516 Thermoplastic Pavement Marking(Enhanced Wet Night Visibility) SOFT 720 $ 8.00 $ 5,760 0% 3.10 $ 2,232 -61% 3.15 $ 2,268 -61% 8.00 $ 5,760 0% 4.75 $ 3,420 0% -41% (1.65) $ (1,188) -35% (1.60) $ (1,152) -34% 3.25 $ 2,340 68% 4.90 $ 3,528 0% 108 109 840656 Paint Traffic Stripe (2-Coat) LF 20,420 $ 0.60 $ 12,252 0% 0.21 $ 4,288 -65% 0.20 $ 4,084 -67% 0.45 $ 9,189 -25% 0.29 $ 5,854 0% -52% (0.08) $ (1,566) -27% (0.09) $ (1,770) -30% 0.16 $ 3,335 L 57% 0.25 $ 5,105 0% 109 110 846030 Remove Thermoplastic Traffic Stripe LF 29,320 $ 0.90 $ 26,388 0% 0.55 $ 16,126 -39% 0.60 $ 17,592 -33% 1.00 $ 29,320 11% 0.72 $ 21,013 0% -20% (0.17) $ (4,887) -23% (0.12) $ (3,421) -16% 0.28 $ 8,307 40% 0.45 $ 13,194 0% 110 111 870009 Maintaining Existing Traffic Management System During Con LS 1 $ 500.00 $ 500 0% 520.00 $ 520 4% 1,000.00 $ 1,000 100% 500.00 $ 500 0% 673.33 $ 673 0% 35% (153.33) $ (153) -23% 326.67 $ 327 49% (173.33) $ (173) -26% 500.00 $ 500 0% 111 112 872130 Modifying Existing Electrical System LS 1 $ 6,000.00 $ 6,000 0% 7,200.00 $ 7,200 20% 9,000.00 $ 9,000 50% 7,000.00 $ 7,000 17% 7,733.33 $ 7,733 0% 29% (533.33) $ (533) -7% 1,266.67 $ 1,267 16% (733.33) $ (733) -9% 2,000.00 $ 2,000 0% 112 113 999990 MOBILIZATION 10% LS 1 $ 864,000.00 $ 864,00 823,000.00 $ 823,000 -5% 850,000.00 $ 850,000 -2% 725,000.00 $ 725,000 -16% 799,333.33 $ 799,333 9% 1 ■■■ -7% 23,666.67 $ 23,667 3% 50,666.67 $ 50,667 6% (74,333.33) $ (74,333) -9% 125,000.00 $ 125,000 1% 113 114 129150 Temporary Traffic Screen LF 3,040 $ - $ - 0% 5.50 $ 16,720 #DIV/0! 6.50 $ 19,760 #DIV/0! 6.00 $ 18,240 #DIV/0! 6.00 $ 18,240 0% #DIV/0! (0.50) $ (1,520) -8% 0.50 $ 1,520 8% - $ - 0% 1.00 $ 3,040 0% 114 115 146002 Contractor Supplied Biologist LS 1 $ - $ - 0% 30,500.00 $ 30,500 #DIV/0! 14,000.00 $ 14,000 #DIV/0! 35,000.00 $ 35,000 #DIV/0! 26,500.00 $ 26,500 0% #DIV/0! 4,000.00 $ 4,000 15% (12,500.00) $ (12,500) -47% 8,500.00 $ 8,500 32% 21,000.00 $ 21,000 0% 115 1 $ 9,502,929 $ 8,237,238.50 -13% $ 8,591,425 -10% $ 8,615,303 -9% I I $ 8,481,322 -11 % $ (244,084) $ 110,103 $ 133,981 Contractor's Bid Schedule Value Delta betw. Contractor's Bid Sched total value & the above total calculation Variance to Engr Estimate Variance to Low Bid REASONABLENESS OF RANGE CHECK $ 8,237,419 $ 180.00 $ (1,265,511) -13.3% $ 0.0 % $ 8,592,100 $ 675.00 $ (910,829) -9.6% $ 354,187 4.3% $ 8,615,603 $ 300.00 $ (887,326) -9.3% $ 378,065 4.6% $ (1,021,607) -10.8% $ 244,084 3.0% ' Items, though outside of the Engineers Estimate range, are reasonably within the Average of the bids 25 Items within the -75% to +50% range as compared to the Engineer's Estimate Items outside of the -75% to +50% range as compared to the Engineer's Estimate Items less than -75% of the Engineer's Estimate Items greater than +50% of the Engineer's Estimate 88 77% 27 23% 4 3% 23 20% 84 73 % 31 27% 4 3% 27 23% 1 70 % 81 Items within the -75% to +50% range as compared to the Average of the bids 113 30% 34 Items outside of the -75% to +50% range as compared to the Average of the bids 2 3% 4 Items less than -75% of the Average of the bids & the Engineer's Estimate 0 30 Items greater than +50% of the Average of the bids & the Engineer's Estimate 2 111 4 0 4 a GROUPED ITEMS REM REM NUM CODE ITEM DESCRIPTION AMOUNT % (C=A x B) EE AMOUNT %VAR EE TOTAL OF BELOW 3 090100 Time -Related Overhead 23-35 Earthwork Related 54,65-69 Retaining Wall Related 66 514000 Precast Concrete Lagging 72 600114 Bridge Removal (Portion) $ 6,200,665 $ 690,000 $ 2,966,810 $ 1,513,855 $ 780,000 $ 250,000 65% 7% 31% 16% 8% 3% $ 5,130,905 -17.3% $ 1,310,000 89.9% $ 1,600,290 -46.1 % $ 1,467,815 -3.0% $ 390,000 -50.0% $ 362,800 45.1 Sum of items less than -75% below both the Engineer's Estimate & the average $ Sum of items greater than 50% higher than both the Engineer's Estimate & the average $ TOTAL & % of Bid Price $ AMOUNT %VAR EE AMOUNT %VAR EE $ 5,018,704 $ 861,000 $ 1,976,655 $ 1,450,049 $ 351,000 $ 380,000 -19.1 % 24.8 -33.4 % -4.2 % -55.0 % 52.0 $ 5,259,165 -15.2% $ 650,000 -5.8% $ 2,544,140 -14.2% $ 1,225,025 -19.1 % $ 390,000 -50.0% $ 450,000 80.0% I % of Ttl AMOUNT % % VAR Avg. EE $ 5,136,258 $ 940,333 $ 2,040,362 $ 1,380,963 $ 377,000 $ 397,600 60.6% -17% 11.1% 36% 24.1 % -31 16.3% -9% 4.4 % -52 4.7% 59% 14,099 14,099 0.2% $ 169,807 $ 169,807 2.0 % AMOUNT % Var Avg AMOUNT %Var Avg $ (5,353) 0% $ 369,667 39% $ (440,072) -22% $ 86,852 6% $ 13,000 3% $ (34,800) -9% $ (117,554) $ (79,333) $ (63,707) $ 69,086 $ (26,000) $ (17,600) -2% -8 -3 5% -7% -4 $ (51,827) $ 444,734 $ 392,908 4.6% AMOUNT %Var Avg $ 122,907 2% $ (290,333) -31 $ 503,778 25% $ (155,938) -11 $ 13,000 3% $ 52,400 13% I ITEM % Var 2 2 AMOUNT Avg lz z $ 3,379,814 $ 660,000 $ 2,161,490 $ 432,124 $ 39,000 $ 87,200 40% NUM 8% 3 25% 23-35 5% ,65-69 0% 66 1% 72 \\rctc-fp2-sv\becfiles-new\Project Controls\Cost Estimates (ICE), Cost Analysis & Negotiations\Construction Bid Analysis\Pachappa UP\Bid Schedule - Construction Pachappa UC 2019-10-18 rA, Bid Sched 54 Page 3 of 3 ATTACHMENT 3 Agreement No. 16-31-051-04 AMENDMENT NO. 4 FOR PROJECT AND CONSTRUCTION MANAGEMENT SERVICES FOR THE PACHAPPA UNDERPASS COMPLETION PROJECT WITH JACOBS PROJECT MANAGEMENT CO 1 PARTIES AND DATE This Amendment No. 4 to the Agreement for project and constructio made and entered into as of , by and betwee COMMISSION ("Commission") and JACOBS PROJECT MAN Delaware corporation. 2 RECITALS agem the ' IVERSIDE ENT CO. ("Cons vices is TY 2.1 The Commission and the Consultant entered agree , dated November 10, 2016, for the purpose of providing project and c• t : nagement services for the Pachappa Underpass Completion Project ("Ma ement") 2.2 The Commission and the Con - tered into an A -nt No. 1 dated November 7, 2017, for the pur• = : the compen rate for the Project Manager/Resident Engineer cla ati• allocate. e Project Manager/Resident Engineer, an• rhead c. •- cont ued provision of project and construction manage 2.3 The Commissi 2018 for the Consulta hours Sury cons 2.4 The Com to ame d subco ed to vario , Inc. and Le. manag The Com order to ext compensati testing and Consultant ising Exh ants' com assification Consulting , into an Amendment No 2 dated May 24, " of the Master Agreement including the tion rates for various classifications, the the overhead cost rate for Coast for the continued provision of project and the Consultant entered into an Amendment No 3, dated July 27, aster Agreement in order to extend the term, revise the Scope of additional compensation for the continued provision of t, materials testing and construction management services n and t Consultant now desire to amend the Master Agreement in the term, revise the Scope of Services, and provide additional r the continued provision of construction management, materials truction management services 3.1 ope of Services for the Master Agreement shall be amended to include Services, as at term is defined in the Master Agreement, required to provide continued construction management services, as more fully described in Exhibit "A" attached to this Amendment and incorporated herein by reference. 55 3.2 The maximum compensation for Services performed pursuant to this amendment No. 4 shall be One million Two Hundred Forty -Five Thousand Five Hundred and Nine Dollars ($1,245,509), as more fully described in Exhibit "B" attached to this Amendment and incorporated herein by reference. 3.3 The total not -to -exceed amount of the Master Agreement, as amende• is Amendment No. 4 shall be Three Million One Hundred Five Thous. Hundred and Eighty -Six Dollars ($3,105,686). 3.4 Except as amended herein, all provisions of the Master Agr- t, as • sly amended, including without limitation the indemnity and i► urce provisio .II remain in full force and effect and shall govern the act.- .r the parties and Amendment No. 4. 3.5 This Amendment No. 4 shall be governed by ts of the St. - of California. Ven shall be Riverside County. 3.6 This Amendment No. 4 may be signed in count- - .f which shall constitute an original. [Signatur age] 56 SIGNATURE PAGE FOR AGREEMENT 16-31-051-04 IN WITNESS WHEROF, the parties have executed this agreement as of :te first herein above written RIVERSIDE COUNTY TRANPORTATION COMMISSION JACOBS PRO MAC ENT By: By Anne Mayer, Executive Director APPROVED AS TO FORM: By: Best Best & Kr' General Cou Title: 'tie: 57 Exhibit "A" Scope of Services Furnish professional construction management services including materials testing for the construction of the Pachappa Underpass C Scope includes contract administration, office engineering, con claims analysis, coordination with Caltrans, City of Riverside, (UPRR), Burlington Northern Santa Fe (BNSF) railroads an other appropriate construction Construction project scope includes construction of a wall (RW 335) adjacent to UPRR tracks, completi Underpass replacement structure, removal of the structure, coordination with UPRR and Metrolin alignment, removal of portions of cantilever re associated grading. Work also includes drainage University offramp shoulder and reconstruction of the shoulder. m RA ment ing and on Project. inspection, fic Railway link) and uties.. of long soldier pile r construction of the Pach ng Pacha ocate rai w Underpass shoo racks to completed s 339 & 342) and ents at the eastbound ound Mission Inn offramp 58 Exhibit "B" Compensation Summary 59 CONSTRUCTION MANAGEMENT SERVICES - PACHAPPA UP COMPLETION PROJECT AGREEMENT 16-31-051-05 EXHIBIT "B" -- COMPENSATION SUMMARY Jacobs Project Management Services PROJECT TASKS/ROLE COST Prime Consultant: Jacobs Project Management Services Construction Management 150,084 Sub Consultants: Sub 1 Labor Compliance - Meadows Consulting 36,198 Sub 2 Materials Testing - Leighton Consultin 305,106 Sub 3 Construction Surveying - Coast S eyi $ 08,177 Sub 4 Stormwater Management - S2 ering $ 969 SUBTOTAL Prim bconsultants $ R DIRECT STS $ 290,9 TOT STS $ 1,245,509 1 Commission authorization pertains to total contract award amount. Com adjustments between consultants may occur; however, the maximum total compensation authorized may not b ed. SS 1913350 60 AGENDA ITEM 7F RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Michelle McCamish, Management Analyst Brian Cunanan, Commuter and Motorist Assistance Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Agreements with the California Department of Transportation for State Funding and Senate Bill 1 Funding for the Operation of the Freeway Service Patrol Program in Riverside County WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No. 20-45-013-00 with the California Department of Transportation (Caltrans) to provide state funding for Fiscal Year 2019/20 for the operation of the Riverside County Freeway Service Patrol (FSP) program in an amount not to exceed $1,702,145; 2) Approve Agreement No. 20-45-016-00 with Caltrans to provide SB 1 funding for FY 2019/20 for the operation of the Riverside County FSP program in an amount not to exceed $1,464,524; and 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission. BACKGROUND INFORMATION: In 1986, the Commission established itself as the Riverside County Service Authority for Freeway Emergencies (RC SAFE) after the enactment of SB 1199 in 1985. The purpose of the formation of SAFES in California was to provide call box services and, with excess funds, provide additional motorist aid services. Funding for RC SAFE is derived from a one dollar per vehicle registration fee on vehicles registered in Riverside County. Initially, these funds were used only for the call box program. As additional motorist aid services were developed, SAFE funds were also used to provide FSP and the Inland Empire 511 traveler information services as part of a comprehensive motorist aid system in Riverside County. In 1990, Proposition C was passed to fund transportation improvements and to help reduce traffic congestion in California. From this, the FSP program was created by Caltrans, which developed the corresponding local funding allocation plan to distribute funds to participating Agenda Item 7F 61 jurisdictions through a formula based on population, urban freeway lane miles, and levels of congestion. The Commission, acting in its capacity as the RC SAFE, is the principal agency in Riverside County, in partnership with Caltrans and the California Highway Patrol, managing the FSP program. The purpose of the FSP program is to provide a continuously roving tow services patrol along designated freeway segments (referred to as beats) to relieve freeway congestion and facilitate the rapid removal of disabled vehicles and those involved in minor accidents on local freeways. In April 2017, the California Legislature passed SB 1 which included additional funding for FSP. In March 2018, Caltrans released the SB 1 FSP funding guidelines which allocated $25 million for FSP statewide to participating jurisdictions based on the existing formula, resulting in $1,390,286 for Riverside County for FY 2018/19. Per the guidelines, this allocation is to be applied to: a) CHP costs for FSP oversight and supervision, b) Inflation and hour adjustments to baseline service, and c) New or expanded FSP service. The Commission's FSP program is a popular service amongst motorists in Riverside County and has consistently demonstrated a very high benefit to cost score statewide. Currently, the Commission contracts with three tow truck operators to provide service during peak commute hours across 165 centerline miles on 12 beats. DISCUSSION: State Allocation for Baseline Service The Caltrans funding agreement for FY 2019/20 in the amount of $1,702,145 provides for continued state funding of the baseline FSP program, which includes nine beats (1, 2, 4, 7, 8, 18, 19, 25, and 341) as shown in Figure 1. Caltrans funding agreements are reimbursement -based and allow for carryover of contract balances not expended in the agreement's stated fiscal year. This allows the Commission to fully expend allocated amounts. Agenda Item 7F 62 Express Lanes Beat 341 W SAN BERNARDINO C RIVERSIDE CO. Figure 1: Baseline Freeway Service Patrol Beats Map SB 1 Funding for Expanded Service The previous allocations of SB 1 FSP funds expanded and continued coverage into southern Riverside County. The projected benefit cost for this expansion scored above the minimum benefit cost threshold (3.0). In September 2018, the Commission launched three new beats (20, 34B, and 35) as shown in Figure 2—expanding FSP as far south as the I-15/SR-79 South interchange and benefitting commuters traveling from and through Lake Elsinore, Wildomar, Menifee, Murrieta, and Temecula. The SB1 allocation for FY 2019/20 in the amount of $1,464,524 provides funding to continue the new service in southern Riverside County as well as supplement inflation costs in the baseline service. Agenda Item 7F 63 Beat 341 Beat 35 RIVERSIDE CO. SAN DIEGO CO. Figure 2: South County Beats Map Since September 2018 through June 2019, the three new south county beats provided 7,893 assists (Figure 3). As such, the south county beats make up about 18 percent of total FSP assists in the whole county (Figure 4). Since inception, the south county beats have scored an average estimated benefit cost of twice the minimum threshold. Total Assists by Assist Type Over Heated, 297, 416_., Out of Gas, 744, 996 _ _ Mrnhaniol Problem, 111fi, 14% Locked 01, i, 096 InfQ.r..awn Only, 345B, 4,496 Vehicle Fire, 4, Abandendad,369,5% f [Accident. 314, 4% Debris Removal, 282, 394 Elettncal Problem, 138, 296 1P, Figure 3: Total South County Assists Rat Tne,1159,.159i FY19 - SOUTH COUNTY BEATS TOTAL ASSISTS 7,893 Agenda Item 7F 64 In FY 2018/19, total assists for all 12 beats through June 30, 2019 were 44,607 (Figure 4). Mteh rieil Problem, 6733, 15% Lodoel Out, 12, Q% FY19 - ALL BEATS TOTAL ASSISTS 44,607 Information Only, 16835, 38% Total Assists by Assist Type Out of Gas, 3448, 896 -•5 O er iintid, 2142, 5/5 Vehicle Rre, 22. 0% — — — Abandanded, 2308, 596 Arxident, 3511, 8% Debris Removal, 2083, 596 lipElectrical Pfoblan,1009, 294 Aar lire, 6244, 14% Figure 4: Total All Beats Assists The Commission will fund the required local match for both allocations with RC SAFE revenues. As with prior funding agreements, any state or SB1 funds not claimed in the current fiscal year will be carried over and claimed in the next fiscal year. Financial Information In Fiscal Year Budget: Yes N/A N/A Year: FY 2019/20 FY 2020/21 Amount: $ 2,900,000 266,669 Source of Funds: State allocations and SB 1 funding Budget Adjustment: No N/A GL/Project Accounting No.: 002173 415 41510 201 45 41501 Fiscal Procedures Approved: \Ii€44-e4c1-tiR Date: 10/16/2019 Attachments: 1) Caltrans FSP Fund Transfer Agreement FY 2019/20 2) Caltrans SB 1 FSP Fund Transfer Agreement FY 2019/20 Agenda Item 7F 65 ATTACHMENT 1 FREEWAY SERVICE PATROL PROGRAM FUND TRANSFER AGREEMENT (Non Federal) Agreement No. FSP20-6054(096) Location: 08-RIV-0-RCTC Project No. FSP20-6054(096) AMS Adv ID:0820000018 THIS AGREEMENT, effective on July 1, 2019, is between the State of California, acting by and through the Department of Transportation, hereinafter referred to as STATE, and the Riverside County Transportation Commission, a public agency, hereinafter referred to as "ADMINISTERING AGENCY". WHEREAS, Streets and Highways Code (S&HC) Section 2560 et seq., authorizes STATE and administering agencies to develop and implement a Freeway Service Patrol (FSP) program on traffic -congested urban freeways throughout the state; and WHEREAS, STATE has distributed available State Highway Account funds to administering agencies participating in the FSP Program in accordance with S&HC Section 2562; and WHEREAS, ADMINISTERING AGENCY has applied to STATE and has been selected to receive funds from the FSP Program for the purpose of , hereinafter referred to as "PROJECT"; and WHEREAS, proposed PROJECT funding is as follows: Total Cost $2,127,681.00 State Funds $1,702,145.00 Local Funds $425, 536.00 ; and WHEREAS, STATE is required to enter into an agreement with ADMINISTERING AGENCY to delineate the respective responsibilities of the parties relative to prosecution of said PROJECT; and WHEREAS, STATE and ADMINISTERING AGENCY mutually desire to cooperate and jointly participate in the FSP program and desire to specify herein the terms and conditions under which the FSP program is to be conducted; and WHEREAS, ADMINISTERING AGENCY has approved entering into this Agreement under authority of Resolution No. approved by ADMINISTERING AGENCY on , a copy of which is attached. For Caltrans Use Only I hereby Certify upon my own personal knowledge that budgeted funds are available for this encumbrance Accounting Officer I Date I $ jr 702, /4S, 00 j45arthnne fd0.5 g� 13/2-6" r Page 1 of 6 FSP Agreement 66 STATE OF CALIFORNIA. DEPARTMENT OF TRANSPORTATION PROGRAM SUPPLMENT AND CERTIFICATION FORM PSCF (REV. 01/2010) Page _1 of _1_ TO: STATE CONTROLLER'S OFFICE Claims Audits 3301 "C" Street, Rm 404 Sacramento, CA 95816 DATE PREPARED: 8/13/2019 PROJECT NUMBER: 0820000018 REQUISITION NUMBER! CONTRACT NUMBER: RQS - 2660 - 0820000000807 FROM: Department of Transportation SUBJECT: Encumbrance Document VENDOR! LOCAL AGENCY: RIVERSIDE COUNTY TRANSPORTATION COMMISSIONy $1,702,145.00 PROCUREMENT TYPE: Local Assistance CHAPTER 23 STATUTES 2019 ITEM 2660-102-0042 YEAR 2019/2020 PEC 1 PECT 2030010600 TASK ISUBTASK AMOUNT $1,702,145.00 TOTAL CONTRACT AMOUNT $1,702,145.00 ADA Notice For individuals with sensory disabilities, this document is available in alternate formats. For information, call (915) 654-6410 of TDD (916) -3880 or write Records and Fo ms Management, 1120 N. Street, MS-89, Sacramento, CA 95814. 67 NOW, THEREFORE, the parties agree as follows: SECTION I STATE AGREES: 1. To define or specify, in cooperation with ADMINISTERING AGENCY, the limits of the State Highway segments to be served by the FSP as well as the nature and amount of the FSP dedicated equipment, if any that is to be funded under the FSP program. 2. To pay ADMINISTERING AGENCY the STATE's share, an amount not to exceed $1,702,145.00, of eligible participating PROJECT costs. 3. To make reimbursements to ADMINISTERING AGENCY, as promptly as state fiscal procedures will permit, but not more often than monthly in arrears, upon receipt of an original and two signed copies of invoices in the proper form covering actual allowable costs incurred for the prior sequential month's period of the Progress Payment Invoice. 4. When conducting an audit of the costs claimed by ADMINISTERING AGENCY under the provisions of this Agreement, STATE will rely to the maximum extent possible on any prior audit of ADMINISTERING AGENCY performed pursuant to the provisions of state and federal laws. In the absence of such an audit, work of other auditors will be relied upon to the extent that work is acceptable to STATE when planning and conducting additional audits. SECTION II ADMINISTERING AGENCY AGREES: 1. To commit and contribute matching funds from ADMINISTERING AGENCY resources, which shall be an amount not less than 25% of the amount provided by STATE from the State Highway Account. 2. The ADMINISTERING AGENCY's detailed PROJECT Cost Proposal is attached hereto and made an express part of this Agreement. The detailed PROJECT Cost Proposal reflects the provisions and/or regulations of Section III, Article 8, of this agreement. 3. To use all state funds paid hereunder only for those transportation -related PROJECT purposes that conform to Article XIX of the California State Constitution. Page 2 of 6 68 FSP Agreement 4. STATE funds provided to ADMINISTERING AGENCY or sub-recipient(s) under this Agreement shall not be used for administrative purposes by ADMINISTERING AGENCY or sub-recipient(s). Said administrative costs may be credited toward ADMINISTERING AGENCY's or sub -recipient's PROJECT matching funds provided claimed administrative costs are specified on ADMINISTERING AGENCY's invoice submittal. If said administrative costs are "indirect", as defined in 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, the costs must be allocated in accordance with an Indirect Cost Allocation Plan (ICAP), submitted, reviewed, and approved in accordance with Caltrans Audits and Investigations requirements which may be accessed at: www.dot.ca.gov/hq/audits/. 5. To develop, in cooperation with STATE, advertise, award, and administer PROJECT contract(s) in accordance with ADMINISTERING AGENCY competitive procurement procedures, in compliance with Public Contract Code (PCC) 10335-10381 (non-A&E services), and other applicable STATE and FEDERAL regulations. 6. Upon award of contract for PROJECT, to prepare and submit to STATE an original and two signed copies of progress invoicing for STATE's share of actual expenditures for allowable PROJECT costs. 7. Said invoicing shall evidence the expenditure of ADMINISTERING AGENCY's PROJECT participation in paying not less than 20% of all allowable PROJECT costs and shall contain the information described in Chapter 5 of the Local Assistance Procedures Manual (LAPM). Invoicing shall demonstrate ADMINISTERING AGENCY'S PROJECT participation by showing a matched expenditure of funds of at least 25% of the amount provided by the STATE. ADMINISTERING AGENCY invoices shall be submitted to: State of California Department of Transportation Division of Traffic Operations, MS 36 Office of System Management Operations 1120 "N" Street Sacramento, CA 95814 8. Within 60 days after completion of PROJECT work to be reimbursed under this Agreement, to prepare a final invoice reporting all actual eligible costs expended, including all costs paid by ADMINISTERING AGENCY and submit that signed invoice, along with any refund due STATE, to the address referenced above under Section II, Article 7. Backup information submitted with said final invoice shall include all FSP operational contract invoices paid by ADMINISTERING AGENCY to contracted operators included in expenditures billed to STATE under this Agreement. 9. COST PRINCIPLES A) ADMINISTERING AGENCY agrees to comply with, and require all sub -recipients and project sponsors to comply with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, and all applicable Federal and State laws and regulations. Page 3 of 6 69 FSP Agreement B) ADMINISTERING AGENCY agrees, and will assure that its contractors and subcontractors will be obligated to agree, that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., and all applicable Federal and State laws and regulations, shall be used to determine the allowability of individual PROJECT cost items. C) Any Fund expenditures for costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 200, or 48 CFR, Chapter 1, Part 3, are subject to repayment by ADMINISTERING AGENCY to STATE. Should ADMINISTERING AGENCY fail to reimburse Fund moneys due STATE within 30 days of demand, or within such other period as may be agreed in writing between the Parties hereto, STATE is authorized to intercept and withhold future payments due ADMINISTERING AGENCY from STATE or any third -party source, including, but not limited to, the State Treasurer, the State Controller, and the California Transportation Commission. 10. THIRD PARTY CONTRACTING A) ADMINISTERING AGENCY shall not award a non-A&E contract over $5,000, construction contract over $10,000, or other contracts over $25,000 (excluding professional service contracts of the type which are required to be procured in accordance with Government Code sections 4525 (d), (e), and (f)) on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. B) Any subcontract or agreement entered into by ADMINISTERING AGENCY as a result of disbursing Funds received pursuant to this Agreement shall contain all of the fiscal provisions (Section II, Paragraphs 4, 9, 11, 12, & 13) of this Agreement, and shall mandate that travel and per diem reimbursements and third -party contract reimbursements to subcontractors will be allowable as project costs only after those costs are incurred and paid for by the subcontractors. C) In addition to the above, the preaward requirements of third party contractor/consultants with ADMINISTERING AGENCY should be consistent with Local Program Procedures as published by STATE. 11. ACCOUNTING SYSTEM ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate Fund expenditures by line item for the PROJECT. The accounting system of ADMINISTERING AGENCY, its contractors, and all subcontractors shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices. Page 4 of 6 70 FSP Agreement 12. RIGHT TO AUDIT For the purpose of determining compliance with this Agreement and other matters connected with the performance of ADMINISTERING AGENCY's contracts with third parties, ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors, and subcontractors, and STATE shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times for three years from the date of final payment of Funds to ADMINISTERING AGENCY. STATE, the California State Auditor, or any duly authorized representative of STATE or the United States Department of Transportation shall each have access to any books, records, and documents that are pertinent for audits, examinations, excerpts, and transactions, and ADMINISTERING AGENCY shall furnish copies thereof if requested. 13. TRAVEL AND SUBSISTENCE Payments to ADMINISTERING AGENCY for travel and subsistence expenses of ADMINISTERING AGENCY forces and its subcontractors claimed for reimbursement or applied as local match credit shall not exceed rates authorized to be paid exempt non -represented State employees under current State Department of Personnel Administration (DPA) rules. If the rates invoiced are in excess of those authorized DPA rates, then ADMINISTERING AGENCY is responsible for the cost difference and any overpayments shall be reimbursed to STATE on demand. SECTION III IT IS MUTUALLY AGREED: 1. All obligations of STATE under the terms of this Agreement are subject to the appropriation of resources by the Legislature and the encumbrance of funds under this Agreement. Funding and reimbursement is available only upon the passage of the State Budget Act containing these STATE funds. The starting date of eligible reimbursable activities shall be JULY 1, 2019. 2. All obligations of ADMINISTERING AGENCY under the terms of this Agreement are subject to authorization and allocation of resources by ADMINISTERING AGENCY. 3. ADMINISTERING AGENCY and STATE shall jointly define the initial FSP program as well as the appropriate level of FSP funding recommendations and scope of service and equipment required to provide and manage the FSP program. No changes shall be made in these unless mutually agreed to in writing by the parties to this Agreement. 4. Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not parties to this Agreement or affect the legal liability of either party to this Agreement by imposing any standard of care with respect to the maintenance of State highways different from the standard of care imposed by law. 5. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring or arising by reason of anything done or omitted to be done by ADMINISTERING Page 5 of 6 71 FSP Agreement AGENCY under or in connection with any work, authority, or jurisdiction delegated to ADMINISTERING AGENCY under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, ADMINISTERING AGENCY shall fully defend, indemnify, and save harmless the State of California, its officers, and employees from all claims, suits, or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority, or jurisdiction delegated to ADMINISTERING AGENCY under this Agreement. 6. Neither ADMINISTERING AGENCY nor any officer or employee thereof is responsible for any injury, damage, or liability occurring or arising by reason of anything done or omitted to be done by STATE under or in connection with any work, authority, or jurisdiction delegated to STATE under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, STATE shall fully defend, indemnify, and save harmless ADMINISTERING AGENCY, its officers, and employees from all claims, suits or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by STATE under or in connection with any work, authority, or jurisdiction delegated to STATE under this Agreement. 7. ADMINISTERING AGENCY will maintain an inventory of all non -expendable PROJECT equipment, defined as having a useful life of at least two years and an acquisition cost of $500 or more, paid for with PROJECT funds. ADMINISTERING AGENCY shall define in PROJECT contract who shall take ownership of all equipment at the conclusion of the Project. 8. In the event that ADMINISTERING AGENCY fails to operate the PROJECT commenced and reimbursed under this Agreement in accordance with the terms of this Agreement or fails to comply with applicable Federal and State laws and regulations, STATE reserves the right to terminate funding for PROJECT, or portions thereof, upon written notice to ADMINISTERING AGENCY. 9. This Agreement shall terminate on June 30, 2022. However, the non -expendable equipment and liability clauses shall remain in effect until terminated or modified in writing by mutual agreement. STATE OF CALIFORNIA Riverside County Transportation Commission Department of Transportation By: By: Office of Project Implementation Title: Division of Local Assistance DATE: DATE: Page 6 of 6 72 FSP Agreement ATTACHMENT 2 FREEWAY SERVICE PATROL PROGRAM FUND TRANSFER AGREEMENT (Non Federal) Agreement No. FSP2OSB1-6054(097) Location: 08-RIV-0-RCTC Project No. FSP2oSB1-6054(097) AVIS Adv ID: 0820000039 THIS AGREEMENT, effective on July 1, 2019, is between the State of California, acting by and through the Department of Transportation, hereinafter referred to as STATE, and Riverside County Transportation Commission, a public agency, hereinafter referred to as "ADMINISTERING AGENCY". WHEREAS, Streets and Highways Code (S&HC) Section 2560 et seq., authorizes STATE and administering agencies to develop and implement a Freeway Service Patrol (FSP) program on traffic -congested urban freeways throughout the state; and WHEREAS, STATE has distributed available Senate Bill 1(SB 1) funds to administering agencies participating in the SB 1 FSP Program in accordance with S&HC Section 2562 and the 2018 FSP SB1 Funding Guidelines; and WHEREAS, ADMINISTERING AGENCY has applied to STATE and has been selected to receive funds from the FSP Program for the purpose of Freeway Service Patrol, hereinafter referred to as "PROJECT"; and WHEREAS, proposed PROJECT funding is as follows: Total Cost State Funds Local Funds $1,830,654.87 $1,464,523.90 $366,130.97; and WHEREAS, STATE is required to enter into an agreement with ADMINISTERING AGENCY to delineate the respective responsibilities of the parties relative to prosecution of said PROJECT; and WHEREAS, STATE and ADMINISTERING AGENCY mutually desire to cooperate and jointly participate in the FSP program and desire to specify herein the terms and conditions under which the FSP program is to be conducted; and WHEREAS, ADMINISTERING AGENCY has approved entering into this Agreement under authority of Resolution No. approved by ADMINISTERING AGENCY on , a copy of which is attached. For Caltrans Use Only I hereby Certify upon my own personal knowledge that budgeted funds are available for this encumbrance ccpunting Officer Date i$ 1,464, 523, g0 jessAmine 3561,9s ]013�2o1R 73 STATE OF CAUFORNIA. DEPARTMENT OF TRANSPORTATION PROGRAM SUPPLMENT AND CERTIFICATION FORM PSCF (REV. 01/2010) TO: STATE CONTROLLER'S OFFICE Claims Audits 3301 "C" Street, Rm 404 Sacramento, CA 95816 DATE PREPAREDI 10/3/2019 PROJECT NUMBER: 0820000039 REQUISFTION NUMBER ROS 08200000026/4 / CONTRACT NUMBER- FROM: Department of Transportation SUBJECT: Encumbrance Document VENDOR / LOCAL AGENCY: RIVERSIDE COUNTY TRANSPORTATION COMMISSION $ 1,464,523.90 PROCUREMENT TYPE: Local Assistance CHAPTER STATUTES ITEM YEAR PEC / PECT COE/Category AMOUNT 23 2019 2660-102-0042 19-20 2030010610 $ 1,464, 523. 90 ADA Notice For individuals with sensory disabilities, this document is available in alternate formats. For information, call (915) 654-6410 of MD (9161 -3880 or write Records and Forms Management, 1120 N. Street, MS-89, Sacramento, CA 95814. 74 NOW, THEREFORE, the parties agree as follows: SECTION I STATE AGREES: 1. To define or specify, in cooperation with ADMINISTERING AGENCY, the limits of the State Highway segments to be served by the FSP as well as the nature and amount of the FSP dedicated equipment, if any that is to be funded under the FSP program. 2. To pay ADMINISTERING AGENCY the STATE's share, an amount not to exceed $1,464,523.90, of eligible participating PROJECT costs. This amount is comprised of $833,443.19 for Inflation and Hour Adjustment to Baseline and $631,080.71 for New or Expanded Service. 3. To make reimbursements to ADMINISTERING AGENCY, as promptly as state fiscal procedures will permit, but not more often than monthly in arrears, upon receipt of an original and two signed copies of invoices in the proper form covering actual allowable costs incurred for the prior sequential month's period of the Progress Payment Invoice. 4. When conducting an audit of the costs claimed by ADMINISTERING AGENCY under the provisions of this Agreement, STATE will rely to the maximum extent possible on any prior audit of ADMINISTERING AGENCY performed pursuant to the provisions of state and federal laws. In the absence of such an audit, work of other auditors will be relied upon to the extent that work is acceptable to STATE when planning and conducting additional audits. SECTION II ADMINISTERING AGENCY AGREES: 1. A. To commit and contribute matching funds from ADMINISTERING AGENCY resources, which shall be an amount not less than 25% of the amount provided by STATE from the State Highway Account. 1. B. To maintain existing service hours and expand new service all as defined in the 2018 FSP SB 1 Funding Guidelines for SB 1 funds. 2. The ADMINISTERING AGENCY's detailed PROJECT Cost Proposal is attached hereto and made an express part of this Agreement. The detailed PROJECT Cost Proposal reflects the provisions and/or regulations of Section III, Article 8, of this agreement. 3. To use all state funds paid hereunder only for those transportation -related PROJECT purposes that conform to Article XIX of the California State Constitution. 4. STATE funds provided to ADMINISTERING AGENCY or sub-recipient(s) under this Agreement shall not be used for administrative purposes by ADMINISTERING AGENCY or sub-recipient(s). Said administrative costs may be credited toward ADMINISTERING AGENCY's or sub -recipient's PROJECT matching funds provided claimed administrative costs are specified on ADMINISTERING AGENCY'S invoice submittal. If said administrative costs are "indirect", as defined in 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, the costs must be allocated in accordance with an Indirect Cost Allocation Plan (ICAP), submitted, reviewed, and approved in accordance with the Independent Office of Audits and Investigations requirements which may be 75 accessed at: www.dot.ca.gov/hq/audits/. 5. To develop, in cooperation with STATE, advertise, award, and administer PROJECT contract(s) in accordance with ADMINISTERING AGENCY competitive procurement procedures, in compliance with Public Contract Code (PCC) 10335-10381 (non-A&E services), and other applicable STATE and FEDERAL regulations. 6. Upon award of contract for PROJECT, to prepare and submit to STATE an original and two signed copies of progress invoicing for STATE's share of actual expenditures for allowable PROJECT costs. 7. Said invoicing shall evidence the expenditure of ADMINISTERING AGENCY'S PROJECT participation in paying not less than 20% of all allowable PROJECT costs and shall contain the information described in Chapter 5 of the Local Assistance Procedures Manual (LAPM). Invoicing shall demonstrate ADMINISTERING AGENCY'S PROJECT participation by showing a matched expenditure of funds of at least 25% of the amount provided by the STATE (excluding the funds dispersed to CHP). ADMINISTERING AGENCY invoices shall be submitted to: State of California Department of Transportation Division of Traffic Operations, MS 36 Office of System Management Operations 1120 "N" Street Sacramento, CA 95814 8. Within 60 days after completion of PROJECT work to be reimbursed under this Agreement, to prepare a final invoice reporting all actual eligible costs expended, including all costs paid by ADMINISTERING AGENCY and submit that signed invoice, along with any refund due STATE, to the address referenced above under Section II, Article 7. Backup information submitted with said final invoice shall include all FSP operational contract invoices paid by ADMINISTERING AGENCY to contracted operators included in expenditures billed to STATE under this Agreement. 9. COST PRINCIPLES A) ADMINISTERING AGENCY agrees to comply with, and require all sub -recipients and project sponsors to comply with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, and all applicable Federal and State laws and regulations. B) ADMINISTERING AGENCY agrees, and will assure that its contractors and subcontractors will be obligated to agree, that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., and all applicable Federal and State laws and regulations, shall be used to determine the allowability of individual PROJECT cost items. C) Any Fund expenditures for costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 200, or 48 CFR, Chapter 1, Part 3, are subject to repayment by ADMINISTERING AGENCY to STATE. Should ADMINISTERING AGENCY fail to reimburse Fund moneys due STATE within 30 days of demand, or within such other period as may be agreed in writing between the Parties hereto, STATE is authorized to intercept and withhold future payments due ADMINISTERING AGENCY from STATE or any third -party source, 76 including, but not limited to, the State Treasurer, the State Controller, and the California Transportation Commission. 10. THIRD PARTY CONTRACTING A) ADMINISTERING AGENCY shall not award a non-A&E contract over $5,000, construction contract over $10,000, or other contracts over $25,000 (excluding professional service contracts of the type which are required to be procured in accordance with Government Code sections 4525 (d), (e), and (f)) on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. B) Any subcontract or agreement entered into by ADMINISTERING AGENCY as a result of disbursing Funds received pursuant to this Agreement shall contain all of the fiscal provisions (Section II, Paragraphs 4, 9, 11, 12, & 13) of this Agreement, and shall mandate that travel and per diem reimbursements and third -party contract reimbursements to subcontractors will be allowable as project costs only after those costs are incurred and paid for by the subcontractors. C) In addition to the above, the preaward requirements of third party contractor/consultants with ADMINISTERING AGENCY should be consistent with Local Program Procedures as published by STATE. 11. ACCOUNTING SYSTEM ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate Fund expenditures by line item for the PROJECT. The accounting system of ADMINISTERING AGENCY, its contractors, and all subcontractors shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices. 12. RIGHT TO AUDIT For the purpose of determining compliance with this Agreement and other matters connected with the performance of ADMINISTERING AGENCY's contracts with third parties, ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors, and subcontractors, and STATE shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times for three years from the date of final payment of Funds to ADMINISTERING AGENCY. STATE, the California State Auditor, or any duly authorized representative of STATE or the United States Department of Transportation shall each have access to any books, records, and documents that are pertinent for audits, examinations, excerpts, and transactions, and ADMINISTERING AGENCY shall furnish copies thereof if requested. 13. TRAVEL AND SUBSISTENCE Payments to ADMINISTERING AGENCY for travel and subsistence expenses of ADMINISTERING AGENCY forces and its subcontractors claimed for reimbursement or applied as local match credit shall not 77 exceed rates authorized to be paid exempt non -represented State employees under current State Department of Personnel Administration (DPA) rules. If the rates invoiced are in excess of those authorized DPA rates, then ADMINISTERING AGENCY is responsible for the cost difference and any overpayments shall be reimbursed to STATE on demand. SECTION III IT IS MUTUALLY AGREED: 1. All obligations of STATE under the terms of this Agreement are subject to the appropriation of resources by the Legislature and the encumbrance of funds under this Agreement. Funding and reimbursement is available only upon the passage of the State Budget Act containing these STATE funds. The starting date of eligible reimbursable activities shall be JULY 1, 2019. 2. All obligations of ADMINISTERING AGENCY under the terms of this Agreement are subject to authorization and allocation of resources by ADMINISTERING AGENCY. 3. ADMINISTERING AGENCY and STATE shall jointly define the initial FSP program as well as the appropriate level of FSP funding recommendations and scope of service and equipment required to provide and manage the FSP program. No changes shall be made in these unless mutually agreed to in writing by the parties to this Agreement. 4. Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not parties to this Agreement or affect the legal liability of either party to this Agreement by imposing any standard of care with respect to the maintenance of State highways different from the standard of care imposed by law. 5. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring or arising by reason of anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority, or jurisdiction delegated to ADMINISTERING AGENCY under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, ADMINISTERING AGENCY shall fully defend, indemnify, and save harmless the State of California, its officers, and employees from all claims, suits, or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority, or jurisdiction delegated to ADMINISTERING AGENCY under this Agreement. 6. Neither ADMINISTERING AGENCY nor any officer or employee thereof is responsible for any injury, damage, or liability occurring or arising by reason of anything done or omitted to be done by STATE under or in connection with any work, authority, or jurisdiction delegated to STATE under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, STATE shall fully defend, indemnify, and save harmless ADMINISTERING AGENCY, its officers, and employees from all claims, suits or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by STATE under or in connection with any work, authority, or jurisdiction delegated to STATE under this Agreement. 7. ADMINISTERING AGENCY will maintain an inventory of all non -expendable PROJECT equipment, 78 defined as having a useful life of at least two years and an acquisition cost of $500 or more, paid for with PROJECT funds. ADMINISTERING AGENCY shall define in PROJECT contract who shall take ownership of all equipment at the conclusion of the Project. 8. In the event that ADMINISTERING AGENCY fails to operate the PROJECT commenced and reimbursed under this Agreement in accordance with the terms of this Agreement or fails to comply with applicable Federal and State laws and regulations, STATE reserves the right to terminate funding for PROJECT, or portions thereof, upon written notice to ADMINISTERING AGENCY. 9. This Agreement shall terminate on June 30, 2022. However, the non -expendable equipment and liability clauses shall remain in effect until terminated or modified in writing by mutual agreement. STATE OF CALIFORNIA Riverside County Transportation Commission By: By: Office of Project Implementation Title: Division of Local Assistance DATE: DATE: 79 AGENDA ITEM 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Anne Mayer, Executive Director SUBJECT: Framework for Implementation of the State Routes 241/91 Express Lanes Connector WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve the State Routes 241/91 Express Lanes Connector term sheet as a framework for future agreements, contingent on all parties agreeing to the term sheet; and 2) Direct staff to work with agencies to prepare associated agreements for each respective governing board's consideration, consistent with the terms included in this report. BACKGROUND INFORMATION: The Transportation Corridor Agencies (TCA) and the California Department of Transportation (Caltrans) are working toward finalizing the environmental phase of a proposed project to construct a tolled connector between the State Route 241 toll road and the 91 Express Lanes (241/91 Express Lanes Connector). The proposed project would connect directly with the 91 Express Lanes, approximately two miles west of the Orange County/Riverside County line. This location overlays the transition zone between SR-91 and the 91 Express Lanes, where commuters can change facilities and lanes (mixing bowl). The Riverside County Transportation Commission (RCTC) and the Orange County Transportation Authority (OCTA) expressed concerns with the tolled connector as part of the project development process, including the review of the draft environmental document (Attachment 1). These concerns related to the new connector impacting SR-91 general- purpose lanes (275,000 vehicles per day) and the 91 Express Lanes (50,000 vehicles per day), relative to the proposed benefits of the project (less than 10,000 vehicles per day). Because the proposed project is located just before the mixing bowl area, eastbound traffic entering the 91 Express Lanes from the proposed connector could occupy most of the capacity in the 91 Express Lanes. This means fewer vehicles from the general-purpose lanes could enter the 91 Express Lanes, eliminating an option for SR-91 commuters and an opportunity to relieve SR-91 general-purpose lanes congestion. Further, 91 Express Lanes toll changes may be necessary to address increased demand from the new connector. Agenda Item 8 80 Based on the above, and other concerns related to planned/adjacent SR-91 corridor projects, as well as operational issues, the OCTA Board of Directors (Board) acted in December 2017 to request TCA to defer all work on the connector given the regional mobility impacts and work with RCTC and Caltrans to evaluate opportunities to advance higher priority SR-91 corridor congestion -relief projects. The Board action set in motion a series of efforts intended to resolve, to the fullest extent possible, all of the issues raised by OCTA and RCTC, with the goal of ensuring the connector could move forward in a coordinated fashion that considers the complexity of the corridor, planned projects, and operational issues. Discussion Since December 2017, the agencies have worked together to review additional traffic analysis, engineering plans, and coordination with planned/adjacent SR-91 projects. This analysis also considered the risks if the new connector delivers too much traffic to the 91 Express Lanes that cannot be realistically managed by OCTA and RCTC. For example, delivering too much eastbound afternoon traffic from the new connector into the 91 Express Lanes could cause a rise in tolls so that users divert out of the 91 Express Lanes into the mixing bowl area. This would cause impacts to the general-purpose lanes, further slowing afternoon traffic. Given these risks to RCTC, OCTA, and the SR-91 corridor users, these discussions needed to include decisions on operational and policy control of the new connector. In mid-2019, to facilitate these on -going deliberations, Caltrans retained a professional mediator with expertise in engineering, traffic analysis, and consensus -building (Attachment 2). Throughout the negotiations, the chief executive officers of RCTC, OCTA, TCA, and Caltrans Districts 8 and 12, as well as Caltrans Headquarters directors, worked through five major issue areas that included: • Setting priorities for SR-91 corridor projects to reduce construction -related impacts; • Allowing completion of the environmental approval process and updating related programming documents; • Clarifying lead agencies for final design, construction, and maintenance; • Identifying the principal funding agency for final design, construction, and maintenance; and • Designating lead agencies for retaining toll revenue and toll setting/operational control. In September 2019, the negotiations reached a consensus point in the form of the 241/91 Express Lanes Connector term sheet (Attachment 3). The major points in the term sheet allow TCA and Caltrans to finalize the environmental document and move forward with final design. OCTA will update programming documents related to future right of way and construction phases. TCA will complete the final design, subject to Caltrans approval, with OCTA and RCTC reviews. RCTC, OCTA, and Caltrans will move forward with critical SR-91 Agenda Item 8 81 construction projects that will open before the connector. Caltrans District 12 will build the connector after most of the other construction projects are open to traffic. OCTA and RCTC will establish the toll rates and manage operations of the connector paid for with connector revenues. Connector net toll revenues will be retained by TCA for specific responsibilities and approved projects, subject to change if non-TCA funds are secured for construction of the connector. Summary and Next Steps The RCTC, OCTA, TCA, and Caltrans have reached consensus to resolve outstanding issues related to the implementation of a future direct, tolled connector linking the SR-241 toll road to the 91 Express Lanes. Recommendations are presented to move the project forward, contingent on all parties agreeing to terms that will be incorporated into future agreements. To ensure consensus, each board (OCTA, TCA, and RCTC) will need to formally approve the term sheet. As a partner in this arrangement, Caltrans has provided a letter of support on the terms (Attachment 4). The remaining actions are expected to be completed by the end of November 2019, which will allow development of more detailed agreements related to funding, construction, operations, maintenance, and use of toll revenue. These agreements will be subject to Commission approval, consistent with RCTC policies. Accordingly, there is no financial impact related to the recommendations contained in this report. Attachments: 1) Letters from the OCTA and the RCTC Regarding the 241/91 Express Lanes Connector 2) Letter to Darrell Johnson, Chief Executive Officer, OCTA, Anne Mayer, Executive Director, RCTC, Michael Kraman, Chief Executive Officer, TCA, from Laurie Berman, Director, Caltrans, dated June 19, 2019 3) SR-241/91 Express Lanes Connector Term Sheet, September 12, 2019 4) Letter to Darrell Johnson, Chief Executive Officer, OCTA, Michael Kraman, Chief Executive Officer, TCA, Anne Mayer, Executive Director, RCTC, from Ryan Chamberlain, District 12 Director, Michael Beauchamp, District 8 Director, dated September 26, 2019 Agenda Item 8 82 ATTACHMENT 1 Letters from the Orange County Transportation Authority and the Riverside County Transportation Commission Regarding the SR-241/91 Express Lanes Connector 1 83 AFFILIATED AGENCIES Orange County Transit District Local Transportation Authority Service Authority for Freeway Emergencies Consolidated Transporation Service Agency Congestion Management Agency Service Authority for Abandoned Vehicles January 9, 2017 Ms. Smita Deshpande Generalist Branch Chief Caltrans-District 12, "Attn: 241-91 DSEIR/EIS Comment Period" 1750 East Fourth Street, Suite 100 Santa Ana, CA 92705 Subject: Draft Supplemental Environmental Impact Report/Environmental Impact Statement (SCH. 1989010410) for the State Route 241/State Route 91 Tolled Express Lanes Connector Project (Project No. 1200020097) Dear Ms. Deshpande: Thank you for providing the Orange County Transportation Authority (OCTA) with the Draft Supplemental Environmental Impact Report/Environmental Impact Statement (DSEIR/S) for the State Route 241/State Route 91 Tolled Express Lanes Connector Project (Project). The following comments are provided for your consideration: On page 2-23, Section 2.2.1.2 'Permanent Project Features,' subsection `TSIVITTDMI the proposed Project is stated "to have dynamic traffic technology (toll pricing based on express lanes demand)." The analysis in the DSEIR/S did not address tolling and potential economic implications. OCTA recommends further analysis on tolling under applicable environmental factors analysis. • On Page 5-3, Table 5.1 'Comments Received During Soaping,' states "Toll operations are being coordinated between F/ETCA, OCTA, and RCTC and are evaluated in a separate Concept of Operations report." OCTA recommends including this throughout the DSEIR/S, as applicable. • The opening year analysis should be redone to reflect the actual opening year of 2020 rather than 2017. While Section 3.5.3.2 provides an explanation that the differences in traffic operations are nominal between 2017 and 2020, given the SR-91 Corridor Improvement Project (CIP) is scheduled to open in 2017, a thorough 2020 analysis would be appropriate. Orre County Transportation Authority 550 South Main Street / P.O. Box 48 4 / Orange / California 92863-1584 / (714) 560-OCTA (6282) Ms. Deshpande January 9, 2017 Page 2 • Given the complex nature of having multiple tolled facilities operated by different agencies, OCTA suggests that the analysis in the environmental document be updated to include traffic volume data anticipated to be available in Spring 2017 with the opening of the CIP. This would help refine the existing, opening year, and 2040 conditions analysis (throughput, speeds, and travel time). It appears that the environmental document had not analyzed weaving impacts along the SR-91 at the confluence of the SR-241 Express Connector merge/diverge, the OCTA 91 Express Lanes, and the RCTC 91 Express Lanes. Therefore, a more detailed weaving analysis would be appropriate. ® It appears that the complex nature of the multiple tolling options (including dynamic pricing) for the SR-241, the SR-241 Express Connector, the OCTA 91 Express Lanes, and the RCTC 91 Express Lanes are not adequately discussed with respect to the traffic impacts. These should be explored in detail. • OCTA understands that there are complementary concept of operations studies (con-ops) underway. Some of the appropriate results from the con- ops studies should be integrated into this environmental document. • It appears there needs to be a more thorough analysis of the construction impacts on the OCTA 91 Express Lanes, including traffic impacts, toll and revenue implications. Thank you for providing OCTA the opportunity to review this item. Throughout the development of this proposed project, we encourage continued communication with OCTA on the matters discussed herein. If you have any questions or comments, please contact me by phone at (714) 560-5907 or by email at dphu@octa.net. Sincerely, Dan Phu Environmental Programs Manager c: Valarie McFall, TCA 3 85 BOARD OF DIRECTORS Michael Hennessey Chairman Lisa A. Bartlett Vice Chair Laurie Davies Director Barbara Detyleize Director Andrew Do Director Lori Donchak Director Steve Jones Director Mark A. Murphy Director Richard Murphy Director Al Murray Director Shawn Nelson Director Miguel Pulido Director Tim Shaw Director Todd Spitzer Director Michelle Steel Director Tom Tait Director Gregory T. Winterbottom Director Ryan Chamberlain Ex-Officio Member CHIEF EXECUTIVE OFFICE Darrell Johnson Chief Executive Officer September 27, 2017 Mr. Mike Kraman Chief Executive Officer Transportation Corridor Agencies P.O. Box 57011 Irvine, California 92619-7011 Dear Mr. Kraman, As a follow-up to our meeting of September 13, 2017, regarding the Proposed State Route 241 (SR-241)/91 Express Lanes Direct Connector (Project), below is my understanding of the discussion and follow-up actions to ensure our upcoming meeting is responsive to the expectations of our respective Board representatives. During the meeting the Transportation Corridor Agencies (TCA) proVided an overview of the Project background, benefits, and status of project development activities. The Orange County Transportation Authority (OCTA) shared its assessments of regional benefits, State Route 91 (SR-91) corridor impacts, and operational implications. TCA believes the Project would improve system connectivity, reduce weaving movements on the SR-91 general-purpose (GP) lanes that could enhance safety, address congestion on the northbound SR-241 to eastbound SR-91 connector, and deliver a federal air quality conformity Transportation Control Measure. OCTA shared the fact that we have considerable reservations on the merits of the Project in meeting the Project's stated Purpose and Need. The Project Traffic Analysis Report indicates the Project provides very minimal regional benefits, and those benefits diminish over time. In addition, the Project exacerbates eastbound SR-91 GP lane congestion. The Project also consumes capacity that may otherwise be available to eastbound SR-91 GP lane commuters wanting to enter the 91 Express Lanes at the Orange County/Riverside County access point. The Project also will not resolve congestion on the northbound SR-241 to eastbound SR-91 and there is more than adequate distance to allow merging traffic to safely enter the 91 Express Lanes at the Orange County/Riverside County access point. The principal issue causing the congestion is insufficient capacity on the SR-91 and the Project does little to address the core problem. While OCTA understands that TCA proposes using congestion pricing to balance the impacts to SR-91, the operation is far more complex and the parties need to understand the extent of demands associated with the various movements based on observed rather than modeled data. In addition, to address concerns over potential Orange County Transportation Authority 550 South Main Street / P.O. Box 14184 / Orange / California 92863-1584 / (714) 560-OCTA (6282) 4 86 Mr. Mike KramaD September 27.2017 Page adverse impacts to the SR-91 corridor, it was agreed that e joint agency toll governance arrangement was necessary to ensure no harm to the 8R'81 corridor, including theS1 Express Lanes operated by both 0CTAand the Riverside County Transportation Commission. Based on the meeting, it was agreed that the parties Would work on the following assignments for the next meeting: ° TCAwiU update the P 'oCt'S Traffic Analysis Report and Traffic Revenue Study to reflect recent socioeconomic forecasts, update timing of assumed improvements iDthe corridor, and use more current traffic data for operational analysis. � TCA and OCTA will jointly evaluate observed traffic data post -opening of the 91 Express Lanes into Riverside CouOty, and evaluate the nJuUDg of traffic that is merging in or out of the 91 Express Lanes at the Orange County/Riverside County access point. � TCAwill provide {JCTAwith adraft agreement that can serve aSthe basis for protective bond covenants tOensure the Project vviUOotneg@dve|yinlp8ctthe 91 Express Lanes toll policies. * T{}AvViU evaluate the use of congestion pricing as a means to 8[ne}iOn3te congestion ODthe northbound GR-2418tWindy Ridge @s analternative tothe |nthe interest ofotimely resolution ofthe issues identified, the group agreed homeet again in November, prior to 8 final meeting in February Of2O1O. The November meeting has since been set for Thursday, November 1O. As always, nlystaff stands ready to work with your team on the responses and other relevant analysis. Darrell Chief Exe tive Officer C: {]CT/\ Board of Directors EdSachs, F/ETCAChair Melody {|ornuth.GJHTCAActing Chair Todd Spitzer, 241/91 Ad Hoc Chair 87 OCTA BOARD OF DIRECTORS Michael Hennessey Chairman Lisa A. Bartlett Vice Chair Laurie Davies Director Barbara Delgleize Director Andrew Do Director Lori Donchak Director Steve Jones Director Mark A. Murphy Director Richard Murphy Director Al Murray Director Shawn Nelson Director Miguel Pulido Director Tim Shaw Director Todd Spitzer Director Michelle Steel Director Tom Tait Director Gregory T. Winterbottom Director Ryan Chamberlain Ex-Officio Member CHIEF EXECUTIVE OFFICE Darrell Johnson Chief Executive Officer December 12, 2017 The Honorable Ed Sachs Chairman Transportation Corridor Agencies 125 Pacifica Irvine, CA 92618 Dear Chairman Sachs: At the December 11, 2017 Orange County Transportation Authority (OCTA) Board of Directors (Board) meeting, the proposed State Route 241 (SR-241)/ 91 Express Lanes Tolled Connector Project was discussed at length. The Transportation Corridor Agencies (TCA), OCTA, and the California Department of Transportation (Caltrans) have been reviewing issues and opportunities with the project for quite some time. Recent studies have identified significant traffic issues with the proposed project, and OCTA is particularly concerned about the project merits given the increased congestion it would cause for commuters on the State Route 91 (SR-91) corridor and 91 Express Lanes during the evening rush hours. Two actions were taken by the Board on December 11, 2017: • Direct staff to request TCA to defer all work on the State Route °241/ 91 Express Lanes connector given the regional mobility impacts. • Direct staff to work with the Riverside County Transportation Commission and Caltrans to evaluate opportunities to advance SR-91 corridor congestion relief projects. This letter serves as OCTA's request to TCA to defer all work, including certification of the supplement environmental impact report/statement, until such time the proposed project can become a complementary component to the SR-91 corridor. I encourage the TCA to work with OCTA staff and all parties through the annual update of the SR-91 Implementation Plan to consider these issues and identify next steps. Orang County Transportation Authority 550 South Main Street / P.O. Box 1 e4 / Orange / California 92863-1584 / (714) 560-OCTA (6282) The Honorable Ed Sachs December 12, 2017 Page 2 OCTA will continue to work with all stakeholders, including TCA, to develop mobility solutions along the SR-91 corridor. If you have any questions, please contact Chief Executive Officer, Darrell Johnson at (714) 560-5343. Sincerely, / -� Michael Hennessey Chairman MH:dp Attachment c: Michael Kraman, TCA Anne Mayer, RCTC Ryan Chamberlain, Caltrans, District 12 John Bulinski, Caltrans, District 8 Board of Directors Darrell Johnson, OCTA 89 WPM MI MINI Y rgiiimi ORTATIOH comminictri TA January 9, 2018 Mr. Ryan Chamberlain District Director California Department of Transportation, District 12 1750 East 4th Street, Suite 100 Santa Ana, CA 92705 Dear Mr. Chamberlain: As you know, the Orange County Transportation Authority (OCTA) Board of Directors (OCTA Board) made a decision at the December 11, 2017 meeting to request the Transportation Corridor Agencies (TCA) to defer all work on the State Route 241/91 Express Lanes connector project, given the regional mobility impacts. The OCTA Board has directed staff to work with the Riverside County Transportation Commission (RCTC) and the California Department of Transportation (Caltrans) to evaluate opportunities to advance the State Route 91 (SR-91) corridor congestion relief projects. Subsequently, a letter from OCTA Board Chairman Hennessey was sent to the TCA Board Chairman Sachs regarding this decision. Accordingly, OCTA is requesting Caltrans to defer all work, including certification of the supplemental environmental impact report/statement, until such time the proposed project can be better understood and coordinated with other complementary SR-91 corridor improvements. The parties can work together through annual updates of the SR-91 Implementation Plan to consider these issues and identify next steps. OCTA and RCTC look forward to working with Caltrans and the TCA to develop mobility solutions along the SR-91 corridor. If you have any questions, please do not hesitate to contact us. Sincerely, Darrell Johns n Chief Executive Officer Orange County Transportation Authority DJ:dp Attachment c: Michael Kraman, TCA John Bulinski, Caltrans, District 8 OCTA Board of Directors - — g t Anne E. Mayer Executive Director Riverside County Transportation Commission 8 90 RIVERSIDE COUNTY TRANSPORTATION COMMISSION April 2, 2019 VIA U.S. MAIL & EMAIL 4080 Lemon Street, 3rd Floor • Riverside, CA Mailing Address P.0_ Box 12008 ■ Riverside, CA 92502-2208 951.787.7141 •951.787.7920 • www.rac.org Smita Deshpande, Generalist Branch Chief Caltrans-District 12, "Attn: 241-91 DSEIRIEIS Comment" 1750 East Fourth Street, Suite 100 Santa Ana, CA 92705 D12.SR241-91ELC@dot.ca.gov 241-91expressconnector@thetollroads.com Re: RCTC's Objection to SR-2411SR-91 Tolled Express Lanes Connector Project and the Draft SEIRIEIS for the Project Dear Ms. Deshpande: As the California Department of Transportation (`'Caltrans") knows, the Riverside County Transportation Commission ("RCTC") is the regional planning authority for traffic and transportation infrastructure throughout Riverside County. RCTC has been pleased to partner with Caltrans over the years on numerous projects that have improved regional mobility for the benefit of the public. RCTC and Caltrans worked tirelessly to bring forward the $1.4 billion State Route 91 Corridor Improvement Project ("91 CIF'"), which provided long overdue congestion relief along the State Route 91 (-SR-91") corridor and expands carpooling and ride -sharing options for commuters between Riverside and Change Counties. RCTC considers Caltrans' collaborative efforts on this project, and many others, to be a true success story of how state and regional agencies can work together to bring forward crucial infrastructure. Given this past positive working relationship, it is with regret that RCTC must object to the SR- 2411SR-91 TolIed Express Lanes Connector Project ("Project"), which Caltrans has proposed in cooperation with the Foothill/Eastern Transportation Corridor Agency ("TCA"). Specifically, Caltrans has not complied with the procedural and substantive requirements of the California Environmental Quality Act (Pub. Res. Code. § 21000, et seq.; hereinafter, "CEQA"). Notably, the Draft Supplemental Environmental Impact Report/Environmental Impact Statement ("DSEIRIEIS") for the Project suffers from numerous defects, including an inadequate analysis of the Project's impacts on the very same transportation resources that the Project is allegedly designed to improve. 9 91 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 2 of23 INTRODUCTION ROTC and the Orange County Transportation Commission ("OCTA") have repeatedly requested that Caltrans not approve or commence construction of the Project —which entails the construction of a median -to -median connector between SR-241 and the tolled lanes in the median of SR-91 ("91 Express Lanes") ---until steps are taken to ensure that the Project's impacts to the SR-91 corridor are fully analyzed and mitigated to the fullest extent feasible. In particular, ROTC and OCTA have requested that Caltrans delay construction of the Project until other necessary improvements can be built to facilitate movement along the SR-91 corridor. Caltrans has improperly ignored these requests. While Caltrans' DSEIRIEIS claims that the Project will improve traffic and transportation from SR-241 to SR-91, Caltrans fails to properly analyze the Project's potential impacts along the entirety of the SR-91 corridor, from SR-55 to I-15. The Project may benefit SR-241 Toll Road users, but it appears this will be done at the expense of (i) general commuters who do not utilize the toll roads (and may be financially unable to do so), and (ii) current and future 91 Express Lanes users. Indeed, the whole purpose of the Project is to drop one more lane of traffic onto the SR-91 in an area that is already beyond capacity, creating additional congestion and back-up. These impacts could likely be mitigated —and the full benefits of the Project could be realized —if improvements adding capacity in this area and downstream of this area were completed before implementation of the Project. It is thus premature for Caltrans to move forward with the Project at this time because, absent additional improvements, the Project would create additional congestion on the eastbound SR-91's general purpose lanes and would impact the operation of the 91 Express Lanes in Riverside County. RCTC understands the potential merit of the Project, which seeks to solve the back-up issues faced by Toll Road users at Windy Ridge as the SR-241 merges with the SR-91. The Project, however, will result in significant (and as -yet unanalyzed and unmitigated) environmental impacts should Caltrans proceed with the Project now —before additional necessary SR-91 improvements are completed. Ultimately, ROTC urges Caltrans not to issue any project approvals until Caltrans fully complies with CEQA and properly analyzes all of the Project's potential environmental impacts. RCTC further urges Caltrans to work more closely and collaboratively with ROTC and OCTA to ensure that RCTC's concerns about the Project's scope, sequencing, and operations are satisfactorily addressed before the Project's approval. Ultimately, RCTC will do what it must to protect drivers on the SR-91 corridor —and the taxpayers and residents of Riverside County —from the impacts of this Project. For these reasons and the reasons set forth below, RCTC objects to the Project. 10 92 RCTC's Objection to the SR-241/SR-91 Tolled Express Lanes Connector Project Page 3 of 23 THE DSEIHIEIS FAILS TO COMPLY WITH CEQA 1. Caltrans' environmental analysis is fundamentally flawed because it is based Upon an improper environmental baseline and inaccurate "opening year" assumptions. "An E1R must include a description of the physical environmental conditions in the vicinity of the project," and "[t]his environmental setting will normally constitute the baseline physical conditions by which a lead agency determines whether an impact is significant." (State CEQA Guidelines, § 15125.) A lead agency should "generally describe physical environmental conditions as they exist at the time the notice of preparation is published." (Ibid.) Because analysis of environmental impacts relies on an environmental baseline, an improper baseline is a CEQA violation that permeates the entirety of an EIR. Here, Caltrans published its Notice of Preparation ("NOP") on March 13, 2015, but Caltrans did not use this date as its environmental baseline. (DSEIR/EIS, p. 4-73.) Instead, Caltrans based its environmental baseline on data collected in 2013—two years before the NOP was published and nearly a decade before the Project will actually open. (DSEIR/EIS, p. 4-2 ["for most of the technical evaluations, the baseline conditions for comparative purposes under CEQA were the existing conditions in 2013, when the information was collected"].) Caltrans must explain why this data nonetheless constitutes a proper baseline under CEQA. While Caltrans relies on a baseline from 2013 (two years before the NOP) as to many impacts, it relies on a "future" baseline as to other impacts. Specifically, Caltrans notes that "for the topics of transportation/traffic, air quality, noise, and energy, the evaluation compared the Build Alternative to the future No Build conditions (2017 Opening Year and/or 2040 Build Out) rather than to existing conditions in 2013." (DSEIR/EIS, p. 4-3.) Caltrans attempts to justify use of this "future" baseline because "the initial phase of the SR-91 CIP would be completed by 2017" and thus a "comparison between the 2017 Build and the 2013 Existing conditions would not be logical." (DSEIR/EIS, p. 4-4.) Even if one were to accept the need to use a future environmental baseline. Caltrans' use of 2017 as the environmental baseline is flawed for several reasons. First, Caltrans itself recognizes that 2017 is not actually the opening year for the Project. Indeed the DSEIR/EIS provides a "revised opening year- of 2020. Second, even the use of 2020 as the baseline is flawed because Caltrans admits that it has not adjusted its analysis to reflect a revised opening year of 2020. (DSEIR/EIS, p. 1-23 ["Although the revised opening year is 2020, all of the tables and analysis still refer to 2017 as this is the year for which modeling was completed"].) Third, the DSEIR/EIS fails to support with substantial evidence its assumption that analysis of projected 2017 conditions accurately captures existing conditions in 2020. Moreover, Caltrans' projections for the Project's "revised opening year" of 2020 is outdated. The 2020 opening year is premised on the assumption that "the Proposed Project is anticipated to take approximately 1$ months to construct beginning in 201 S " (DSEIR/EIS, p. 3.I2-22.) Based on this assumption, and the fact that Caltrans has not yet completed the environmental review process for the Project, it is likely that the Project's opening year would not actually be until 2024 or later. Indeed, TCA indicated in a March 25, 2019 letter to OCTA 11 93 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 4 of 23 that it anticipates the Project to open on December 31, 2023nearly seven years after Caltrans' initial projected opening date of 2017. Finally, substantial evidence does not support Caltrans' conclusion that projected 2017 conditions based on 2013 data are comparable to conditions in 2024, when the Project is likely to open. The DSEIRIEIS justifies its use of a "future" 2017 baseline to measure the now -outdated 2020 opening year conditions by asserting that "[t]he Traffic Engineer has stated that the changes from 2017-2020 would be nominal." (DSEIRIEIS, pp. 1-23, 3.12-24.) The ❑SEIRIEIS, however, does not base this assertion on any substantial evidence. For example, the DSEIRIEIS asserts that the change in traffic volume between 2013.and 2017 "is projected to be 22 to 27 percent," but that the change in traffic volume between 2017 and 2020 would be negligible. (DSEIRIEIS, p. 4-3.) Moreover, the DSEIRIEIS includes no analysis of the change in traffic volume between 2017 and 2024. In other words, the DSEIRJEIS uses data from 2013 (two years before the NOP was published) to project "opening year" baseline conditions in 2017 (at least seven years before the Project will actually open), recognizes that 2017 is the wrong opening year (DSEIRIEIS, p. 3.12-24 [asserting 2020 is "revised planned opening year"), and concedes that no analysis has been done for 2020, much less 2024 (DSEIRIEIS, p. 3.12-24 ["although the revised opening year is 2020, all of the tables and analysis still refer to 2017, as this is the year for which the modeling was completed"]). Ultimately, Caltrans' DSEIRIEIS uses a shifting baseline without sufficiently explaining why substantial evidence supports that approach. Without an accurate baseline supported by substantial evidence, Caltrans' environmental analysis is necessarily flawed. To comply with CEQA. Caltrans must update its environmental baseline, revise its environmental analysis, and recirculate the DSEIRIEIS for another round of public review. Otherwise, certification of this SEIRIEIS would violate CEQA and constitute an abuse of discretion. 2. Caltrans failed to properly analyze the Proiect's traffic and transportation impacts. ■ Caltrans' analysis shows that the Project will significantly impact traffic. For example, Caltrans admits that "[i]n the PM peak period in 2017, the travel time for the SR-91 eastbound general purpose lanes would slightly increase in the Build Conditions (between I to 2.5 minutes)." (DSEIRIEIS, pp. 1-23, 3.5-19.) Caltrans further admits that "the Build Alternative would have a slightly higher combined demand east of the SR-24I /SR-91 interchange (approximately 1,800 more vehicles). This is due to an increase in demand at the SR-241 northbound-to-SR-91 eastbound movement for the Build Alternative caused by the addition of the direct -connector ramp." (DSEIRIEIS, p. 3.5-9.) Moreover, Caltrans admits that the Project will result in "increased demand on the general purpose lanes downstream of the 91 Express Lanes" and that this increased demand will result in a decrease of speeds of up to 6 miles per hour on the eastbound general purpose lanes. (DSEIRJEIS, p. 3.5-14.) ■ However, rather than concede that the foregoing constitutes significant environmental impacts, Caltrans asserts without basis that -[t]he increases in travel times for the SR- 91 eastbound general purpose lanes are considered nominal given the increase in 12 94 RCTUs Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 5 of 23 combined throughput that would be experienced in the same area." (DSEIR/EIS, pp. 1-23, 3.5-14.) Caltrans fails to support this flat conclusion with substantial evidence and fails to explain what relevance the purported increase in combined throughput in the area would have on the undisputed fact that the Project will adversely affect traffic in the SR-91 eastbound general purpose lanes during the PM peak period. This is a violation of CEQA. (Sierra Grub v. County of Fresno (2018) 5 Ca1.5th 502, 516 ["ultimate inquiry ... is whether the EIR includes enough detail `to enable those who did not participate in its preparation to understand and to consider meaningfully the issues raised by the proposed project"]; State CEQA Guidelines, § 15151 ["An EIR should be prepared with a sufficient degree of analysis to provide decision makers with information which enables them to make a decision which intelligently takes account of environmental consequences."].) Further, and based on its unsupported conclusion, Caltrans offers no mitigation to reduce these significant impacts. ■ The Project benefits drivers in Express Lanes at the expense of drivers in general purpose lanes, vet proper analysis of those impacts is not provided. The DSEIRIEIS minimizes the Project's impacts on drivers in eastbound general purpose lanes, stating the Project will "slightly increase" the travel time for the SR-91 eastbound general purpose lanes by up to 2.5 minutes. (DSEIRIEIS, p. 3.5-19.) At the same time, the DSEIRIEIS extolls the virtue of the Project by noting that "the travel time for the SR- 241 northbound to the SR-91 eastbound via the new Express Lane ramp would decrease by 2.5 minutes." (ibid.) In other words, the Project seeks to benefit toll - paying drivers by directly impacting a far greater number of non -toll -paying drivers in general purpose lanes. Caltrans must take measures to analyze and disclose the comparative magnitude of these benefits and impacts, and to mitigate the Project's impacts on drivers traversing SR-911s eastbound general purpose lanes. ■ Caltrans finds that the Project would not have_permanent adverse impacts on traffic if RCTC's Ultimate SR-91 CIP Improvements are completed before construction of the Project. The DSEIRIEIS provides that - t]he improvements associated with the Ultimate SR-91 CIP improvements were found to provide enough capacity in 2040 to accommodate the friction between the 91 Express Lanes and the general purpose lanes in the eastbound ingress/egress area." (DSEIRIEIS, p. 3.5-15.) Given that Caltrans believes that the Project's impacts on the general purpose lanes in the eastbound ingress/egress area would be alleviated after construction of the Ultimate SR-91 CIP improvements, Caltrans should revise or condition the Project such that construction of the Project would not continence until after the full completion of the Ultimate SR-91 CIP improvements. Moreover, Caltrans should further revise or condition the Project such that construction of the Project would not commence until after the full completion of other downstream eastbound improvements that would benefit the SR-91 corridor, including (1) the I-151SR-91 Express Lanes Connector Project, which will (among other things) link the eastbound 91 Express Lanes to the northbound 1-15 Express Lanes; and (2) the SR-711SR-91 Interchange Project, which entails (among other things) (i) the construction of a two-lane direct flyover connector from eastbound SR-91 to northbound SR-71, (ii) improvement of the connection 13 95 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 6 of 23 between the eastbound SR-91 Green River Road on -ramp and the SR-711SR-91 Interchange, and (iii) construction of an eastbound road south and parallel to SR-91 between Green River Road and the SR-711SR-91 Interchange. Indeed, Caltrans cannot simply ignore the Project's impacts on the eastbound general purpose lanes on SR-91. CEQA requires Caltrans not only to analyze these impacts, but to mitigate them. (State CEQA Guidelines, § 15126.4.) ■ Caltrans fails to properly analyze the impacts on traffic and transportation during Project construction. Caltrans concedes that Ityaffic delays are expected during construction of the guild Alternative." (DSEIRIEIS, p. 3.5-5.) Caltrans contends that implementation of Measure TR-1 would mitigate the Project's temporary transportation -related construction impacts to a level of less than significant. (Ibid.) Caltrans fails to explain, however. how or why Measure TR-1 would mitigate the Project's undisputed adverse impact on traffic and transportation during Project construction. Measure TR-1 provides: Transportation Management Plan. Ensure that a Transportation Management Plan (TMP) is completed in consultation with the California Department of Transportation and included in the Plans, Specifications, and Estimates for implementation by the contractor prior to and during construction of any project improvements. The TMP will be prepared by a qualified traffic engineer and will address traffic impacts from temporary detours and weekend or nighttime closures to reduce traveler delays and enhance traveler safety during project construction. The TMP may include the following elements: • Public awareness campaign • Highway advisory radio • Portable changeable message signs ■ Temporary loop sensor/signals • Bus or shuttle service ■ Construction Zone Enhanced Enforcement Program Measure TR-1 seems inadequate in specificity and efficacy given the magnitude of the Project, the volume of the SR-91 Corridor, and the paucity of alternatives. Moreover, Caltrans provides no evidence explaining why and how this Measure will actually mitigate the Project's adverse impacts on traffic during construction of the Project. The Measure provides that the TMP must -address" - but not mitigate to a level of less than significant - traffic impacts from temporary detours and weekend or nighttime closures to reduce traveler delays. The Measure further provides that the TMP "may," but need not, include certain elements. In sum, Caltrans fails to provide substantial evidence that the Project's construction -related impacts on transportation will be mitigated to a level of less than significant. 14 96 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 7 of 23 ■ Caltrans fails to explain how its mitigation measures will actually mitigate any impact. In addition to Measure TR-1, discussed above, the DSEIRIEIS references two other mitigation measures: Measure T-13 and Measure C-15. (DSEIRJEIS, p. 3.5-39.) It is unclear, however, (1) to what impacts these measures purportedly relate; and (2) how these measures purportedly mitigate the unspecified impacts to a level of less than significant. Again, this is prejudicial error. (See Lotus v. Department of Transportation (2014) 223 Ca1.App.4th 645. 658.) ■ Caltrans' failure to analyze the Project's impacts on local streets obfuscates the Project's temporary construction impacts. The DSEIRIEIS concedes that "temporary detours and weekend or night time closures would be required at the Gypsum Canyon Road on- and off -ramps and at the northbound SR-241 to the eastbound SR-91 connector." (DSEIRJEIS, p. 3.5-5.) Presumably, these detours would be through local streets. The DSEIRJEIS, however, does not analyze the temporary impacts these detours would have on such local streets. ■ Caltrans fails to analyze the Project's impacts on the 91 Express Lanes. The ❑SEIRIEIS' three -paragraph discussion of the Project's temporary impacts does not consider impacts to the 91 Express Lanes during construction of the Project. For example, the DSEIRJEIS does not address whether construction of the Project would require temporary closure of the 91 Express Lanes or the opening of the 91 Express Lanes to the public as an "emergency relief valve." Moreover, the DSEIRIEIS does not discuss potential loss of revenue that would result if the 91 Express Lanes were either temporarily closed or opened to the public. RCTC relies on these revenues to make necessary transportation improvements, but Caltrans does not address these impacts at all in the DSEIRIEIS. The public and the 91 Express Lanes customers who rely on the 91 Express Lanes are entitled to this information. ■ Caltrans fails to properly analyze whether the Project will substantially increase hazards due to a design feature or incompatible uses. The State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses." (State CEQA Guidelines, Appendix G. Section XV I [Transportation/Traffic]. subd. (d).) Caltrans' analysis regarding this issue, however, consists almost entirely of conclusions without any explanation or factual support. (DSEIRIEIS, p. 4-15.) In particular, Caltrans' full analysis on this issue provides: The guild Alternative would not increase hazards due to a design feature or incompatible uses because the Proposed Project would be designed and constructed in compliance with the Caltrans Design Standard Construction Specifications. The proposed improvements do not include any hazard design features or incompatible uses. No impacts would occur, and no mitigation is required. 15 97 RCTC's Objection to the SR-2411SR-91 Toiled Express Lanes Connector Project Page 8 of 23 (DSEIRIEIS, p. 4-15.) This discussion fails to comply with CEQA. (Sierra Club v. County of Fresno (2018) 5 Ca1.5th 502, 516 ["ultimate inquiry ... is whether the EIR includes enough detail `to enable those who did not participate in its preparation to understand and to consider meaningfully the issues raised by the proposed project")) For example, Caltrans does not explain how compliance with the Caltrans Design Standard Construction Specifications ensures that the Project would not increase hazards due to a design feature or incompatible use. Similarly, the discussion concludes that the Project does "not include any hazardous design features or incompatible uses," but provides no evidence or discussion to support this conclusion. This constitutes a violation of CEQA. (Ibid.) ■ Caltrans fails to analyze whether the Project will result in inadequate emergency access during the Project's construction. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "result in inadequate emergency access." [State CEQA Guidelines, Appendix G, Section XVI [Transportation/Trafficj, subd. (e).} Caltrans fails to include substantive analysis of whether the Project could result in inadequate emergency access. This failure is especially pronounced given Caltrans' admission that the Project will result in "detours and closures" that "are expected to result in some delay to the traveling public." (SDEIRIEIS, p. 3.5-5.) Caltrans, however, fails to analyze the extent of this delay. How often will there be detours and closures? How much delay will these detours and closures cause? Will these detours and closures render some areas inaccessible from the freeway? How will these detours and closures impact emergency access? These questions are all the more pertinent given that the canyon topography of the project area and the existing 91 Express Lanes' geometry will present unique challenges regarding emergency access that must be addressed. Despite these facts, Caltrans has failed to consider —much less analyze —any of these questions. Again, this constitutes a violation of CEQA. The public has a right to this information. ■ Caltrans does not analyze the Project's potential impacts along the entirety of SR-91, from SR-55 to I-15. "The Study Area for traffic includes SR-91 from west of the Weir Canyon Road interchange in Anaheim Hills to east of the Serfas Club Drive/Auto Center Drive interchange in the City of Corona. The Study Area also includes SR-241 from north of the Santiago Canyon Road interchange to SR-91 and State Route 71 (SR-71 ) south of the Butterfield Ranch Road interchange to SR-91." (DSEIRIEIS, p. 3.5-1.) Caltrans fails to explain with any substantial evidence, however, why it selected this particular study area ----a violation of CEQA. RCTC requests that Caltrans study the Project's potential impacts along the entirety of SR- 91, from SR-55 to I-15. ■ Caltransproject description is inadequate. The DSEIRIEIS does not adequately analyze or disclose TCA's proposed restriction to limit use of the Project to only commuters using the 91 Express Lanes. The proposed restriction would prohibit eastbound egress from the Project at the County Line to SR-71 and Corona 16 98 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 9 of 23 destinations, and the proposed restriction would further require combined toll rate signing between the Project and the 91 Express Lanes. As a result, the proposed restriction could have significant impacts that are not analyzed in the DSEIRIEIS. 3. Caltrans has failed to properly analyze the Proiect's noise impacts. ■ Caltrans fails to properly analyze the Project's construction -related noise impacts. The DSEIR/EIS concedes that "temporary detours and weekend or night time closures would be required at the Gypsum Canyon Road on- and off -ramps and at the northbound SR-241 to the eastbound SR-91 connector" during construction of the Project." (DSEIRIBIS, p. 3.5-5.) Caltrans, however, fails to consider or analyze the noise resulting from freeway traffic being directed through local streets during nighttime and weekend hours, and Caltrans further fails to explain why it believes those impacts will be less than significant. The impacts could be potentially significant, yet Caltrans failed to consider the impacts at all. This should be addressed in a recirculated DSEIRJEIS. ■ Caltrans recognizes that its Project will result in a significant noise impact. but fails to explain how mitigation will reduce the impact to a level of less than significant. According to the DSEIRIEIS. "a noise impact occurs when the predicted future noise level with the project substantially exceeds the existing noise level (defined as a 12 dBA or more increase) or when the future noise level with the project approaches or exceeds the NAC [Noise Abatement Criteria]." (DSEIRIEIS, p. 3.13-1.) Caltrans admits that the Project will result in a significant noise impact. In particular, the DSEIRIEIS provides that "2040 noise levels for the Build Alternative are expected to approach or exceed the NAC at 19 of the 22 modeled receptor locations at the Canyon RV Park." (DSEIRIEIS, pp. 3.13-24.) Yet, Caltrans fails to provide any mitigation for that specific impact. Rather. Caltrans seeks to mitigate noise with a completely inapplicable mitigation measure, Measure N-1. Measure N-1 provides: Measure N-1 Control of Construction Noise Levels. The control of noise from construction activities will conform to the California Department of Transportation (Caltrans) Standard Specifications, Section 14-18.02, "Noise Control." The nighttime noise level from the contractor's operations, between the hours of 9:00 p.m. and 6:00 a.m., will not exceed 85 A -weighted decibels (dBA) one -hour A weighted equivalent continuous sound level (Leq(h)) at a distance of 50 feet. In addition, the contractor would equip all internal combustion engines with a manufacturer - recommended muffler and will not operate any internal combustion engine on the job site without the appropriate muffler. (DSEIRIEIS, p. 3.13-25.) Caltrans fails to explain how this mitigation measure (concerning construction impacts) serves to mitigate the Project's significant operational noise impacts in any way. 17 99 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 10 of 23 Caltrans additionally asserts that "the existing barriers along SR-91 are effective at reducing traffic noise," but Caltrans does not provide any mitigation measure other than Measure N-1 to actually mitigate the Project's significant impact. (See Pub. Res. Code, § 21081.6 [requiring mitigation measures to be "fully enforceable through permit conditions, agreements, or other measures"].) The DSEIRIEIS is thus defective and fails to comply with CEQA. (See Lotus, supra, 223 Cai.App.4th at pp. 654-658.) ■ Caltrans fails to properly analyze whether the Project would result in excessive groundborne vibration or groundborne noise levels. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "result in exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels." (State CEQA Guidelines, Appendix G, Section XII [Noise], subd. (b).) Caltrans, however. fails to analyze the issue. Rather, it fully relies on the "Caltrans Standard Specifications for Construction" and trusts that compliance with these specifications will ensure there will be no significant impact. In particular, the DSEIRIEIS" "analysis" of the issue provides: During construction, groundborne vibration and groundborne noise could be generated in conjunction with pile driving. If pile driving takes place, potential groundborne noise and vibration impacts would be minimized through compliance with Caltrans Standard Specifications for Construction, which is stipulated in Measure N- 1 in Section 3.13.4. Therefore, with implementation of Measure N-1, impacts related to groundborne noise and vibration would be less than significant, and no mitigation is required. (DSEIRIEIS, p. 4-42.) Caltrans does not make any attempt to actually analyze whether the Project could result in groundborne vibration or noise, before imposing this measure. It simply assumes that even if the Project did result in vibration or noise (no matter how intense), compliance with Measure N-1 and the Caltrans Standard Specifications for Construction would reduce the impact to a level of less than significant. In so doing, Caltrans does not analyze the impact or inform the public as required by CEQA. 4, Caltrans has failed to properly analyze the Project's impacts on air quality. ■ Caltrans fails to properly analyze the impact of Project -related construction activities on air quality. The DSEIRIEIS provides that `'construction -related emissions do not need to be included in regional and project -level conformity analyses" under the National Environmental Policy Act ("NEPA"). (DSEIRIEIS, p. 3.12-15.) This does not, however, excuse Caltrans from its obligation to analyze construction -related emissions under CEQA. Thus, Caltrans has failed to fulfill this obligation as the DSEIRIEIS contains inadequate analysis of Project -related construction activities. 18 100 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 11 of 23 Notably, while Caltrans sets forth the "maximum build alternative construction emissions," it does not set forth the applicable threshold of significance that would allow the public to determine whether these emissions are significant. (See (DSEIRIEIS, p. 3.12-23.) The DSEIRIEIS thus fails as an informational document under CEQA. ■ Caltrans fails to properly analyze the Project's long-term impacts on air quality. Caltrans' analysis of "permanent" air quality impacts suffers from the same defects as its analysis of construction -related air quality impacts. Notably, the DSEIRJEIS fails as an informational document because it simply sets forth the Project's emissions, without providing the thresholds of significance necessary for the public to determine whether these emissions constitute a significant environmental impact and without explaining what correlation (if any) there is between those emissions and potential health impacts. (DSEIRIEIS, p. 3.12-25; Sierra Club, supra, 6 Ca1.5th at p. 516 ["ultimate inquiry ... is whether the E1R includes enough detail `to enable those who did not participate in its preparation to understand and to consider meaningfully the issues raised by the proposed project;" accordingly, a lead agency must connect raw numbers measuring an environmental impact with specific adverse effects on human health or explain why such a connection is not possible]; State CEQA Guidelines, § 15151 ["An EIR should be prepared with a sufficient degree of analysis to provide decisionmakers with information which enables them to make a decision which intelligently tapes account of environmental consequences."].) ■ The Project would have a significant air quality impact based on the threshold set forth in the DSEIRIEIS. The ❑SEIRIEIS sets forth the following threshold of significance: "The project increases traffic volumes. Increases in traffic volumes in excess of 5 percent should be considered potentially significant. Increasing the traffic volume by less than 5 percent may still be potentially significant if there is also a reduction in average speeds." (DSEIRIEIS, p. 3.12-18.) Here, Caltrans concedes that the Project will increase traffic volumes and thus reduce average speed on the SR-91. Indeed, Caltrans asserts there will be a 14.9 percent increase in traffic on SR-241 as a result of the Project. (DSEIR/E1S, p. 3.12-19.) Despite this fact, and the correlating reduction in average speed that obviously would occur on the SR-91 as a result, Caltrans concludes that the Project will not result in air quality impacts because the Project would purportedly decrease the average delay per vehicle. (Ibid.) Caltrans' conclusion is baseless. Caltrans fails to actually measure (1) the increase in emissions and impacts on air quality resulting from the increase in traffic resulting from the Project; and (2) the purported decrease in emissions and air quality impacts resulting from the decrease in average delay per vehicle attributable to the Project. Without analyzing or assessing these impacts, Caltrans' conclusion about air quality impacts is speculative and improper. ■ Caltrans' mitigation measures are not enforceable. This is an issue that permeates throughout the DSEIRIEIS and applies to many of Caltrans' "measures." Caltrans 19 101 RCTC's Objection to the SR-241/SR-91 Tolled Express Lanes Connector Project Page 12 of 23 does not call its measures "mitigation measures;" instead, Caltrans refers to its measures as "avoidance and minimization measures." (See, e.g., 3.12-33.) These measures, however, do not appear to be enforceable. (See Lotus, supra, 223 Ca1.App.4th at p. 656 [Caltrans' "'avoidance, minimization and/or mitigation measures'... are not `part of the project'"].) Indeed, if these measures are not mitigation measures implemented by a mitigation monitoring and reporting program ("MMRP"), it is unclear how Caltrans intends to implement these measures. At a minimum, Caltrans must include those avoidance/minimization measures in its MMRP to ensure that they are enforceable and actually implemented. (ibid.) In the Air Quality section of the DSEIR/EIS, this is especially problematic as Caltrans appears to rely on the measures to mitigate impacts, without disclosing the extent of certain impacts without this mitigation. (See, e.g., ❑SEIR/EIS, p. 4-20.) For example, Caltrans bases its analysis of the Project's PMio and PM25 emissions on the assumption that there will be "50 percent control of fugitive dust as a result of watering and associated dust -control measures." (DSEIR/EIS, p. 3.12-22.) The DSEIR/EIS, however, fails to provide any evidence supporting this assumption, fails to provide the extent of these impacts without the referenced measures, and fails to explain how Caltrans intends to implement these measures. (See Pub. Res. Code, § 21081.6 [requiring mitigation measures to be "fully enforceable through permit conditions, agreements, or other measures"]; Lotus, supra, 223 Ca1.App.4th at p. 656- 658.) Caltrans' discussion of its mitigation measures is further flawed as its discussion is paradoxical. Throughout the DSEIR/EIS, Caltrans simultaneously contends (1) the Project will have significant effects; (2) these significant effects will be mitigated to a level of less than significant with the implementation of certain measures; and (3) no mitigation is therefore required. (See, e.g., ❑SEIR/EIS, pp. 4-19, 4-20 ["with implementation of Measures AQ-1 through AQ-5, the Proposed Project would not result in a cumulatively considerable net increase in criteria pollutants, and no mitigation is required"1.) Caltrans should not contend that mitigation is not required because the Project's significant impacts will be mitigated. This serves only to confuse the public, and further explanation of Caltrans' conclusions is needed. ■ Caltrans does not properly analyze whether the Project would conflict with or obstruct implementation of the applicable air quality plan. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "conflict with or obstruct implementation of the applicable air quality plan." (State CEQA Guidelines, Appendix G, Section III, [Air Quality], subd. (a).) Caltrans, however, does not explicitly identify an applicable air quality plan, much less analyze whether the Project would conflict with or obstruct implementation of such a plan. Indeed, the phrase "air quality plan" does not even appear in the ❑SEIR/EIS' discussion of air quality, except for a bare conclusion that the "Build Alternative would not conflict with or obstruct implementation of an applicable air quality plan." (DSEIR/EIS, p. 4- 20 102 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 13 of 23 7.) Moreover. it is unclear what Caltrans bases this conclusion upon. (Sierra Club, supra, 6 Ca1.5th at p. 522 ["To facilitate CEQA's information role, the EIR must contain facts and analysis, not just the agency's bare conclusions or opinions"].) Furthermore, the DSEIR/EIS asserts that air quality regulation in the South Coast Air Basin (where the Project is located) is administrated by the South Coast Air Quality Management District (SCAQMD), but the DSEIRIEIS does not reference any applicable air quality plan approved by SCAQMD, such as SCAQMD's Air Quality Management Plan. (DSEIRJEIS, p. 3.12-3.) Similarly, the DSEIRIEIS fails to consider or analyze the Project's consistency with the Climate Action Plan for Orange and Riverside Counties. For all of these reasons, the DSEIR/EIS fundamentally fails as an informational document. ■ Caltrans does not properly analyze whether the Project would result in a cumulatively considerable net increase of criteria pollutants. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "result in a cumulatively considerable net increase of any criteria pollutant for which the project region is in non -attainment under an applicable federal or state ambient air quality standard." (State CEQA Guidelines, Appendix G, Section III [Air Quality], subd. (b).) Caltrans asserts that the Project would result in emissions of criteria pollutants for which the project region is in non - attainment, but Caltrans fails to analyze the cumulative impact of these emissions. (DSEIRIEIS, p. 4-20.) Instead, Caltrans again simultaneously asserts that these impacts will be mitigated by certain measures, and that no mitigation is required to mitigate these impacts. (Ibid.) The DSEIRIEIS' unsupported assertions do not comply with CEQA. ■ Caltrans does not properly analyze whether the Project would expose sensitive receptors to substantial pollution concentrations. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would `'expose sensitive receptors to substantial pollutant concentrations." (State CEQA Guidelines, Appendix G, Section III [Air Quality], subd. (c).) Caltrans' discussion of whether the Project could result in such an impact violates CEQA for the same reasons discussed immediately above—i.e., Caltrans admits the Project could have an impact, asserts that the impact will be mitigated to less than significant levels, and asserts that no mitigation is required. (DSEIRIEIS, p. 4-20.) Moreover, and this applies to every instance in which Caltrans discusses its mitigation measures, the DSEIRJEIS fails to include any discussion of the substantial evidence showing how the referenced mitigation measures (e.g., Measures AQ-1 through AQ-5) will actually mitigate the referenced impacts to a level of less than significant. This constitutes a violation of CEQA. (Lotus, ,supra, 223 Ca1.App.4th at pp. 656-658.) 21 103 RCTC's Objection to the SR-241/SR-91 Tolled Express Lanes Connector Project Page 14 of 23 ■ Caltrans fails to rely on a Health Risk Assessment to ascertain the Project's air quality impacts on human health. An EIR's analysis of air quality impacts is inadequate where it does not connect the raw particulate numbers and their effect on air quality - with specific adverse effects on human health. (Sierra Club, supra, 6 Ca1.5th at p. 516.) Here. Caltrans does not prepare a Health Risk Assessment to ascertain the Project's air quality impacts on human health, as many EIRs do. Instead, Caltrans contends that it cannot study air quality impacts on human health due to technological limitations. (SEIR/EIS, p. 4.12-26.) Further discussion of those technological limitations would be helpful in clarifying this issue to the public. ■ Caltrans does not properly analyze whether the Project would result in odors affecting people. The Initial Study Checklist of the State CEQA Guidelines provides that a project could result in a potential significant environmental impact if it would "result in other emissions (such as those leading to odors) adversely affecting a substantial number of people." (State CEQA Guidelines, Appendix G, Section III [Air Quality], subd. (c),} Here, Caltrans' discussion of whether the Project would result in odors consists entirely of conclusions. (Sierra Club, supra, 6 Ca1.5th at p. 522 ["To facilitate CEQA's information role, the EIR must contain facts and analysis, not just the agency's bare conclusions or opinions"].) Caltrans fails to reference any facts to support its conclusion that "impacts related to odors would be less than significant." For example, Caltrans concedes that the Project could result in certain odors, but concludes that "[s]uch odors would be quickly dispersed below detectable thresholds as distance for the site(s) increases." Caltrans, however, offers no analysis or facts to support this conclusion. 5. Caltrans has failed to properly analyze the Proiect's impacts on Ereenhouse gas emissions. ■ Caltrans makes no effort to analyze the Project's greenhouse gas emissions. CEQA requires Caltrans to analyze whether the Project would (1) generate greenhouse gas (GHG) emissions, either directly or indirectly, that may have a significant impact on the environment, and/or (2) conflict with an applicable plan, policy or regulation adopted for the purpose of reducing the emissions of greenhouse gases. (State CEQA Guidelines, Appendix G, Section VIII [Greenhouse Gas Emissions].) The DSEIR/EIS, however, fails to answer these questions. Indeed, Caltrans makes no attempt to analyze the Project's greenhouse gas emissions. Instead, the DSEIR/EIS provides that "it is Caltrans' determination that in the absence of further regulatory or scientific information related to GHG emissions and CEQA significance, it is too speculative to make a significance determination regarding the Proposed Project's direct and indirect impact with respect to climate change." (DSEIR/EIS, p. 4-67.) The DSEIR/EIS should be revised to include an analysis of the Project's GHG enssions. ■ Caltrans does not explain why it believes analysis of GHG emissions is not possible. A lead agency must connect raw numbers measuring an environmental impact with 22 104 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 15 of 23 specific adverse effects or explain why such a connection is not possible. (Sierra Club, supra, 6 Ca1.5th at p. 516.) Here, Caltrans not only abdicates its duty to provide the raw numbers measuring the Project's GHG emissions, it also fails to explain why it contends the analysis is not possible. It is surprising that Caltrans would stand behind such a statement without analysis, given several recently -enacted state laws and regulations that declare a heightened state of urgency on climate change. ■ Caltrans' own guidance documents suggest the Project will have a significant environmental impact relating to GHGs. Caltrans' Interim Guidance: Determining CEQA Significance for Greenhouse Gas Emissions for Projects on the Slate Highway System ("Interim Guidance") from March 2019 provides that Caltrans must analyze a Project's impacts on GHGs. Moreover, the Interim Guidance provides that capacity - increasing projects —such as the Project here —are generally considered to have significant GHG impacts if future build emissions are greater than existing conditions. (Interim Guidance, p. 14.) Here, Caltrans contends that the Project's future build emissions are greater than existing and future no -build conditions. (DSEIRIEIS, p. 4-66.) Per Caltrans' own guidance document, the Project thus has a significant environmental impact on GHG emissions. The DSEIRIEIS' failure to disclose this significant impact on the environment constitutes a violation of CEQA. ■ Caltrans' use of unenforceable quasi -mitigation measures is improper and does not excuse Caltrans' failure to analyze the Project's GHG emissions. Caltrans contends that certain measures "will also be included in the Proposed Project to reduce the GHG emissions and potential climate change impact from the Proposed Project." (DSEIRIEIS, p. 4-69.) These include measures to provide for an undefined amount of landscaping and to recommend —not require —more energy -efficient lighting. (DSEIRIEIS, p. 4-69 through 4-71.) While RCTC lauds the inclusion of these measures, it also believes that Caltrans must further explain how these vague features operate as specific and enforceable mandates under CEQA. Otherwise, the public will be deprived of knowing how much these mitigation measures will actually reduce the Project's GHG emissions, and whether the mitigation measures will reduce the emissions to a level of less than significant. 6. Caltrans has failed to properly analyze the Project's aesthetic impacts. ■ Caltrans improperly concludes the Project's construction -related aesthetic impacts are not significant simply because they are temporary. A significant environmental impact resulting from Project -related construction is not less than significant simply because the impact is temporary. (See, e.g., City of Arcadia v. State Water Resources Control Bd. (2006) 135 Ca1.App.4th 1392 [CEQA documentation inadequate where lead agency "ignore[d] the temporary impacts of the construction"].) Caltrans concedes that Project -related construction activities could have aesthetic impacts. (SDEIRIEIS, p. 3.6-8.) Nevertheless, Caltrans concludes: "Construction activities would be temporary, and the visual impacts related to views of the construction 23 105 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 16 of 23 activities would cease after completion of construction; therefore, no substantial impacts would occur." (See SDEIRIEIS, p. 3.6-8, 3.6-9, & 4-17.) Accordingly, Caltrans must provide an explanation supported by substantial evidence as to why temporary impacts are less than significant. ■ Caltrans fails to properly analyze the Project's impact on scenic resources. CEQA requires Caltrans to analyze whether the Project would substantially damage scenic resources, regardless of whether the resources are within a state scenic highway. In particular, CEQA provides that a lead agency must analyze whether a project will substantially damage scenic resources, including, but not limited to, (i) trees, (ii) rock outcroppings, and (iii) historic buildings within a state scenic highway. (State CEQA Guidelines, Appendix G, Section I [Aesthetics], subd. (b).) Caltrans, however, improperly limits its analysis to whether the Project would "degrade scenic resources along a State -designated scenic highway." (DSEIRIEIS, p. 4-17.) In doing so. Caltrans ignores impacts to scenic resources that it acknowledges elsewhere in the DSEIRIEIS—e.g., temporary impacts to 8 coast live oak trees. 15 sycamore trees, and 3 California Black Walnut trees, and permanent impacts to 6 oak trees. (DSEIR.lEIS, p. 3.6-10.) ■ Caltrans fails to properly analyze whether the Project would create a new source of substantial light or glare that would adversely affect day or nighttime views in the area. Caitrans' analysis of this issue is effectively limited to pointing towards certain "measures" --not mitigation measures —that would purportedly mitigate the Project's impacts relating to this issue, but there is no explanation as to why this is the case. (DSEIRIEIS, p. 4-17 through 4.7-18.) As discussed throughout this letter, this is improper and violates CEQA. (Lotus, supra, 223 Ca1.App.4th at pp. 656-658.) 7. Caltrans has failed to properly analyze the Project's impacts on hioloaical resources. ■ Caltrans fails to provide mitigation measures for the Projeces_potentially significant adverse impacts on candidate, special status, and sensitive plant species. CEQA requires mitigation measures to reduce a Project's potentially significant impacts on the environment. (See, e.g., Kings County Farm Bureau v. City of Hanford (1990) 221 Ca1.App.3d 692, 732.) Here, Caltrans determines the Project "may affect, not likely to adversely affect" various candidate, special status, or sensitive species and their critical habitats, including, among others: (1) Braunton's Milk -vetch, (2) Thread -leaved Brodiaea, (3) Santa Ana sucker, (4) coastal California gnatcatcher, (5) Least Bell's Vireo, and (6) Southwestern Willow Flycatcher. Caltrans' determination that the Project "may affect" these species constitutes a finding that the Project will have potentially significant impacts on these species; mitigation is thus required. Yet, Caltrans does not propose mitigation measures to minimize these impacts. Rather, Caltrans sets forth unenforceable "measures" to minimize the Project's impacts, but Caltrans fails to explain how these measures will be implemented and fails to explain how these measures will actually mitigate the 24 106 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 17 of 23 Project's identified potentially significant impacts. (DSEIRIEIS, pp. 3.19-10 through. 3.19-21, 4-49 through 4-56; Pub. Res. Code, § 21081.6; State CEQA Guidelines, § 15126.4; Lotus. supra, 223 Cal.App.4th at pp. 656-658.) ■ Caltrans fails to mitigate impacts to coastal sage scrub outside of the NCCPIHCP Plan Area. Caltrans recognizes that the Project will adversely impact coastal sage scrub outside the Coastal Subregion Natural Community Conservation Plan/Habitat Conservation Plan/Habitat Conservation Plan ("NCCPIHCP") Plan Areas, but concludes that "[w]ith the implementation of Measures NC-1 through NC-6..., which address construction activities in and adjacent to coastal sage scrub, the Build Alternative would not result in substantial temporary impacts to coastal sage scrub habitat during construction." (SDEIRJEIS, pp. 3.15-55, 4-51.) Measures NC-1 through NC-6, however, suffer from the same defects that plague Caltrans' other measures, discussed above. The measures are not enforceable mitigation measures, and Caltrans fails to explain how implementation of the measures would mitigate the Project's impacts on coastal sage scrub outside the NCCPIHCP Plan Areas to a level of less than significant. (Pub. Res. Code, § 21081.6; see also Lotus, supra, 223 Cal.App.4th at p. 656.) Moreover, Caltrans' contention that li]mpacts to non-NCCPIHCP areas within Caltrans right-of-way will be covered through mitigation measures in the new Biological Opinion for the Proposed Project" fails to comply with CEQA's informational requirements. In particular, Caltrans does not disclose the contents of "the new Biological Opinion" and does not explain what actual mitigation measures will be implemented to mitigate impacts to the coastal sage scrub and the species — like the California gnatcatcher—that depend on the coastal sage scrub. This constitutes an improper deferral of mitigation. ■ Caltrans fails to mitigate impacts to coast live oak woodland. The DSEIRIEIS asserts that the Project "would temporarily impact 8 coast live oak and 15 sycamores and permanently impact 6 coast live oak trees." (DSEIRJEIS, p. 4-56, 3.15-57.) Again, Caltrans seeks to mitigate these impacts with unenforceable measures; at the very least, Caltrans fails to explain how the measures will be enforced. (Pub. Res. Code, § 21081.6; see also Lotus, supra, 223 Cal.App.4th at pp. 656-658.) ■ Caltrans fails to properly analyze whether the Project will interfere with the movement of wildlife species. CEQA requires Caltrans to determine whether the Project would "interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites." (State CEQA Guidelines, Appendix G, Section IV [Biological Resources], subd. (d).) The DSEIRJEIS provides that the Project's construction activity around the Windy Ridge Wildlife Crossing "may cause animals to avoid this wildlife corridor." Despite this, the DSEIRIEIS concludes that "no substantial temporary impacts to wildlife corridors would occur during construction in that area' with the implementation of Measures 25 107 RCTC's Objection to the SR-2411SR-91 Toiled Express Lanes Connector Project Page 18 of 23 NC-9, NC-11, NC-13, and. NC-14. The discussion is insufficient because Caltrans does not explain how these mitigation measures —or any of its mitigation measures — are enforceable. (Pub. Res. Code, § 21081.6; Lotus, supra, 223 Ca1.App.4th at pp. 656-658.) ■ Caltrans does not properly mitigate impacts to jurisdictional waters. The DSEIRJEIS provides that the Project would result in temporary and permanent impacts to certain waters. (DSEIR/EIS. pp. 3.16-10 through 3.16-15, 4-21.) Caltrans contends that these impacts would be less than significant with the implementation of Measures WET-1 through WET-3, which require a nationwide permit from the US Army Corps of Engineers, a Streambed Alteration Agreement from CDFW, and Section 401 Water Quality Certification from the Regional Water Quality Control Board ("RWQCB"). Caltrans fails to explain, however, what nexus exists between obtaining these permits and mitigating the identified impacts. Indeed, it is entirely unclear, based on the DSEIRIEIS, how obtaining these permits would reduce the identified impacts to a level of less than significant. 8. Caltrans has failed to properly mitigate the Proiect's impacts on paleontological resources. ■ Caltrans recognizes that the Project may have a significant environmental impact on paleontological resources, but Caltrans defers mitigation of this impact Deferral of mitigation is not permissible under CEQA. State CEQA Guidelines section 15126.4 provides: Formulation of mitigation measures shall not be deferred until some future time. The specific details of a mitigation measure, however, may be developed after project approval when it is impractical or infeasible to include those details during the project's environmental review provided that the agency (1) commits itself to the mitigation, (2) adopts specific performance standards the mitigation will achieve, and (3) identifies the type(s) of potential action(s) that can feasibly achieve that performance standard and that will be considered, analyzed, and potentially incorporated in the mitigation measure. (State CEQA Guidelines, § 15126.4.) Here, Caltrans improperly defers mitigation with Measure PAL-1, which provides that a Paleontological Mitigation Plan will be prepared in the future during "final design." (DSEIRIEIS, p. 3.10-14.) Deferral of mitigation is impermissible. (State CEQA Guidelines, § 15126.4.) Thus, ROTC requests that Caltrans set forth the enforceable performance standards that will be included in such a plan. 26 108 RCTC's abjection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 19 of 23 9. Caltrans has failed to properly analyze the Proiect's impacts on cultural resources. ■ Caltrans does not explain how Measures CR-1 and CR-2, if implemented, would reduce the Proiect's potential significant impacts on cultural resources. (See DSEIRIEIS, pp. 3.7-7 through 3.7-8, 4-24 through 4-25.) For example, Measure CR- 1 provides: "If cultural materials are discovered during construction, all earthmoving activity within and around the immediate discovery area will be diverted until a qualified archaeologist can assess the nature and significance of the find. At that time, the Caltrans District 12 Environmental Branch Chief will be contacted to ensure that Section 106 compliance is maintained." (DSEIRIEIS, p. 3.7-8.) It is unclear how this would mitigate any impacts. What happens after the archaeologist assesses the nature and significance of the find? Does earthmoving activity commence after the archaeologist makes his or her assessment, regardless of what that assessment is? How does contacting the Environmental Branch Chief mitigate any potential impacts? How would compliance with Section 106 mitigate any potential impacts? Again, enforceable performance standards should be specified. ■ Measures CR-1 and CR-2 do not address "preservation in place." (See DSEIRIEIS, pp. 3.7-7 through 3.7-8.) "Public agencies should, whenever feasible, seek to avoid damaging effects on any historical resource of an archaeological nature. The following factors shall be considered and discussed for a project involving such an archaeological site: (A) Preservation in place is the preferred manner of mitigating impacts to archaeological sites.._." (See State CEQA Guidelines, § 15126.4(b)(3).) Caltrans, however, does not explain whether this is the preferred manner of mitigating, or how feasibility of preserving in place would be assessed. 141. Caltrans has failed to properly analyze the Proiect's impacts on neology and soils. ■ Caltrans offers incomplete analysis regarding whether the Project could have a potentially significant irnpact due to its location on a geologic unit or soil that is unstable. CEQA requires Caltrans to analyze whether the Project would be "located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off -site landslide, lateral spreading, subsidence, liquefaction, or collapse." (State CEQA Guidelines, Appendix G, Section VI [Geology and Soils], subd. (c).) As an initial matter, Caltrans fails to properly analyze the Project's potential to result in any of these impacts, except for liquefaction. (DSEIRIEIS, p. 4-28.) Moreover, Caltrans notes that the Project is mapped as being within a "Liquefaction Zone of Required Investigation" by the California Division of Mines and Geology, that "potentially liquefiable layers are present within Santa Ana Canyon," and that "liquefaction potential in the Project Area is considered low -to -medium." (DEISIEIR, p. 4-28.) Caltrans, however, stops it analysis here. It does not conclude that the Project will result in a significant environmental impact as a result, and it does not reach a contrary conclusion. Such an omission must be remedied. 27 109 RCTC's Objection to the SR-241/SR-91 Tolled Express Lanes Connector Project Page 20 of 23 ■ Caltrans falls to support its conclusions with facts and analysis. The DSEIRJEIS' discussion of geology and soils largely consists of conclusions unsupported by facts. For example, as to expansive soils, the DSEIRJEIS provides: "The soils within the Project Area can be somewhat expansive and compressible; however, hazards associated with compressible and expansive soils are considered low." (DSEIR, p.3.9-11, 4-28.) Caltrans fails to explain the basis for this conclusion and conclusions like it throughout its discussion of geolog,y and soils. (Sierra Club, supra, 6 Ca1.5th at p. 522 ["To facilitate CEQA's information role, the EIR must contain facts and analysis, not just the agency's bare conclusions or opinions"].) 11. Caltrans has failed to properly analyze the Proiect's hydrology and water quality impacts. ■ Caltrans fails to properly analyze whether the Project will violate any water quality standards or waste discharge requirements. The DSEIRJEIS does not identify any water quality standards or waste discharge requirements and thus does not analyze whether the Project will violate any such standards or requirements. (See DSEIRIEIS, p. 4-32.) ■ Caltrans fails to explain how its "measures" will mitigate potential impacts. Caltrans concludes (without analysis) that "[w]ith the implementation of Measures WQ-1 through WQ-5, impacts related to violation of water quality standards of waste discharge requirements would be less than significant, and no mitigation is required." (DSEIRIEIS, p. 4-33.) Caltrans, however, fails to explain how it will implement these measures. Moreover, these measures generally relate to compliance with various permits, but Caltrans does not explain how compliance with these permits will mitigate any of the Project's hydrology -related impacts. (DSEIRJEIS, p. 3.8-18 through 3.8-19. ) ■ Caltrans' reliance on unenforceable measures to mitigate impacts is improper. This comment applies to every instance throughout the DSEIRIEIS in which Caltrans relies on measures to mitigate impacts while simultaneously explaining that mitigation measures are not necessary. Caltrans routinely does this, and it is improper. (Lotus, supra, 223 Ca1.App.4th at pp. 656-658.) The practice makes it difficult to understand whether a Project will have a significant impact or not. Moreover. Caltrans does not explain (i) how it will enforce the mitigation measures, (ii) what precise impacts a given measure seeks to mitigate, or (iii) how the mitigation measures actually address the impact at issue. More must be done. 12. Caltrans does not sufficiently analyze the Proiect's growth -inducing impacts. ■ Caltrans does not support its conclusion that the Project would not result in growth - inducing impacts. The DSEIRJEIS concludes: `'The improved travel times expected to be achieved as a result of the [Project] could have a slight influence on demand for residential and nonresidential uses in the Project Area or nearby cities; however, it 28 110 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 21 of 23 would not be expected to be sufficient to result in the need to modify adopted General Plans to allow for greater levels of development (residential and nonresidential)." There are at least four defects in this analysis. First, the DSEIRIEIS does not support its conclusion with any facts or any analysis. For example, the DSEIR/EIS does not attempt to actually determine the Project's potential to result in an estimated increase in demand for residential and nonresidential uses in the Project Area or nearby cities; without such analysis, it is unclear on what basis Caltrans concludes that the Project would not result in growth -inducing impacts. Second. the DSEIRIEIS does not consider the Project's potential to induce population growth in areas beyond the Project Area or nearby cities, but further along the SR-241. Third, the DSEIRIEIS uses an improper threshold of significance to determine whether the Project's growth - inducing impacts would be significant—i.e., whether the Project's growth -inducing impacts would result in the need to modify adopted General Plans to allow for greater levels of development. Fourth, Caltrans merely speculates that the Project would not result in such impacts. For all of these reasons, Caltrans' speculative analysis of growth -inducing impacts fails to comply with CEQA. 13. Caltrans does not sufficiently analyze the Proiect's impacts on tribal cultural resources. ■ The ❑SEIRIEIS does not address tribal cultural resources as required by the State CEQA Guidelines. (See State CEQA Guidelines, Appendix G, Section XVII [Tribal Cultural Resources].) Caltrans omits this discussion entirely. To remedy this CEQA violation, Caltrans must analyze and discuss this issue in a revised DSEIRIEIS. After making the revision, Caltrans must recirculate the DSEIRIEIS. 14. Caltrans does not sufficiently analyze the Project's impacts on utilities and service systems. ■ Caltrans' conclusion that there are sufficient water supplies to serve the Project is not supported by facts or analysis. The DSEIRIEIS concludes that the Project would have sufficient water supplies available to serve the project from existing entitlements or resources because "the demand for water during construction and operation of the Build Alternative would represent only a very small percentage of total demand for water in the area and would not exceed existing entitlements." (SDEIRIEIS, 4-48.) Caltrans, however, does not specify (1) how much water the Project would require during construction; (2) how much water the Project would require during operation; (3) the amount of total water demand in the area; (4) the amount of total water available in the area; or (5) the extent of the existing entitlements. Rather, Caltrans concludes —without supporting facts and analysis —that sufficient water supplies are available to serve the project from existing entitlements. (See Sierra Club, supra, 6 Ca1.5th at p. 522.) ■ Caltrans' conclusion that the Project will be served by a landfill with sufficient capacity is not supported by facts or analysis. Caltrans concludes that "[t]he amount 29 111 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 22 of 23 of waste materials generated during construction and operation of the [Project] that would be disposed of in landfills would represent only a very small percentage of the total amount of waste generated in the region and disposed of at the landfills." Again, this is a conclusion unsupported by facts or analysis. (See .Sierra Club, supra, 5 Ca1.5th at p. 522.) Notably, Caltrans fails to specify (1) the amount of waste materials that would be generated during construction and operation of the Project, and (2) the capacity of nearby landfills to handle that amount of waste. Absent this information, Caltrans' conclusion is based on speculation, not substantial evidence. 15. Caltrans fails to properly analyze the Project's cuniulative impacts. ■ The DSEIRIEIS improperly dismisses less than significant impacts as incapable of being cumulatively considerable. Caltrans concludes that the Project "does not have impacts that are individually limited but cumulatively considerable because the only project impacts that require mitigation are related to biological and paleontological resources." (DSEIRJEIS, p. 4-58.) Putting aside the fact that many of the Project's impacts appear to require mitigation as discussed above, Caltrans appears to fundamentally misunderstand the purpose of a cumulative impacts analysis. The purpose is not to determine whether significant impacts cumulatively would have a significant cumulative impact, but rather to determine whether less than significant impacts, when analyzed with impacts from other projects, could result in a significant impact. Caltrans apparently fails to engage in any such analysis because it dismisses all less than significant impacts from its cumulative impacts analysis. This is a patent violation of CEQA; revision and recirculation of the DSEIRIEIS are required. • Caltranscumulative impacts analysis is fundamentally flawed because it does not discuss other projects. "The following elements are necessary to an adequate discussion of significant cumulative impacts: (1) either (A) a list of past, present, and probable future projects producing related or cumulative impacts, including, if necessary, those projects outside the control of the agency, (8) a summary of projects contained in an adopted local, regional, or statewide plan, or related document, that describes or evaluates conditions contributing to the cumulative effect." Here, Caltrans' cumulative impacts discussions lacks both of these elements, and further lacks all of the other necessary elements enumerated in State CEQA Guidelines section 15130. (DSEIRIEIS, p. 4-58.) For all of the foregoing reasons, the DSEIRIEIS must be revised and recirculated so the public can understand the Project's true impacts. REQUEST FOR NOTICES ROTC also requests to be added to the notification and distribution lists for all CEQA- related notices for the Project, public meeting notices, and public meeting/hearing notices issued pursuant to state and local law, including CEQA, the Ralph M. Brown Act, and the Bagley - Keene Act. The satisfaction of this written request is required by CEQA (Public Resources Code, 30 112 RCTC's Objection to the SR-2411SR-91 Tolled Express Lanes Connector Project Page 23 of 23 precluded." (State CEQA Guidelines, § 15088.5.) Accordingly, RCTC requests that the DSEIRJEIS be recirculated for public review after Caltrans revises the DSEIR/EIS consistent with CEQA. RCTC appreciates Caltrans' thoughtful consideration of these comments and concerns. Sincerely, Anne Mayer, Executive Director Riverside County Transportation Commission cc: Mike Beauchamp, CT District 8 Director Ryan Chamberlain, CT District 12 Director Darrell Johnson, OCTA CEO Mike Kraman, TCA CEO Michele Nissen, Interim Corona City Manager George Johnson, Riv Co CEO 31 113 OCTA BOARD OF DIRECTORS Tim Shaw Chairman Steve Jones Vice Chairman Lisa A. Bartlett Director Doug Chaffee Director Laurie Davies Director Barbara Delgleize Director Andrew Do Director Michael Hennessey Director Gene Hernandez Director Jose F. Moreno Director Joe Muller Director Mark A. Murphy Director Richard Murphy Director Miguel Pulido Director Michelle Steel Director Donald P. Wagner Director Gregory T. Winterbottom Director Ryan Chamberlain Ex-Officio Member CHIEF EXECUTIVE OFFICE Darrell E. Johnson Chief Executive Officer April 23, 2019 Ms. Smita Deshpande Generalist Branch Chief Caltrans-District 12, "Attn: 241-91 DSEIR/EIS Comment Period" 1750 East Fourth Street, Suite 100 Santa Ana, CA 92705 Subject: Follow-up to Draft Supplemental Environmental Impact Report/Environmental Impact Statement (SCH. 1989010410) Comments for the State Route 241/91 Tolled Express Lanes Connector Project (Project No. 1200020097) Dear Ms. Deshpande: This letter is a follow-up to the Orange County Transportation Authority (OCTA) January 2017 comments on the Draft Supplemental Environmental Impact Report/Environmental Impact Statement (DSEIR/S) for the State Route 241/91 Tolled Express Lanes Connector Project (Project). While the California Department of Transportation (Caltrans) is the lead agency in accordance to the California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA [through NEPA assignment]), the Transportation Corridor Agencies (TCA) is the sponsoring agency for the Project. OCTA applauds Caltrans' intent to adhere to the CEQA/NEPA processes to afford the public an opportunity to provide input on the Project. As a public agency, OCTA believes in the importance of disclosing the benefits/impacts of projects to facilitate meaningful public input. TCA has been working extensively with OCTA to provide additional traffic information for a better understanding of the potential impacts to the 91 Express Lanes and the general-purpose lanes. TCA conducted additional analyses related to traffic operations on the Project and included information that was not previously available or known at the time of the public review of the DSEIR/S. This included multiple iterations of the traffic analysis and a traffic operations model, rather than a traffic demand model that was originally used to support the Project. In addition, the Riverside County Transportation Commission began operations on its 91 Express Lanes in spring 2017 that changed the landscape of traffic patterns on the State Route 91 (SR-91) corridor. Finally, the Project's base year has been updated to 2018, from 2013[DP1] in the DSEIR/S. The opening year and no -build year were updated to 2025,[DP2] from 2020 in the DSEIR/S. In December 2018, TCA provided OCTA with the SR-241/SR-91 Tolled Express Lanes Connector DRAFT Traffic Analysis for Response to Comments on the SR-241/SR-91 Express Lanes Connector Draft Supplemental EIR/EIS (dated December 20, 2018). 32 Orangl¢Mtnty Transportation Authority 550 South Main Street/P.O. Box 14184 /Orange /California 92863-1584 /(714) 560-OCTA (6282) Ms. Smita Deshpande April 23, 2019 Page 2 OCTA believes the updated traffic analysis could materially change the outcome of the analysis in the DSEIR/S. Therefore, for the reasons stated, we believe it is in the best interest of Caltrans to recirculate the DSEIR/S to allow the public an opportunity to review the updated information. Given the SR-91 freeway is a major east -west corridor that traverses through several counties, OCTA believes Caltrans has the responsibility to update the traffic information in the DSEIR/S accordingly, which will allow the public to fully vet the Project. Caltrans, as the lead agency, has the discretion to certify the final SEIR/S. However, that decision should not be taken lightly, or without careful consideration, to afford the public to review the new information. In addition, Caltrans has yet to provide responses to numerous comments/concerns raised in the January 2017 comment letter on the DSEIR/S (Attachment). CEQA technically allows the lead agency to provide written responses to public agencies who had commented on a draft document no less than ten days prior to certifying an environmental impact report. However, given the magnitude of the potential impacts to the traveling public in the general-purpose lanes and 91 Express Lanes alike, we believe Caltrans needs to engage OCTA in resolving its concerns prior to recirculating the DEIR/S and ultimately certifying the final environmental impact report. In summary, Caltrans should work closely with OCTA to address input from the January 2017 comment letter on the DSEIR/S. Caltrans must recirculate the DSEIR/S in light of significant new information that has been presented since the 2016 public circulation of the DSEIR/S. As the agency which acquired the 91 Express Lanes from the California Private Transportation Company to eliminate the non -compete clause on the SR-91 corridor, OCTA has the responsibility to protect the users of the 91 Express Lanes and general-purpose lanes from being negatively impacted by the Project. Furthermore, OCTA is considered a responsible agency under CEQA for the Project since any connection to the 91 Express Lanes would require approval from OCTA. If you wish to discuss the concerns discussed herein, feel free to contact me at (714) 560-5907 or at dphu@octa.net. Sincerely, Dan Phu Environmental Programs Manager Attachment c: Valarie McFall, TCA 33 115 ATTACHMENT AFAUATEO AGENCIES Grano County Danslt avrnY Ltwt Transporialion Auuernty Sere+co AN4ony!or Fmevny Ern<rysww Canso *Ivied Trnatnm;im Service A,g.:rcy Conyegtion Management eigan y Servwn Aulhonty for ALanemnd Vohiclos January 9, 2017 Ms. Smita Deshpande Generalist Branch Chief Caltrans-District 12, "Attn: 241-91 DSEIR/EIS Comment Period" 1750 East Fourth Street, Suite 100 Santa Ana, CA 92705 Subject: Draft Supplemental Environmental Impact Report/Environmental Impact Statement (SCH. 1989010410) for the State Route 241/State Route 91 Tolled Express Lanes Connector Project (Project No. 1200020097) Dear Ms. Deshpande: Thank you for providing the Orange County Transportation Authority (OCTA) with the Draft Supplemental Environmental Impact Report/Environmental Impact Statement (DSEIR/S) for the State Route 241/State Route 91 Tolled Express Lanes Connector Project (Project). The following comments are provided for your consideration: • On page 2-23, Section 2.2.1.2 'Permanent Project Features,' subsection 'TSMlTDM' the proposed Project is stated "to have dynamic traffic technology (toll pricing based on express lanes demand)." The analysis in the DSEIR/S did not address tolling and potential economic implications. OCTA recommends further analysis on tolling under applicable environmental factors analysis. • On Page 5-3, Table 5.1 'Comments Received During Scoping,' states "Toll operations are being coordinated between F/ETCA, OCTA, and RCTC and are evaluated in a separate Concept of Operations report." OCTA recommends including this throughout the DSEIR/S, as applicable. • The opening year analysis should be redone to reflect the actual opening year of 2020 rather than 2017. While Section 3.5.3.2 provides an explanation that the differences in traffic operations are nominal between 2017 and 2020, given the SR-91 Corridor Improvement Project (CIP) is scheduled to open in 2017, a thorough 2020 analysis would be appropriate. Drama County Transporta00n Authority 550 South Maw Street / P.O. Sox 74 t84: Orange /Caliiernia 92803-1584 /(i 14) 560-OCTA (6282) OCTA has not been provided any information related to economic implications resulting from the Project. OCTA has not received a response to this comment. Opening year has been updated to reflect 2025 per the latest traffic analysis provide by TCA. 34 116 Ms. Deshpande January 9, 2017 Page 2 • Given the complex nature of having multiple tolled facilities operated by different agencies, OCTA suggests that the analysis in the environmental document be updated to include traffic volume data anticipated to be available in Spring 2017 with the opening of the CIP. This would help refine the existing, opening year, and 2040 conditions analysis (throughput, speeds, and travel time). • It appears that the environmental document had not analyzed weaving impacts along the SR-91 at the confluence of the SR-241 Express Connector merge/diverge, the OCTA 91 Express Lanes, and the RCTC 91 Express Lanes. Therefore, a more detailed weaving analysis would be appropriate. • It appears that the complex nature of the multiple tolling options (including dynamic pricing) for the SR-241, the SR-241 Express Connector, the OCTA 91 Express Lanes, and the RCTC 91 Express Lanes are not adequately discussed with respect to the traffic impacts. These should be explored in detail. • OCTA understands that there are complementary concept of operations studies (con-ops) underway. Some of the appropriate results from the con- ops studies should be integrated into this environmental document. • It appears there needs to be a more thorough analysis of the construction impacts on the OCTA 91 Express Lanes, including traffic impacts, toll and revenue implications. Thank you for providing OCTA the opportunity to review this item. Throughout the development of this proposed project, we encourage continued communication with OCTA on the matters discussed herein. If you have any questions or comments, please contact me by phone at (714) 560-5907 or by email at dphu@octa.net. Sincerely, Dan Phu Environmental Programs Manager c: Valerie McFall, TCA Requested information has been updated. However, it was done through multiple iterations and in a traffic operations model, rather than a traffic demand model. OCTA requests an updated traffic demand model. Current and future weave movements were provided. However, a separate, standard Highway Capacity Manual weaving analysis is requested. Future weave movements should be further updated to show a more intuitive analysis. OCTA has not received a response to this comment. OCTA has not received a response to this comment. OCTA has not received a response to this comment. SPATE OF CALIFORNIA—CALIFORNIA STATE TRANSPORTATION AGENCY ATTACHMENT B Gavin Newsom., Governor DEPARTMENT OF TRANSPORTATION OFFICE OF THE DIRECTOR P.O. BOX 942873, MS-49 SACRAMENTO, CA 94273-0001 PHONE (916) 654-6130 FAX (916) 653-5776 TTY 711 www. dot. ca. gov June 19, 2019 RECEIVED CEO OFFICE JUN 2 0 2019 Mr. Darrell Johnson Chief Executive Officer Orange County Transportation Authority 550 South Main Street Orange, CA 92868 Ms. Anne Mayer Executive Director Riverside County Transportation Commission P.O. Box 12008 Riverside, CA 92502 Mr. Michael Kraman Chief Executive Officer Transportation Corridor Agencies 125 Pacifica Irvine, CA 92618 Dear Mr. Johnson, Ms. Mayer and Mr. Kraman: Making Conservation a California Way of Life. The Orange County Transportation Authority, Riverside County Transportation Commission, Transportation Corridor Agencies, and California Department of Transportation (Caltrans) met on May 28, 2019, to discuss projects on the State Route (SR) 91 Corridor and how we can work together to resolve concerns between our respective agencies. At the end of our meeting, we all agreed to hire a neutral outside party to facilitate further discussions and issue -resolution related to projects and their sequencing on the SR 91 Corridor. - This meeting has been scheduled for June 25, 2019. Depending on how much progress we achieve on June 25th, additional facilitated meetings may be necessary over next few months. It is our hope that consensus on project sequencing will be one of the many outcomes of our meetings. As such, Caltrans will postpone commenting on the recently released Draft SR 91 Implementation Plan. "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 148 Mr. Johnson, Ms. Mayer, and Mr. Kraman June 19, 2019 Page 2 We look forward to engagement and resolution of concerns within the corridor that achieve the maximum benefit to the traveling public we all serve. Sincerely, r A 'Ai LAURIE BERMAN Director c: Ryan Chamberlain, Caltrans District 12 Director Michael Beauchamp, Caltrans District 8 Director "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 149 2 STATE OF CALIFORNIA—CALIFORNIA STATE TRANSPORTATION AGENCY ATTACHMENT 2 Gavin Newsom., Governor DEPARTMENT OF TRANSPORTATION OFFICE OF THE DIRECTOR P.O. BOX 942873, MS-49 SACRAMENTO, CA 94273-0001 PHONE (916) 654-6130 FAX (916) 653-5776 TTY 711 www.dot.ca.gov June 19, 2019 Mr. Darrell Johnson Chief Executive Officer Orange County Transportation Authority 550 South Main Street Orange, CA 92868 Ms. Anne Mayer Executive Director Riverside County Transportation Commission P.O. Box 12008 Riverside, CA 92502 Mr. Michael Kraman Chief Executive Officer Transportation Corridor Agencies 125 Pacifica Irvine, CA 92618 Dear Mr. Johnson, Ms. Mayer and Mr. Kraman: ) �5 C I FV D JUN 21 2019 'I forige ION aassie PI Making Conservation a Califomia Way of Life. The Orange County Transportation Authority, Riverside County Transportation Commission, Transportation Corridor Agencies, and California Department of Transportation (Caltrans) met on May 28, 2019, to discuss projects on the State Route (SR) 91 Corridor and how we can work together to resolve concerns between our respective agencies. At the end of our meeting, we all agreed to hire a neutral outside party to facilitate further discussions and issue -resolution related to projects and their sequencing on the SR 91 Corridor. This meeting has been scheduled for June 25, 2019. Depending on how much progress we achieve on June 25th, additional facilitated meetings may be necessary over next few months. It is our hope that consensus on project sequencing will be one of the many outcomes of our meetings. As such, Caltrans will postpone commenting on the recently released Draft SR 91 Implementation Plan. "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 120 c Mr. Johnson, Ms. Mayer, and Mr. Kraman June 19, 2019 Page 2 We look forward to engagement and resolution of concerns within the corridor that achieve the maximum benefit to the traveling public we all serve. Sincerely, LAURIE BERMAN Director c: Ryan Chamberlain, Caltrans District 12 Director Michael Beauchamp, Caltrans District 8 Director "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 121 ATTACHMENT 3 SR-241 / 91 Express Connector Term Sheet SEPTEMBER 12, 2019 Program of Projects • 91 Corridor program of projects and sequencing' o 15/91 EB/NB Express Lanes Connector (ELC) o SR-91 WB Corridor Operations Project (COP) o SR-91/SR-71 EB/NB Connector2 o SR-241/91 Express Connector (EC) • All parties agree to work together to resolve geometric and operations issues between 91 COP, SR-241 / 91 EC, and future 6th Lane with the mutual goal of minimizing cost, scope, schedule and construction impacts to all projects. o The SR-91 COP schedule will not be delayed. Project Approval / Environmental Documentation (PA/ED) • TCA to deliver the SR-241/91 EC PA/ED. TCA and Caltrans will update the environmental document with consideration of the comments received. • Caltrans shall not finalize / approve PA/ED until RCTC and OCTA have had a 30-day opportunity to review response to comments. Caltrans shall not sign the Notice of Determination or Record of Decision any sooner than January 2, 2020. • OCTA to process the Federal Transportation Improvement Program (FTIP) amendment for SR-241/91 EC for Right -of -Way (ROW) and Construction phases immediately following RCTC and OCTA having had a 30-day opportunity to review response to comments. Project Delivery • TCA to complete final design of SR-241/91 EC with Caltrans oversight. • Caltrans has final design approval of SR-241/91 EC. 'See Appendix A for SR-91 Projects Sequencing Priorities dated September 12, 2019. z SR-241/91 EC is not dependent upon completion of SR-71/SR-91 Interchange Improvements. 1 122 • TCA will provide OCTA and RCTC ample opportunity to review and concur with all aspects of the final design. OCTA and RCTC shall focus on the interface of the SR-241/91 EC with the existing 91 Express Lanes facility and agreed upon projects in the attached SR-91 Projects Sequencing Priorities. • Caltrans and TCA shall consider all reasonable comments and requests from OCTA and RCTC, and OCTA and RCTC comments and requests to Caltrans and TCA shall be fair and reasonable. • Caltrans District 12 to Advertise, Award, Administer (AAA) construction phase. SR-241/91 EC Capital and Support Funding • TCA to fund 100% of Plan, Specification and Estimate (PS&E), ROW, and Construction including tolling infrastructure. • Project will not be financed. • OCTA, RCTC, TCA and Caltrans to seek eligible funds from external discretionary and/or competitive non-TCA funds (i.e. SB1). o TCA funds to be reduced by receipt of any external discretionary and/or competitive non-TCA funds. o Attempts to seek external discretionary and/or competitive non-TCA funds would not delay the project. Roadway Maintenance Responsibility • Caltrans to be responsible for performing maintenance of all improvements constructed as part of SR-241/91 EC (roadway, structures, etc.). • Maintenance requirements to be funded from SR-241/91 EC toll revenues. Toll Revenues • Parties to receive toll revenue from SR-241/91 EC equal to percentage of capital and support funding provided (e.g., 100% of capital and support funding = 100% EC toll revenue, 80% of capital and support funding = 80% EC toll revenue). • Term of tolling shall be consistent with latest sunset date for existing 91 Express Lanes, TCA agreements or any subsequent amendments in the future. • 91 Express Lanes to be paid/reimbursed for any 91 Express Lanes operating cost or maintenance cost incurred, if any. • Use of toll revenues shall be consistent with AB 194, modified as follows: A. Repayment of funds with interest, excluding external discretionary funds, used to construct the SR-241/91 EC. Interest rate will be based upon the Surplus 123 Money Investment Fund rate as defined in the California Streets and Highway Code. B. The development, maintenance, repair, rehabilitation, improvement, reconstruction, administration, and operation of improvements constructed as part of SR-241/91 EC, including toll collection and enforcement. C. Reserves for the purposes specified in subparagraph (B). D. All remaining revenue generated by the toll facility shall be used in the corridors from which the revenue was generated pursuant to an expenditure plan developed by the sponsoring agency. E. The expenditure plan shall be incorporated as part of the TCA Capital Improvement Plan (CIP) and be adopted annually by the TCA Board of Directors. TCA shall submit the CIP to OCTA for consistency review with the Regional Transportation Plan and related programs. F. The administrative expenses related to operation of SR-241/91 EC facility shall not exceed 3 percent of the toll revenues. 241 / 91 EC Operations • OCTA/RCTC to operate the SR-241/91 EC including calculating and posting dynamic pricing, traffic/incident monitoring via CCTV in the Traffic Operations Center, management of SR- 241/91 EC closures, dispatch of CHP and tow trucks for incidents, creation and processing of toll transactions, revenue collection, violation processing, etc. • Additional operations terms will be included in an operations term sheet and will also be memorialized in a future operating agreement between TCA, OCTA, and RCTC. 124 APPENDIX A SR 91 PROJECTS SEQUENCING PRIORITIES 1. 15/91 Express Lanes Connector • Design -Build Request for Proposals (RFP) Due — November 2019 • Design -Build Contract — March 2020 • Design -Build Notice to Proceed — Spring 2020 • Open to Traffic — End of 2022 2. SR-91 Corridor Operations Project • PA/ED — October 2019 • Construction Advertisement — March 2020 • Open to Traffic — End of 2021 3. SR-71/SR-91 Interchange Improvements • Environmental Document and Re-evaluation — Completed • Ready to List Target — 2021 Design update needed due to new structures standards • Open to Traffic — Early 2023 3. SR-241 / SR-91 Express Connector • PA/ED — November 2019 • Construction — Notice to Proceed for construction in early 2023, or sooner if mutually agreed to based on a technical review of construction staging, traffic handling / lane closure for SR-241/91 EC and 15/91 ELC. This effort will not impact the delivery of the 15/91 ELC which is the priority. Related Project Responsibilities • Caltrans District 8 to be the lead Caltrans district for all RCTC-led projects. o District 12 coordinates through District 8 on all issues related to Geometric Approval Drawings (GAD), operations, etc. • Caltrans District 12 to be lead Caltrans district for all OCTA-led and TCA-led projects. o District 8 coordinates through District 12 on all issues related to GAD, operations, etc. Other Items • Team will continue to work together to evaluate the Westbound Third Express Lane and if determined to be necessary, implementation will be jointly developed. • SR-71/SR-91 Interchange Improvements and SR-241/91 EC are not contingent upon each other. Specifically, completion of the SR-71/SR-91 Interchange Improvements are not required prior to the SR-241/ 91 EC going to construction. • 6th General Purpose Lane Addition (SR-241 to SR-71) • Team would work together to investigate the feasibility of the addition, including the potential of an interim option. 125 ATTACHMENT 4 STATE OF CALIFORNIA—CALIFORNIA STATE TRANSPORTATION AGENCY DEPARTMENT OF TRANSPORTATION District 8 and 12 PHONE (657) 328-6000 FAX (657) 328-6522 TTY 711 September 26, 2019 `Vif fir. 2919 0 3 � ... RIVERSIDE COUNTY TRANSPORTATION {`OC~:."MISSIQ Mr. Darrell Johnson, Chief Executive Officer Orange County Transportation Authority 550 South Main Street Orange, CA 92863 Mr. Michael A. Kraman, Chief Executive Officer Transportation Corridor Agencies 125 Pacifica, Suite 100 Irvine, CA 92618 Ms. Anne Mayer, Executive Director Riverside County Transportation Commission P.O. Box 12008 Riverside, CA 92502 GAVIN NEWSOM, Govemor Making Conservation a California Way of Life. Dear Mr. Johnson, Mr. Kraman, and Ms. Mayer: The California Department of Transportation (Caltrans), Orange County Transportation Authority (OCTA), Riverside County Transportation Commission (RCTC) and Transportation Corridor Agencies (TCA), have collaborated on drafting a term sheet for the SR-241 /91 Express Connector project and other State Route 91 project sequencing of near -term projects, with the mutual goal of minimizing cost, scope, schedule and construction impacts to all projects. Caltrans Districts 8 and 12 agree with and support the items included in the term sheet, dated September 12, 2019. Caltrans looks forward to continuing to partner and collaborate with OCTA, RCTC, and TCA in efficiently implementing these crucial projects on State Route 241 and 91. If you have any questions or concerns, please contact me at (657) 328-6000, Director Beauchamp at (909)-383-6914, or Adnan Maiah, Deputy District Director, District 12 Capital Outlay Program, at (657) 328-6307 or by e-mail sent to <adnan_maiah@dot.ca.gov> "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 126 Mr. Kraman, Mr. Johnson, and Ms. Mayer September 26, 2019 Page 2 RYAN CHAMBERLAIN District 12 Director Enclosures c: Jim Beil, OCTA David Thomas, RCTC Adnan Maiah, Caltrans Syed Raza, Caltrans Roger Yoh, Caltrans Sincerely, L. MICHAEL BEAUC AMP District 8 Director "Provide a safe, sustainable, integrated and efficient transportation system to enhance California's economy and livability" 127 AGENDA ITEM 9 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Traffic Relief Strategy "Committee of the Whole" SUBJECT: Traffic Relief Plan Structure: Geography and Expenditure Categories TRAFFIC RELIEF STRATEGY "COMMITTEE OF THE WHOLE" RECOMMENDATION: This item is for the Commission to approve geographic divisions and expenditure categories for the countywide Traffic Relief Plan (Plan). BACKGROUND INFORMATION: The Traffic Relief Strategy "Committee of the Whole" voted unanimously in a public meeting to approve the proposal as outlined below for how the Plan should be organized by geography and expenditure category: Geography Maintain the three geographic subregions in the 1989 and 2009 Measure A expenditure plans: • Western County • Coachella Valley • Palo Verde Valley Expenditure Category Organize expenditures in the Plan (projects, programs, and services) in all three subregions according to plain -language purposes the expenditures will achieve, rather than by mode (e.g., bus, rail, highway). Proposed Category Illustrative types of expenditures Reducing Congestion and Connecting • Highway Improvements Communities • Interchanges • Technologies • Rail/Express Bus • New Corridors • Local and regional arterials • Active Transportation Projects Agenda Item 9 128 • Infrastructure supporting permanent local jobs and economic development to reduce commuting Improving Safety and Keeping Infrastructure in Good Condition • Safety upgrades to county arterials, bridges, local roads, and highways • Alternative routes on major corridors • Grade separations • Freeway Service Patrol • Safe Routes to School • Active Transportation Projects • Upgrades, operations, maintenance of Metrolink and intercity rail stations • Maintaining local roads and transit systems Supporting Seniors, Veterans, Students, and • Specialized transit services Individuals with Disabilities • Fare stabilization • Safe Routes to School • Active Transportation Projects Rationale for Proposal Geography • Consistency with regional governance (e.g., Measure A, council of governments, transit properties). • Sense of identity among residents, particularly in the Coachella Valley. • Residents' desire to see revenues remain within their area and not sent to other parts of the county, as expressed in public opinion surveys. Expenditure Categories • Purpose -driven: The Traffic Relief Strategy Committee's name concisely conveys its purpose. So should elements of the Plan. While many transportation expenditure plans in California, including both of RCTC's prior expenditure plans, are organized according to mode (bus, rail, highways, etc.), this traditional mindset can lead to debates that stray from the underling public policy challenges needing to be addressed. • Direct: The Plan is an opportunity to clearly communicate to the frustrated users of the transportation system why RCTC is developing the Plan and what the Commission intends to accomplish. Unambiguous plain language rather than technical transportation -speak will spare concerned residents further time and frustration in trying to understand what the Plan does and how it will impact them. Agenda Item 9 129 • Countywide: Maintaining consistent expenditure categories across all three subregions simplifies the message to the public and speaking to residents who travel between subregions of the county. Implementation of the Plan within each subregion in terms of allocation of dollars among each category and policy provisions within each category can be tailored according to local preferences. RCTC staff has conferred with staff to the Coachella Valley Association of Governments and has received concurrence on these categories. • Durability: The Plan will establish transportation priorities in Riverside County for multiple decades. Riverside County is changing rapidly and so is technology and the economy. As such, the way people move throughout Riverside County may change in the future. The Commission should consider the relevance of the Plan to future generations and the challenges they will face that cannot be anticipated today. • Public Support: Public support of the Plan is essential to implementation. Recent public opinion communicated to RCTC demonstrates that the categories proposed capture the priorities of most Riverside County residents. Feedback Requested — City and County Local Street Funding The 1989 and 2009 Measure A expenditure plans provide a portion of sales tax funds generated in each subregion directly to cities and the county of Riverside for local street and road improvements. The 2009 Measure A expenditure plan allocates the following amounts directly to cities and the County for local streets and roads: Subregion Amount of subregional funds for local streets and roads Basis for distribution among jurisdictions Western County 29%* 75%- Proportion of population 25%- Proportion of revenue generated Coachella Valley 35% 50%- Proportion of dwelling units 50%- Proportion of revenue generated Palo Verde Valley 100% 75%- Proportion of population 25%- Proportion of revenue generated * The expenditure plan says "an estimated $970 million specifically for this purpose" which is approximately 29% of estimated total proceeds in Western County over the life of the 2009 Measure A. As a condition to receiving local streets and roads funds from Measure A, cities and the County are required to report to annually file their five-year capital improvement program (CIP) with RCTC and maintain the same level of local funding for street maintenance. In Western County and Coachella Valley, jurisdictions must participate in each subregion's Transportation Uniform Mitigation Fee program. In Western County, jurisdictions must also participate in the Multiple Species Habitat Conservation Plan. Jurisdictions have broad discretion to use these funds; RCTC does not set priorities for use of these funds. Agenda Item 9 130 RCTC engaged in dialogue with several city managers and County Transportation and Land Management Agency regarding this topic. Many city managers have expressed a desire to see the Plan focus on larger regional projects that need to get done, rather than trimming some funds for smaller city projects. Some city managers have expressed that basic maintenance is a significant need and should be provided in the Plan for cities that need it. RCTC staff submitted the following considerations submitted for the Committee's deliberations: • 2009 Measure A provides local street and road funding to local governments; • Senate Bill 1(SB 1) provides local street and road funding to local governments in addition to pre-SB 1 gas tax funding for local streets and roads; • Providing funds to all 28 cities and the County for unincorporated areas reduces available funds for major regional projects and achieving meaningful quantities of funds for any one city will require a significant amount of the Plan to be devoted to local streets and roads; • Voters throughout Riverside County strongly support providing more funding to "repairing potholes," "maintaining local roads," and "keeping infrastructure in good condition;" • Voters throughout Riverside County strongly support funding returning to their local communities and having local control over those funds; and • Any funds provided in the Plan for local streets and roads do not necessarily have to follow the same distribution policy as 2009 Measure A. The Committee provided feedback as to whether the Traffic Relief Plan should provide a percentage of funds directly to cities and the County, and if so, for what purposes and under what conditions, if any. In summary, the Committee expressed that maintenance of local roads is an important priority. The Committee also expressed a desire to see funds for their communities leveraged with funds from neighboring communities to do more impactful regional projects. Additionally, some Committee members acknowledged that it is difficult to gather enough dollars for meaningful local roads projects under the current funding structure of Measure A. Therefore, Committee members expressed support for a competitive call for projects concept within the Plan whereby jurisdictions could partner together to accomplish more. If the Commission is in concurrence, staff can develop a funding concept for the Plan that adheres to this direction for a call for projects and omit a guaranteed return to source program for each city and the County. Agenda Item 9 131 Next Steps Following Commission adoption of the geographic delineations and expenditure categories in this item and the revenue estimate in the previous agenda item, staff will return to the Committee in November with potential projects, programs, and services to insert into the Plan. It is expected that the Commission will weigh in on the project, program, and services priorities at its December 11, 2019 meeting. The Commission should anticipate a substantive dialogue at this meeting. The Commission's guidance on how to structure the Plan on November 13 is essential for staff being able to provide recommendations for what specific expenditures should be included in the draft Plan scheduled for release to the public on January 8, 2020. Agenda Item 9 132 RIVERSIDE COUNTY TRANSPORTATION COMMISSION TRAFFIC RELIEF PLAN STRUCTURE G EO G RAPHY & aPEN DITURE CATEG O RIES As Approved by Traffic Relief Stra tegy Committee on October 28, 2019 Riverside County Transportation Commission November 13, 2019 Traffic Relief Plan Structure: Geography & Expenditure Categories Geography Western County Coachella Valley Policy — Return to source by sub -region Palo Verde Valley NOVEMBER 13, 2019 2 Traffic Relief Plan Structure: Geography & Expenditure Categories Expenditure Categories Purpose -driven Countywide Durable Public Support Reducing Congestion and Connecting Communities Improving Safety and Keeping Infrastructure in Good Condition Supporting Seniors, Veterans, Students, and Individuals with Disabilities NOVEMBER 13, 2019 3 Traffic Relief Plan Structure: Geography & Expenditure Categories Committee Direction: Local Streets/Roads Traditional Approach: • Cities, County receive automatic formula share for local streets & roads • Trade -Off: Benefits of local returns vs. Benefits of impactful regional projects For the Traffic Relief Plan: • Call for projects instead of automatic return • Encourage collaboration between cities, leverage funding NOVEMBER 13, 2019 4 RIVERSIDE COUNTY TRANSPORTATION COMMISSION QUESf1ONS, DIALOGUE, FEEDBACK & DIRECTION • • • AGENDA ITEM 10 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Traffic Relief Strategy Committee Theresia Trevino, Chief Financial Officer THROUGH: Anne Mayer, Executive Director SUBJECT: Economic Impact Study TRAFFIC RELIEF STRATEGY COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No. 20-19-012-00 to University of California, Riverside (UCR) School of Business, Center for Economic Forecasting & Development (UCR Center) to perform an economic impacts analysis related to the investment of an additional sales tax for transportation improvements in Riverside County in an amount not to exceed $199,500; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. BACKGROUND INFORMATION: At its Annual Workshop in January, many RCTC Commissioners expressed a strong desire for the county's transportation system to support economic growth within Riverside County. In particular, Commissioners spoke of the need for the region to attract more employers so that Riverside County residents could work closer to home without needing a long commute. Commissioners' dialogue reflected a belief that transportation and the economy are connected. Therefore, as the Commission develops a Countywide Transportation Improvement & Traffic Relief Plan (Plan), staff recommends the Commission analyze the economic impact of implementing such a plan. Such an analysis will provide Commissioners with data upon which to base decisions about the contents of the plan and whether it should be funded through a sales tax ordinance submitted to voters. Pursuant to the Commission's responsibility as a public agency to provide a fair presentation of facts, staff recommends the economic analysis consider not only the potential benefits of investing public funds on infrastructure but also the costs of raising a tax to provide that investment. Furthermore, staff believes that such an economic analysis should be conducted by a credible, independent third party with intimate knowledge of Riverside County and transportation infrastructure. Toward those ends, the UCR Center provides a resource that fits the above criteria. Several years ago, UCR's School of Business created the UCR Center to be a leading economic research and Agenda Item 10 133 consulting center for the Inland Empire. Through a partnership with Beacon Economics (Beacon), the UCR Center's team has extensive economic analysis and forecasting experience and is led by Dr. Christopher Thornberg, a founder of Beacon. The UCR Center now provides the long-term sales tax forecasting services for the Commission. Additionally, the UCR Center has presented an annual economic conference that includes its Inland Empire analysis and forecasts in addition to the national and state forecasts. As a result of the UCR Center's experience and understanding of the Inland Empire, it is a vital community partner and resource to businesses and local governments. Beacon has performed long-term sales tax forecasting services for the Commission since 2013. The Commission also obtained economic impacts studies from Beacon related to the State Route 91 Corridor Improvement Project and the 1-15 Express Lanes Project that were included in federal Transportation Infrastructure Finance and Innovation Act loan submittals and competitive grant applications to the U.S. Department of Transportation. Based on the UCR Center and Beacon's history of work with the Commission, understanding of the Inland Empire region, and overall credibility, staff has conducted a sole source procurement with the UCR Center to perform an economic impact study related to the investments from an additional sales tax for transportation improvements in Riverside County. Over the past few months, staff negotiated a scope of work with the UCR Center to provide a balanced analysis of economic impacts in order to present the Commission with unbiased, objective information. DISCUSSION: The UCR Center's economic impact analysis is comprised of four phases: • Phase 1: Modeling the cumulative and project specific economic impacts (output, employment, compensation, and revenues) on the local Riverside economy from direct expenditures of eight examples of major capital transportation projects and four programmatic expenditure categories; staff intends to provide estimates of recent projects to the UCR Center to model the expenditure assessments. The examples analyzed by the UCR Center will reflect potential projects and expenditure categories evaluated by the Commission as it develops the Plan. Every project in the Plan cannot be analyzed due to time and cost constraints; however, the analysis will provide illustrative data that the Commission can use to craft the Plan; • Phase 2: Analyzing the longer -term community impacts from infrastructure improvements, including development patterns, housing types, employment mix, transit accessibility, percentage of trips by non -car modes of transportation, and vehicle miles traveled per household. This is the analysis that speaks to the Commission's desire to use transportation investment as a long-term economic development tool; • Phase 3: Analyzing the impact on consumers and businesses of raising the sales tax; and • Phase 4: Providing public information of the results and findings through public presentations and/or facilitated discussions to the Commission, other government agencies, community organizations, and the media. Agenda Item 10 134 Upon approval of an agreement with the UCR Center, Phase 1 and Phase 2 work would begin. In Phase 1, the UCR Center will build the economic model and collect, review, and analyze the project expenditure data such that the results of this effort will be completed and presented to the Commission in early 2020. Phase 2 efforts related to the long-term community impact are similar in terms of model building and data collection, review and analysis; however, this effort will be completed in late February/early March for presentation to the Commission. Should the Commission request additional project or program scenarios based on changes to the draft Plan in 2020, there would be an additional cost that is not included in the fee proposal. Phase 3 and Phase 4 work regarding the sales tax analysis and forecast and public information will commence after the Commission's annual workshop. The sales tax information will be completed and presented to the Commission in spring 2020. Phase 4 public information will continue through June and may continue through November 2020 should the Commission adopt the final Plan and implementing ordinance. Should the Commission request additional project or program scenarios based on changes in the final transportation expenditure plan, there would be an additional cost that is not included in the fee proposal. Fiscal Impact Summary The UCR Center is affiliated with a local university that understands the Inland Empire region as a result of its economic research and forecasting experience. A balanced economic impact report on the Plan for the county's future transportation system, founded in the academic integrity is in the public's interest, regardless of whether that plan is ultimately submitted to voters. Staff recommends approval of the agreement with the UCR Center to perform an economic impact study related to transportation improvements and investments in the amount of $199,500. Should new transportation scenarios be needed, staff will return to the Commission to seek an amendment to the agreement. Based on the UCR Center's proposal, staff estimates the cost of a full set of new scenarios at approximately $106,000. Financial Information In Fiscal Year Budget: Yes Year: FY 2019/20 Amount: $199,500 Source of Funds: Local Transportation Funds Budget Adjustment: No a/Project Accounting No.: 002325 65520 00130 0000 106 67 65520 Fiscal Procedures Approved: \I-Lazif.,4,1 Date: 09/17/2019 Attachment: Draft Agreement No. 20-19-012-00 with UCR Center Agenda Item 10 135 Agreement No. 20-19-012-00 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ECONOMIC IMPACT STUDY WITH UCR FORECAST, LLC DBA UCR'S SCHOOL OF BUSINESS CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT 1. PARTIES AND DATE. This Agreement is made and entered into this _ day of , 2019, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the Co- mmission") and UCR FORECAST, LLC DBA UCR'S SCHOOL OF BUSINESS CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT ("Consultant"), a limited liability company. 2. RECITALS. 2.1 Consultant desires to perform and assume responsibility for the provision of certain professional consulting services required by Commission on the terms and conditions set forth in this Agreement. Consultant represents that it is a professional consultant, experienced in providing economic impact studies to public clients, is licensed in the State of California, and is familiar with the plans of Commission. 2.2 Commission desires to engage Consultant to render certain consulting services for an economic impact study ("Project") as set forth herein. 3. TERMS. 3.1 General Scope of Services. Consultant promises and agrees to furnish to Commission all labor materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately provide professional consulting services and advice on various issues affecting the decisions of Commission regarding the Project and on other programs and matters affecting Commission, hereinafter referred to as "Services". The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state, and federal laws, rules and regulations. 3.2 Term. The term of this Agreement shall be from the date first specified above to December 31, 2020, unless earlier terminated as provided herein. 136 3.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, the Commission shall respond to Consultant's submittals in a timely manner. Upon request of the Commission, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.4 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant under its supervision. Consultant will determine the means, method and details of performing the Services subject to the requirements of this Agreement. Commission retains Consultant on an independent contractor basis and Consultant is not an employee of Commission. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall not be employees of Commission and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers' compensation insurance. 3.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of Commission. 3.6 Substitution of Key Personnel. Consultant has represented to Commission that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence and experience upon written approval of Commission. In the event that Commission and Consultant cannot agree as to the substitution of key personnel, Commission shall be entitled to terminate this Agreement for cause, pursuant to provisions of Section 3.16 of this Agreement. The key personnel for performance of this Agreement are as follows: Dr. Chris Thornberg, Senior Advisor, and Adam Fowler, Project Manager. 3.7 Commission's Representative. Commission hereby designates Executive Director, or his or her designee, to act as its representative for the performance of this Agreement ("Commission's Representative"). Commission's representative shall have the power to act on behalf of Commission for all purposes under this Agreement. Consultant shall not accept direction from any person other than Commission's Representative or his or her designee. 17336.00000\31287373.1 2 137 3.8 Consultant's Representative. Consultant hereby designates Sherif Hanna, or his or her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.9 Coordination of Services. Consultant agrees to work closely with Commission staff in the performance of Services and shall be available to Commission's staff, consultants and other staff at all reasonable times. 3.10 Standard of Care; Licenses. Consultant shall perform the Services under this Agreement in a skillful and competent manner, consistent with the standard generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from Commission, any Services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein, and shall be fully responsible to the Commission for all damages and other liabilities provided for in the indemnification provisions of this Agreement arising from the Consultant's errors and omissions. 3.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to Commission, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold Commission, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 17336.00000\31287373.1 3 138 3.12 Insurance. 3.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the Commission that it has secured all insurance required under this section, in a form and with insurance companies acceptable to the Commission. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. 3.12.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) if Consultant has an employees, Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Practices Liability limits of $1,000,000 per accident. 3.12.3 Professional Liability. Consultant shall procure and maintain, and require its sub -consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. 17336.00000\31287373.1 4 139 3.12.4Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the Commission to add the following provisions to the insurance policies: (A) General Liability. (0 Commercial General Liability Insurance must include coverage for (1) bodily Injury and property damage; (2) personal Injury/advertising Injury; (3) premises/operations liability; (4) products/completed operations liability; (5) aggregate limits that apply per Project; (6) explosion, collapse and underground (UCX) exclusion deleted; (7) contractual liability with respect to this Agreement; (8) broad form property damage; and (9) independent consultants coverage. (ii) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to this Agreement. (iii) The policy shall give the Commission, its directors, officials, officers, employees, and agents insured status using ISO endorsement forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (iv) The additional insured coverage under the policy shall be "primary and non-contributory" and will not seek contribution from the Commission's insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the Commission, its directors, officials, officers, employees and agents shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the Commission, its directors, officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the Commission, its directors, officials, officers, employees and agents shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (C) Workers' Compensation and Employers Liability Coverage. (0 Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. 17336.00000\31287373.1 rJ 140 (ii) The insurer shall agree to waive all rights of subrogation against the Commission, its directors, officials, officers, employees and agents for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. (0 Defense costs shall be payable in addition to the limits set forth hereunder. (ii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth herein shall be available to the Commission, its directors, officials, officers, employees and agents as additional insureds under said policies. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. (iii) The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the Commission (if agreed to in a written contract or agreement) before the Commission's own insurance or self-insurance shall be called upon to protect it as a named insured. The umbrella/excess policy shall be provided on a "following form" basis with coverage at least as broad as provided on the underlying policy(ies). (iv) Consultant shall provide the Commission at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the Commission at least ten (10) days prior to the effective date of cancellation or expiration. (v) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims - made policy with a retroactive date subsequent to the effective date of this Agreement. 17336.00000\31287373.1 6 141 (vi) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the Commission, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification. (vii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, Commission has the right but not the duty to obtain the insurance it deems necessary and any premium paid by Commission will be promptly reimbursed by Consultant or Commission will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, Commission may cancel this Agreement. The Commission may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (viii) Neither the Commission nor any of its directors, officials, officers, employees or agents shall be personally responsible for any liability arising under or by virtue of this Agreement. Each insurance policy required by this Agreement shall be endorsed to state that: 3.12.5 Deductibles and Self -Insurance Retentions. Any deductibles or self -insured retentions must be declared to and approved by the Commission. If the Commission does not approve the deductibles or self -insured retentions as presented, Consultant shall guarantee that, at the option of the Commission, either: (1) the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the Commission, its directors, officials, officers, employees and agents; or, (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.12.6 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the Commission. 3.12.7 Verification of Coverage. Consultant shall furnish Commission with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the Commission. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by the Commission before work commences. The Commission reserves the right to require complete, certified copies of all required insurance policies, at any time. 17336.00000\31287373.1 7 142 3.12.8 Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the Commission that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the Commission as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, the Commission may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 3.13 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.14 Fees and Payment. 3.14.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "B" attached hereto. The total compensation shall not exceed One Hundred Ninety -Nine Thousand and Five Hundred Dollars ($199,500) without written approval of Commission's Executive Director ("Total Compensation"). Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.14.2 Payment of Compensation. Compensation shall be paid in accordance with the terms of Exhibit "B". Consultant shall submit invoices to Commission for the amount due Consultant, and Commission shall pay approved invoices within the timeframe set forth in Exhibit "B". 3.14.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by Commission. 3.14.4 Extra Work. At any time during the term of this Agreement, Commission may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by Commission to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be 17336.00000\31287373.1 8 143 compensated for, Extra Work without written authorization from Commission's Executive Director. 3.15 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred and fees charged under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of Commission during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.16 Termination of Agreement. 3.16.1 Grounds for Termination. Commission may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof. Upon termination, Consultant shall be compensated only for those services which have been fully and adequately rendered to Commission through the effective date of the termination, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.16.2 Effect of Termination. If this Agreement is terminated as provided herein, Commission may require Consultant to provide all finished or unfinished Documents and Data, as defined below, and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.16.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, Commission may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.17 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: UCR School of Business, Center of Economic Forecasting & Development 5777 W. Century Blvd Suite 895 Los Angeles, CA 90045 Attn: Sherif Hanna COMMISSION: Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Attn: Executive Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid 17336.00000\31287373.1 9 144 and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.18 Ownership of Materials/Confidentiality. 3.18.1 Documents & Data. This Agreement creates an exclusive and perpetual license for Commission to copy, use, modify, reuse, or sub -license any and all copyrights and designs embodied in plans, specifications, studies, drawings, estimates, materials, data and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that Commission is granted an exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to grant the exclusive and perpetual license for all such Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the Commission. Commission shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at Commission's sole risk. 3.18.2 Intellectual Property. In addition, Commission shall have and retain all right, title and interest (including copyright, patent, trade secret and other proprietary rights) in all plans, specifications, studies, drawings, estimates, materials, data, computer programs or software and source code, enhancements, documents, and any and all works of authorship fixed in any tangible medium or expression, including but not limited to, physical drawings or other data magnetically or otherwise recorded on computer media ("Intellectual Property") prepared or developed by or on behalf of Consultant under this Agreement as well as any other such Intellectual Property prepared or developed by or on behalf of Consultant under this Agreement. The Commission shall have and retain all right, title and interest in Intellectual Property developed or modified under this Agreement whether or not paid for wholly or in part by Commission, whether or not developed in conjunction with Consultant, and whether or not developed by Consultant. Consultant will execute separate written assignments of any and all rights to the above referenced Intellectual Property upon request of Commission. Consultant shall also be responsible to obtain in writing separate written assignments from any subcontractors or agents of Consultant of any and all right 17336.00000\31287373.1 10 145 to the above referenced Intellectual Property. Should Consultant, either during or following termination of this Agreement, desire to use any of the above -referenced Intellectual Property, it shall first obtain the written approval of the Commission. All materials and documents which were developed or prepared by the Consultant for general use prior to the execution of this Agreement and which are not the copyright of any other party or publicly available and any other computer applications, shall continue to be the property of the Consultant. However, unless otherwise identified and stated prior to execution of this Agreement, Consultant represents and warrants that it has the right to grant the exclusive and perpetual license for all such Intellectual Property as provided herein. Commission further is granted by Consultant a non-exclusive and perpetual license to copy, use, modify or sub -license any and all Intellectual Property otherwise owned by Consultant which is the basis or foundation for any derivative, collective, insurrectional, or supplemental work created under this Agreement. 3.18.3 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of Commission, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use Commission's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of Commission. 3.18.4Infringement Indemnification. Consultant shall defend, indemnify and hold the Commission, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by Commission of the Documents & Data, including any method, process, product, or concept specified or depicted. 3.19 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.20 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with 17336.00000\31287373.1 11 146 this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and costs of such actions. 3.21 Indemnification. Consultant shall defend, indemnify and hold the Commission, its directors, officials, officers, agents, consultants, employees and volunteers free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or in equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged negligent acts, omissions or willful misconduct of the Consultant, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation, the payment of all consequential damages, attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the Commission, its directors, officials, officers, agents, consultants, employees and volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against the Commission or its directors, officials, officers, agents, consultants, employees and volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse the Commission and its directors, officials, officers, agents, consultants, employees and volunteers, for any and all legal expenses and costs, including reasonable attorney's fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnity shall not be restricted to insurance proceeds, if any, received by the Commission or its directors, officials, officers, agents, consultants, employees and volunteers. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. This Section 3.21 shall survive any expiration or termination of this Agreement. 3.22 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be supplemented, amended, or modified by a writing signed by both parties. 3.23 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.24 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.25 Commission's Right to Employ Other Consultants. The Commission reserves the right to employ other consultants in connection with this Project. 3.26 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties, and shall not be assigned by Consultant without the prior written consent of Commission. 17336.00000\31287373.1 12 147 3.27 Prohibited Interests and Conflicts. 3.27.1 Solicitation. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, Commission shall have the right to rescind this Agreement without liability. 3.27.2 Conflict of Interest. For the term of this Agreement, no member, officer or employee of Commission, during the term of his or her service with Commission, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.27.3 Conflict of Employment. Employment by the Consultant of personnel currently on the payroll of the Commission shall not be permitted in the performance of this Agreement, even though such employment may occur outside of the employee's regular working hours or on weekends, holidays or vacation time. Further, the employment by the Consultant of personnel who have been on the Commission payroll within one year prior to the date of execution of this Agreement, where this employment is caused by and or dependent upon the Consultant securing this or related Agreements with the Commission, is prohibited. 3.27.4 Employment Adverse to the Commission. Consultant shall notify the Commission, and shall obtain the Commission's written consent, prior to accepting work to assist with or participate in a third -party lawsuit or other legal or administrative proceeding against the Commission during the term of this Agreement. 3.28 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or other related Commission programs or guidelines currently in effect or hereinafter enacted. 3.29 Subcontracting. Consultant shall not subcontract any portion of the work or Services required by this Agreement, except as expressly stated herein, without prior written approval of the Commission. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Beacon Economics, LLC is an approved subconsultant of Consultant. 17336.00000\31287373.1 13 148 3.30 Prevailing Wages. By its execution of this Agreement, Consultant certified that it is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. The Commission shall provide Consultant with a copy of the prevailing rate of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the Commission, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.30.1 DIR Registration. Effective March 1, 2015, if the Services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations. If applicable, Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 3.31 Employment of Apprentices. This Agreement shall not prevent the employment of properly indentured apprentices in accordance with the California Labor Code, and no employer or labor union shall refuse to accept otherwise qualified employees as indentured apprentices on the work performed hereunder solely on the ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice shall be paid the standard wage paid to apprentices under the regulations of the craft or trade in which he or she is employed and shall be employed only in the craft or trade to which he or she is registered. If California Labor Code Section 1777.5 applies to the Services, Consultant and any subcontractor hereunder who employs workers in any apprenticeable craft or trade shall apply to the joint apprenticeship council administering applicable standards for a certificate approving Consultant or any sub -consultant for the employment and training of apprentices. Upon issuance of this certificate, Consultant and any sub -consultant shall employ the number of apprentices provided for therein, as well as contribute to the fund to administer the apprenticeship program in each craft or trade in the area of the work hereunder. 17336.00000\31287373.1 14 149 The parties expressly understand that the responsibility for compliance with provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California Labor Code in regard to all apprenticeable occupations lies with Consultant. 3.32 No Waiver. Failure of Commission to insist on any one occasion upon strict compliance with any of the terms, covenants or conditions hereof shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any rights or powers hereunder at any one time or more times be deemed a waiver or relinquishment of such other right or power at any other time or times. 3.33 Eight -Hour Law. Pursuant to the provisions of the California Labor Code, eight hours of labor shall constitute a legal day's work, and the time of service of any worker employed on the work shall be limited and restricted to eight hours during any one calendar day, and forty hours in any one calendar week, except when payment for overtime is made at not less than one and one-half the basic rate for all hours worked in excess of eight hours per day ("Eight -Hour Law"), unless Consultant or the Services are not subject to the Eight -Hour Law. Consultant shall forfeit to Commission as a penalty, $50.00 for each worker employed in the execution of this Agreement by him, or by any sub -consultant under him, for each calendar day during which such workman is required or permitted to work more than eight hours in any calendar day and forty hours in any one calendar week without such compensation for overtime violation of the provisions of the California Labor Code, unless Consultant or the Services are not subject to the Eight - Hour Law. 3.34 Subpoenas or Court Orders. Should Consultant receive a subpoena or court order related to this Agreement, the Services or the Project, Consultant shall immediately provide written notice of the subpoena or court order to the Commission. Consultant shall not respond to any such subpoena or court order until notice to the Commission is provided as required herein, and shall cooperate with the Commission in responding to the subpoena or court order. 3.35 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification and confidentiality obligations, and the obligations related to receipt of subpoenas or court orders, shall survive any such expiration or termination. 3.36 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.37 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 17336.00000\31287373.1 15 150 3.38 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.39 Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this Agreement as though fully set forth herein. 3.40 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.41 Conflicting Provisions. In the event that provisions of any attached exhibits conflict in any way with the provisions set forth in this Agreement, the language, terms and conditions contained in this Agreement shall control the actions and obligations of the Parties and the interpretation of the Parties' understanding concerning the performance of the Services. 3.42 Headings. Article and Section Headings, paragraph captions or marginal headings contained in this Agreement are for convenience only and shall have no effect in the construction or interpretation of any provision herein. 3.43 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein, without the prior written consent of the Commission. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.44 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 17336.00000\31287373.1 [SIGNATURES ON FOLLOWING PAGE] 16 151 SIGNATURE PAGE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ECONOMIC IMPACT STUDY WITH UCR FORECAST, LLC DBA UCR'S SCHOOL OF BUSINESS CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT IN WITNESS WHEREOF, this Agreement was executed on the date first written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION CONSULTANT UCR FORECAST, LLC DBA UCR'S SCHOOL OF BUSINESS CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT By: By: Anne Mayer Signature Executive Director Name Title Approved as to Form: Attest: By: By: Best Best & Krieger LLP General Counsel Its: A corporation requires the signatures of two corporate officers. One signature shall be that of the chairman of board, the president or any vice president and the second signature (on the attest line) shall be that of the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation. If the above persons are not the intended signators, evidence of signature authority shall be provided to RCTC. 17336.00000\31287373.1 17 152 17336.00000\31287373.1 Exhibit "A" SCOPE OF SERVICES AND SCHEDULE [Attached behind this page] 153 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT PROJECT PROPOSAL Economic Impact Analysis Economic Impact Analysis: Public Transport and Highway Expansion Projects in Riverside County Introduction It is essential that a region as large as Riverside County has a robust transportation system for people and goods movement. Crippling traffic can be a hindrance to the economic vitality, impinging on the productivity of the county's population and business activity. The Riverside County Transportation Commission (RCTC) is reviewing plans for major public transport and highway infrastructure projects in Riverside County. These sorts of public transport upgrade projects generate strong local and regional economic development benefits as well as facilitate improved inter and intra-County travel for commuters and visitors alike. Residents and County stakeholders understand that the status quo is not a long-term solution to the region's transportation woes. In the proposed analysis that follows, the University of California, Riverside's, Center for Economic Forecasting and Development ("the Center") will estimate the economic benefits that could be reasonably expected to follow from the proposed public transport infrastructure improvements in Riverside County, resulting from raising transportation funding through an increase in the County sales tax of 0.5%. Scope of Work Based on the Center's understanding of the needs of the RCTC reflected in multiple conference calls, the Center has put forward a summary table of Objectives, Phases, and Deliverables. The Deliverables column indicates how the Center has determined it can best meet the needs of the RCTC and in what format the Center's findings will be optimally delivered. Phase 1: Modeling the Economic Impact Phase 2: Analyzing the Community Impact Phase 3: Analyzing a sales tax increase proposal Phase 4: Public Information ECTIVE DESCRIPTION RABLE S 1 To quantify the cumulative economic impact 1st Kick off Call Client Check -In Call End -of -Phase Workshop Presentation effects from direct expenditures of eight (8) major capital transportation projects and four (4) programmatic expenditure categories on the local economy of Riverside County 2 To quantify the project specific economic 1st Preliminary Results Deck Client Check -In Call End -of -Phase Workshop Presentation impact effects from direct expenditures of each of the eight (8) major capital transportation projects and four (4) programmatic expenditure categories on the local economy of Riverside County (i.e. an aggregate economic impact of all projects and expenditure categories). 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 154 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis 3 To analyze and understand the project specific 2nd Draft Report Client Check -In Call Final Report End -of -Phase Presentation community impacts from direct expenditures of each of the eight (8) major capital transportation projects and four (4) programmatic expenditure categories on the local economy of Riverside County (i.e. an aggregate community impact of all projects and expenditure categories). 4 To analyze and understand positive and negative implications of a sales tax increase proposal in Riverside County. 3rd Briefing Book Client Check -in Call 5 To communicate and present materials for various audiences in Riverside County, highlighting the relevant economic and community impact implications for each respective stakeholder group. 4th Presentation to the RCTC Board (January 2020) Presentation to the RCTC Board (June 2020) Presentation to the Coachella Valley Association of Governments Chamber of Commerce Presentation (x2) 10 Press Calls Editorial Board Meeting Phase 1 I Modeling the Economic and Fiscal Impact Eight (8) Major Capital Transportation Projects; Four (4) Programmatic Spending Categoriesl To assess the stimulative effects of potential projects, as part of an overall transportation improvement (expenditure) plan, on the local economy, the Center will model the economic impact for eight major capital transportation projects and perform an economic impact analysis. To complete this analysis the Center will require guidance from the RCTC as to the potential projects that would be undertaken in the County as part of an overall transportation improvement plan, and the estimated expenditures surrounding each of these projects. Task 1.1 Major Capital Transportation Project Specific Economic and Fiscal Impacts Project 1 Prototype: Daily rail service Project 2/3 Prototype: Lane addition(s) to major freeways Project 4 Prototype: New highways 1 Any amendments to the scope of work by the Client (including additions of Transportation Projects or Programmatic Spending Categories to be included above the pre -agreed number) after signature will require a formal Amendment to the Work Agreement and cannot be guaranteed by the Center. 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 155 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis Project 5 Prototype: Rapid commuter service Project 6 Prototype: Interchange reconstruction Project 7 Prototype: Freeway bypass Project 8 Prototype: Widening of a major highway The total economic impacts will consist of the one-time increases in total output, employment and labor income in Riverside County associated with construction activities, resulting from project prototype expenditures. All of the projects and most of the employment and economic activity will be in Riverside County. Task 1.1 will analyze the short-term effects these projects will have on the County, as funds invested in infrastructure construction stimulate the local economy through labor demand. Workers employed in these projects will spend some of their wages locally, generating demand for local services. Such projects also stimulate demand for the goods and services produced by local firms. Task 1.2 Programmatic Spending Category Specific Economic and Fiscal Impact Programmatic Category 1 Prototype: Interchanges and grade separations Programmatic Category 2 Prototype: Public Transit — Operations, maintenance, expansion, etc. Programmatic Category 3 Prototype: Active Transportation — Sidewalks, bike lanes, etc. Programmatic Category 4 Prototype: Technology — Traffic signal synchronization, ramp metering, etc. As in Task 1.1 the total economic impacts will consist of the one-time increases in total output, employment and labor income in Riverside County associated with construction activities, resulting from project prototype expenditures. Task 1.3 Cumulative Economic Impact: Transportation Projects and Programmatic Spending Task 1.3 will analyze and report out on the aggregate economic impact across the selected transportation projects and programmatic spending categories. Total output, employment and compensation impacts may be disaggregated by industry sector in order to allow an estimation and industry identification of the "follow-on" jobs and business revenues. This analysis will be illustrative of the industry effects and allow the cumulative impact to be communicated out across twenty two digit NAICS industries. While much of the impact resulting from the analysis in Task 1.3will occur in the construction industry, it will be important to communicate to stakeholders the other industries that will also be significantly impacted, including: retail trade, healthcare and social assistance, professional and scientific services and accommodations and food services. Each of these industries will see an increase in business revenues and in the number of jobs as the effects of the increase in construction activity due to the transportation projects ripple through the County's economy. 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 156 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis Task 1.4 Cumulative Fiscal Impact: Transportation Projects and Programmatic Spending The economic activity in Riverside County generated by the transportation projects over the duration of the project construction and programmatic investment period will generate significant state, local and federal tax revenues. Income taxes will be collected on the earnings of workers, both direct and indirect, as are unemployment insurance and disability insurance taxes. Sales taxes will be generated on the purchases of materials by the construction contractors and of goods and services by all the workers whose earnings are sustained by the transportation projects. Phase 2 I Analyzing the Community Impact Phase 2 of the engagement will consider the longer term benefits to the community from infrastructure improvements. Economists have long considered the economic benefits of infrastructure improvements. Such projects can have short-term effects, as funds invested in infrastructure construction stimulate the local economy as will be captured in Phase 1 of this engagement. The long- term effects of infrastructure improvements are often considered more impactful, if they alleviate bottlenecks and improve local transportation conditions, such as improving local accessibility. Transportation improvements can stimulate land development, increase local business formation and activity, and generate fiscal benefits. Task 2.1 Implications for Transportation Projects and Programmatic Spending The Center will introduce a range of variables to develop several scenarios (including an existing conditions baseline) to estimate the community impacts of the specific set of prototypes modeled and analyzed in Phase 1. The Center will develop and execute a tailored forecasting model to build scenarios, each reflecting varying degrees of community impact on the region. These scenarios will be accompanied by narratives that present implications for residents and businesses over a medium- to long-term time horizon. The Center will report out on existing and future community impacts across a variety of metrics that may include but are not limited to: developments patterns housing types employment mix - transit accessibility percentage of trips by non -car modes of transportation, and; - vehicle miles traveled per household. Phase 3 I Analyzing a sales tax increase proposal The third phase of the engagement will evaluate the likely impact of an add -on sales tax for consumers and businesses in Riverside County with a particular emphasis on the distributional effects of such a tax on the region's residents. Task 3.1 Examine historical trends in sales and use tax revenues for Riverside County. Task 3.2 Analyze the share of sale and use taxes are paid by households, businesses, and visitors to the Riverside County. 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 157 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis Task 3.3 Analyze how the burden of sales and use taxes are currently distributed across income groups in Riverside County. Task 3.4 Model and forecast the revenue stream from a proposed sales tax increase. Phase 4 I Public Intormatlon Task 4.1 Public Presentations The Center has strong competencies in public speaking and public presentation. The Center's staff experts conducted over 250 paid public speaking engagements in 2018. The Center's staff economists and policy experts have presented before a variety of audiences, from public sector gatherings and academic conferences to industry specific convenings, chambers of commerce events, and various association conventions. The Center is capable of preparing and presenting topical materials for different audiences, highlighting the relevant implications for each respective stakeholder group. The Center has robust experience navigating local policymaking environments, tailoring its work and especially its presentations to not only the audience's perspective, but also the audience's general interests or agenda in the context of the broader policy landscape. The Center's public presentation services in the context of this engagement would serve most directly to achieve Goal 5, general education and awareness building. Task 4.2 Facilitated Discussion and/or Press Interviews In addition to public presentation, The Center has experience facilitating public workshops and discussions pertinent to its topical expertise, whereby the Center offers guidance not only in the way of reporting out on findings but also by structuring and framing informed debate. The Center has facilitated interactive workshops in conjunction with formal presentations and has done so on a range of issues including economic development intervention design, chamber of commerce strategic planning, and local housing policymaking. The Center produces and places content on a wide range of topics annually in major local, regional, and national media outlets. The Center will work with the RCTC to identify the most salient topics for press engagement. In partnership with the RCTC's staff, the Center's Director of Communications, Victoria Pike Bond, would lead the Center's activities around press strategy and sourcing feasible, timely, and relevant press opportunities. 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 158 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis PROPOSED PROJECT SCHEDULE The tables below summarize the project schedule for Phases 1 through 4 including key activities and deliverables by work stream. Highlighted in yellow are those milestones that reflect events or opportunities for RCTC to provide feedback. This is a sample high-level deliverable schedule. The Center will confirm an official project timeline with RCTC upon commencement of work. ILHASES 1-4: cto • er - Apr 0 0 TASK / MILESTONE Phase 1 Kick -Off Call Client Check in Call Economic Modeling Data Analysis Preliminary Findings Call End -of -Phase Workshop Presentation Phase 2 Draft Report Production Client Check in Call Final Report Production Presentation Production End -of -Phase Workshop Presentation Draft Briefing Book Production Client Check in Call Final Report Production End -of -Phase Presentation Phase 4 Formal Presentation to RCTC Board 09/19 10/19 11/1 MENEM E11 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 159 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis PHASE 4: April - Auaus�0 TASK / MILESTONE 04/20 05/20 06/20 07/20 08/20 Phase 4 MMEN I I I I Formal Presentation to RCTC Board* Presentation to the Coachella Valley of Governments* Chamber of Commerce Presentation* Chamber of Commerce Presentation* Press Calls* Editorial Board Meetings* *Final timings of these presentations and meetings are TBD 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 160 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Professional Fees Economic Impact Analysis The table below puts forward the Center's proposed budget and associated estimated hours for each component of scope laid out in the Project Scope section above. Terms: Services requested by the Client to be provided by Beacon that are beyond the scope of this Agreement would be billed separately to Client. Beacon will work with Client on such requests to define the additional services and will prepare a budget accordingly for Client to approve before such additional services commence. PHASE 1-2 WORKSTREAMS EFFORT Project Inception / Kick-off Economic Impact Modeling — Project and Programmatic • Data Collection • Data Collection Review • Model Building • Data Analysis Fiscal Impact Modeling - Project and Programmatic • Data Collection • Data Collection Review • Model Building • Data Analysis Community Impact Analysis • Data Collection • Data Collection Review • Placed -based Scenario Model Building • Data Analysis Report Production • Section Narratives x12 • Visualizations x12 • Mapping x12 • Executive Summary Presentation Development Meetings/Calls SUBTOTAL HOURS TOTAL PROJECT HOURS HOURLY RATE 5 Hours 140 Hours 100 Hours 166 Hours 132 Hours 10 Hours 10 Hours 563 798 $250 TOTAL PROJECT CAP $199,500 PHASE 3-4 WORKSTREAMS EFFORT Sales Tax Proposal Analysis Forecast • Data Collection • Data Collection Review • Model Building • Data Analysis Briefing Book Production • Section Narratives • Visualizations • Executive Summary Press Engagements • Preparation • Logistics • Facilitation Public Presentations • Presentation Preparation • Travel • Logistics • Facilitation 100 Hours 80 Hours 20 Hours 30 Hours Meetings/Presentations 5Hours SUBTOTAL HOURS 235 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 161 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT Economic Impact Analysis Any amendments to the scope of work by the Client (including additions of Transportation Projects or Programmatic Spending Categories to be included above the pre -agreed number) after signature will require a formal Amendment to the Work Agreement and cannot be guaranteed by the Center. For presentations, in addition to the base fee for the Presentation, the Client will reimburse Beacon for travel -related expenses. Project Changes After Adoption of Transportation Improvement Plan At the request of the client, The Center can provide a cost breakout to the project should there be any new scenarios added after adoption of Transportation Improvement Plan. If these scenarios fall in line with the prototypes outlined above in the scope, UCR can complete the analysis at 75 per cent of the cost of the economic fiscal and community impact analysis. If the new scenarios fall outside of the current prototypes, the Center would have to reassess the costs in negotiation with the Client. Project Team CHRISTHORN BERG, PHD Founding Partner Role: Senior Advisor ADAM FOWLER Director of Research Role: Project Manager U DAY RAM Sustainable Growth & Development Manager Role: Research Advisor Education: Ph.D., Business Economics, UCLA: B.S., Business Administration, State University of New York, Buffalo Experience: Former State Treasurer John Chiang, Council of Economic Advisors, Member; UCLA Anderson Forecast, Senior Economist Education: ABD, Political Psychology, UCLA; M.A. Political Science, University of Arkansas; B.A., Political Science, Arkansas Tech University Experience: Economic Impact analyses for the L.A. Pride, Los Angeles 2024 Olympic Committee, Delta Air Lines, the Ontario International Airport, and California State University, Long Beach (CSU Long Beach) Education: Master of Urban and Regional Planning, UCLA; M.A., Georgetown University; B.A., Economics, Cornell University. Experience: Resilience Fellow in the Office of Los Angeles Mayor Eric Garcetti, Advisor to the Lower Los Angeles River Working Group, Advisor to the Abu Dhabi Urban Planning Council. BRIAN VANDERPLAS Education: M.A. & B.A., Economics, California State University Long Beach Senior Research Associate MAZEN BOU ZEINNEDINE Research Associate Experience: Economic Impact analyses for the Los Angeles 2024 Olympic Committee, Delta Air Lines, the Electric Daisy Carnival, and Otis College of Art and Design. Education: M.A., Economics, University of Southern California; B.A., Economics, State University of New York at Oswego Experience: Authored chapters for the Central Coast Economic Forecast and conducted regional industry and housing market analyses for the East Bay Economic Development Alliance. 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 162 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT About The Center Economic Impact Analysis The UCR School of Business Center for Economic Forecasting and Development is the first world -class university forecasting center in the Inland Empire serving one of the most dynamic regions in the United States. Together, Riverside and San Bernardino Counties make up an economic area that is larger than Seattle, San Diego, or Orange County and twice the size of Silicon Valley. The Center for Economic Forecasting and Development brings the full resources of the University to bear in creating modern, first-rate economic forecasts and economic development products that expand understanding and amplify interest in this vital region, one of the nation's fastest growing. The Center draws from the business expertise, public policy experience, and deep academic training of its seasoned economists to conduct path breaking research on the regional, state, and national economies —producing economic forecasts, public policy analysis, and economic impact studies for institutions, events, and public and private investments. As a hub of collaboration, innovative economic development ideas and strategies emerge from both researchers and business and government leaders. The Center not only delivers products and services that provide genuine insight into the economy, it also serves as an energetic community partner and resource to business and government leaders as well as the people of the Inland Empire. It is a fertile meeting ground for new product development, original research, and collaboration between industry, government, and the broader community. Economic Impact Analysis Expertise The Center for Economic Forecasting and Development is a leading provider of economic impact studies and analysis. Our researchers specialize in illustrating the economic, fiscal, and social impacts that major sporting and entertainment events, public and private investments, public policies and programs, and institutions have on neighborhoods, cities, or any geographic area. Using proprietary models that are based on careful, realistic methodology, we accurately quantify direct, indirect, and induced economic impacts related to job creation (direct and indirect), tax revenue (local, state, and federal), and household and individual income. Demonstrating a project's benefits and value through independent quantitative analysis can help garner support from a range of powerful constituencies including government decision makers, investors, the media, and the community at large. Our Approach: We develop deeply comprehensive studies that identify economic, fiscal, and social impacts. We include social impacts as part of a holistic and unique approach that captures and quantifies broader less obvious effects, such as the charity work performed by employees of a business or startups and spin offs that result from an industry's innovation and activities. We employ proprietary models, apply quantifiable data, and use advanced scientific methodology to reveal economic value. We identify the direct, indirect, and induced economic impacts related to: o Job creation o Federal, state, and local tax revenue o Household and individual income 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 163 UNIVERSITY OF CALIFURNIA School of UC IVERSIDE Business CENTER FOR ECONOMIC FORECASTING & DEVELOPMENT References Economic Impact Analysis We implement customized surveys and work hand in hand with our clients to fully understand the unique aspects of each project, business, or organization. We deliver true results and tell the story of your project's or business's impact using polished, easy to digest, visual graphics and clear, compelling narrative. The references listed below may be contacted to gain greater insight into the nature and caliber of our economic impact research and work: California State University Northridge Contact: Dianne F. Harrison PhD, President 818-677-2121 dianne.harrison@csun.edu 18111 Nordhoff Street Northridge, CA 91330 County of Riverside Contact: Ed Corser, County Finance Director 951-955-1110 ecorser@rceo.org 4080 Lemon Street, 4th Floor Riverside, CA 92501 Metropolitan Water District of Southern California Contact: Margie Wheeler, Executive Strategist 213-217-6121 M W heeler@mwd h2o.com 700 North Alameda Street Los Angeles, CA 90012 900 University Ave I Riverside, CA92521 I (951) 827-1012 I ucreconomicforecast.org 164 17336.00000\31287373.1 Exhibit "B" COMPENSATION [Attached behind this page] 165 EXHIBIT "B" COMPENSATION SUMMARY FIRM PROJECT TASKS/ROLE COST Prime Consultant: UCR School of Business, Center for Economic Forecasting & Development Services $ 199,500.00 TOTAL COSTS $ 199,500.00 TASK NUMBER TASK DESCRIPTION COST Phase 1 and Phase 2 Project and Programmatic Economic Impact and Fiscal Impact Modeling; Community Impact Analysis $ 140,750.00 Phase 3 and Phase 4 Sales Tax Proposal Analysis Forecast; Public Education 58,750.00 TOTAL COSTS $ 199,500.00 Commission authorization pertains to total contract award amount. Compensation adjustments between tasks may occur; however, the maximum total compensation authorized may not be exceeded. DRAFT 166 RIVERSIDE COUNTY TRANSPORTATION COMMISSION ECONOMIC IMPACTSIUDY November 13, 2019 Economic Impact Study The Transportation and the Economy Connection Anaylze benefits and cost o implement Plan • Analysis to be conducted by credible, independent party with knowledge about Riverside County economy • UCR Center for Economic Forecasting & Development fits the criteria SEPTEMBER 23, 2019 2 Economic Impact Study Scope of Work r • Specific economic impacts • Examples of major capital projects and program categories J • Longer - term community impacts • Impact on consumers and businesses of raising sales tax Phase 4 • Public information \ J \ J \ J SEPTEMBER 23, 2019 3 Economic Impact Study Staff Recommendations • Approve Agreement No. 20-19-012-00 with UCR Center to perform economic impacts analysis related to investment of additional sales tax for transportation improvements in Riverside County for $199,500; and • Authorize Chair or Executive Director, pursuant to legal counsel review, to execute agreement SEPTEMBER 23, 2019 4 AGENDA ITEM 11 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 13, 2019 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Jennifer Crosson, Toll Operations Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Agreement for Back Office System and Customer Service Center Operations for the 91 Express Lanes in Orange and Riverside Counties WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Award Agreement No. 19-31-059-00 among the Orange County Transportation Authority (OCTA), Riverside County Transportation Commission (RCTC), and Cofiroute USA, LLC (Cofiroute) to provide back -office system (BOS) and customer service center (CSC) operations services for the 91 Express Lanes (91EL) in Orange and Riverside Counties in an amount of $88,591,344, plus a contingency amount of $1,850,000, for a total amount not to exceed $90,441,344; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, including options years, on behalf of the Commission; 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required by the project; and 4) Authorize the payment of pass -through items in an amount not to exceed $10.5 million. BACKGROUND INFORMATION: DISCUSSION RCTC opened the extension of the 91EL into Riverside County in March 2017 and began jointly operating the 91EL with OCTA. The following map of the 91EL shows the Orange and Riverside County segments of the 91EL and the location of two facility buildings used to operate the express lanes. Agenda Item 11 167 COLIf'TH .41 •dmmistrakweal! [m.a As a requirement of Senate Bill 1316 (Correa), RCTC and OCTA, collectively referred to as the Agencies, entered into a cooperative agreement that establishes a framework for cooperation and sets forth various responsibilities between the two agencies. The cooperative agreement provides details of the joint operation with the objective of providing customers with a seamless experience when travelling between the Orange and Riverside County segments. The joint operation not only provides benefits to the customers of the 91EL, but also creates economies of scale and cost benefits to both agencies through joint contracting and joint provisions of the 91 EL operations and maintenance. Prior to the establishment of the cooperative agreement, OCTA utilized the services of Cofiroute to provide the BOS, CSC operations and maintenance, in -lane toll systems and traffic operations services. The first step to carrying out the joint operation was the execution of a three -party operating agreement between OCTA, RCTC, and Cofiroute (ORCOA) to add the services required to operate the Riverside County segment. The agreement was executed in May 2013. Since the execution of the agreement, the in -lane services have been removed from the ORCOA for both RCTC and OCTA and contracted to another firm. The May 2013 agreement had an expiration date of July 2021 as determined by OCTA's contract authority. Both RCTC and OCTA have obtained authority for up to six months of additional service to allow for the transition to a new firm should it be needed. The Agencies agreed to release a request for proposals (RFP), with OCTA as the lead agency, to retain services to provide BOS and CSC operations services (Project) for the 91EL for both Orange and Riverside Counties. The Project includes the design, development, implementation of the BOS (Implementation) and the ongoing operations and maintenance activities, including the CSC (O & M). The firm will be responsible for the day-to-day operations of the 91EL, including the following services: • Back -office software system • Hardware and software maintenance • Customer service Agenda Item 11 168 • Violations processing and collections • Customer account management • Payments and mail processing • Revenue collection and transaction processing • Traffic operation and incident management • Emergency services coordination • Transponder inventory management • Telephone system and other customer contact systems It is estimated that it will take the firm 18 months to design, develop, and test the new BOS. In addition, the firm will require time to migrate the existing data from the existing system, hire and train operations and customer service staff, enter into required service agreements, and otherwise prepare to assume the existing operation. The Project schedule indicates that the firm will be able to complete all necessary work prior to the end date of the existing three -party agreement. Procurement Approach This procurement was handled in accordance with RCTC's Procurement Policy Manual and OCTA's Board -approved procedures for professional services. The Agencies determined the competitively negotiated procurement method was most advantageous for this procurement as it allows the Agencies to obtain the best value by using any one or a combination of selection approaches wherein the relative importance of price may vary with non -price factors. The competitively negotiated procurement method considers and evaluates the proposed price and its qualitative technical merits, such as qualifications and experience of the firm, staffing, and Project approach. A contract award is recommended to the firm offering the most comprehensive organization, approach to delivery of the BOS, approach to performing the 0 & M work, and price. In advance of issuing the joint RFP, an industry forum was held from April 17 through 19, 2018 with the following objectives: • Gauge industry interest in the upcoming procurement; • Gather industry input to potentially incorporate into the procurement; and • Provide potential proposers with information regarding the Agencies' needs and the anticipated procurement process. The forum was well -attended, allowing the Agencies the opportunity to meet one-on-one with sixteen interested firms. The firms and Agencies were able to exchange valuable ideas regarding scope of work, Project schedule, and contract terms and conditions, some of which were incorporated in the RFP process. On April 22, 2019, RFP 9-1177/19-31-059-00 was released electronically on CAMM NET, OCTA's bid management system. The project was also advertised on April 22 and 29, 2019, in a Agenda Item 11 169 newspaper of general circulation, and trade magazines. Twenty-five attendees representing 20 firms attended a pre -proposal conference and toured the 91EL facilities on May 7, 2019. On July 12, 2019, four proposals were received. A responsiveness evaluation was conducted on all proposals, which included a review of any exceptions or deviations proposed by the four firms. One firm refused to retract all the exceptions that were unacceptable to the Agencies, which resulted in the removal of its proposal from further consideration, in accordance with the instructions detailed in the RFP. On August 19, 2019, the evaluation committee comprised of staff from RCTC and OCTA, as well as external representatives from the San Diego Association of Governments and Los Angeles County Metropolitan Transportation Authority, met to review the remaining three proposals: Cofiroute, Conduent Transportation (Conduent), and ETAN Industries. The proposals were evaluated and scored with points assigned based on the following evaluation criteria and weights: Qualifications, Related Experience and References of the Firm 15 percent Staffing and Project Organization 15 percent Implementation Work Plan and Technical Approach to BOS 30 percent CSC Operations Work Plan, Transition and Approach 20 percent Price 20 percent The evaluation criteria and associated weighted values were included in the RFP evaluation and award section. The work described in the RFP is heavily weighted toward technical design and delivery of services. A weighted value was assigned to each criterion based on the importance of the criterion's value to the success of the Project. • Qualifications of the firm, related experience, and references as well as staff and project organization were assigned a weight of 15 percent each to emphasize the equal importance of the experience of the firm in providing a similar system to the proposed BOS and the services required for 0 & M, as well as, the quality of the provided references. • Implementation work plan and technical approach to the BOS were assigned a weight of 30 percent due to the highly technical requirements of the BOS software, the BOS architecture and the relatively short time allowed to implement the system. • CSC operations work plan, transition and approach were assigned a weight of 20 percent due to the importance of successfully transitioning and carrying out the day-to-day operations of the toll facility and managing customer services. • Price was assigned a weight of 20 percent to ensure delivery of a cost-effective BOS and CSC operations over the term of the agreement. After the evaluation committee's review of the three responsive proposals, it determined Cofiroute (Irvine, CA) and Conduent (Germantown, MD) to be most qualified to perform the required services. Subsequently, the two firms were short-listed. Agenda Item 11 170 On August 27, 2019, the evaluation committee conducted interviews with the two short-listed firms. Each firm had the opportunity to present its approach for accomplishing the requested services and demonstrate the detailed capabilities and various aspects of its BOS solution and approach to CSC operations in supporting the Project's requirements. Each firm presented its key team members and their qualifications and roles on this Project. During the interview, each firm described its understanding of the requirements of the Project in the areas of design, implementation, operation and maintenance of its proposed BOS, data migration and transition, and CSC operations. Based on the technical proposal and interview evaluations and the best and final offer (BAFO) submitted by the short-listed firms, the evaluation committee recommends Cofiroute be selected to provide BOS and CSC operations for the 91EL. The final scores for the short-listed firms are provided in Table 1: Table 1— Proposer scores Proposer Price Score (20 points max) Technical Score (80 points max) Total Proposal Score (100 points max) Cofiroute 15.56 66.83 82.39 Conduent 20.00 54.50 74.50 Cofiroute's proposal included Cofiroute as the prime contractor and Toll Plus as a major subcontractor. Cofiroute is part of the VINCI Group, one of the largest concessions and construction groups in the world, which employs more than 200,000 people in more than 100 countries. Cofiroute is a tolling and express lanes operator specializing in the management, operation, and maintenance of express lanes systems. Cofiroute currently has 202 employees in California and Texas. Toll Plus, founded in 2009, specializes in BOS deployment and customization for electronic toll collection. Cofiroute's proposal demonstrated its thorough understanding of the work and ability to implement the BOS and deliver quality 0 & M services. Below, in Table 2, is a summary of the key elements from Cofiroute's proposal which support its technical score. Agenda Item 11 171 Table 2 — Summary of key elements Evaluation Criteria Cofiroute Key Elements Qualifications, Related Experiences and • 24 years of experience providing BOS and References of the Firm CSC operations • Operator of the 91EL since 1995 • Positive project references Staffing and Project Organization • Cofiroute and Toll Plus delivered similar services together for over a decade • Key staff experienced • O & M staff to participate in BOS design to facilitate operational efficiencies • Organization chart demonstrates clear understanding of work • Existing 91 EL staff retained • Customer -focused training plan Implementation Work Plan and • New BOS with updated architecture Technical Approach to BOS • Hybrid cloud approach utilizing efficiencies of cloud and existing data center • Complete schedule indicating ability to deliver BOS on -time • Clear understanding of technical requirements • Proposed system requires only 10 percent new development to meet the technical requirements • Detailed quality assurance program Familiar with data in existing system reducing risk of transition to new system CSC Operations Work Plan, Transition • Committed to customer service and accuracy and Approach of revenue processing • Committed to O & M quality assurance • Thorough understanding of the work • Well -versed in 91EL operating policies, security requirements, and California laws and regulations • Established relationships with local Caltrans, CHP, FSP and emergency responders • Provided favorable options to requested service agreements • Proposed a local mail house Agenda Item 11 172 Price Price proposals were evaluated and scored separately from the firm's technical proposal. Proposers submitted detailed pricing for four phases of the work on which they were evaluated: 1) Implementation of the BOS 2) Initial 0 & M Term (years 1-5) 3) 1st Option 0 & M Term (years 6-8) 4) 2nd Option 0 & M Term (years 9-11) The BOS implementation price is a fixed price to be shared equally by the Agencies. Pricing for the three 0 & M terms are primarily based on a per item and per volume cost. These costs will be invoiced according to the actual number of transactions and violations processed in a given month, as well as the number of initial collection attempts, pieces of outgoing mail, registered owner lookups and active accounts being managed. To allow for a price comparison for each of the O&M terms, the Agencies assigned an estimated number of volumes to each 0 & M term to arrive at the total contract price as shown in Table 3. The Agencies prepared an independent cost estimate (ICE) for the scope of work provided in the RFP. The ICE estimate is included in Table 3 and 4 for comparison to the proposed prices. The total price of the ICE fell between the two short-listed proposer's prices. Table 3 - Original Price Agencies' Independent Cost Estimate Cofiroute Conduent BOS Implementation $17,000,000 $16,744,757 $9,219,819 Initial 0 & M Term (years 1 -5) 56,050,000 61,657,024 50,835,303 1st Option (years 6 — 8) 38,650,000 43,247,660 34,124,945 2nd Option (years 9 -11) 45,830,000 48,606,403 38,048,891 Total Price $157,530,000 $170,255,844 $132,228,958 Following the interviews, the Agencies provided the opportunity for the firms to respond with a BAFO. Both short listed firms responded with a reduced price as detailed in Table 4 below. Agenda Item 11 173 Table 4 — BAFO Price Agencies' Independent Cost Estimate Cofiroute Conduent BOS Implementation $17,000,000 $14,249,091 $8,943,370 Initial 0 & M Term (years 1 -5) 56,050,000 58,733,713 49,311,014 1st Option (years 6 — 8) 38,650,000 43,233,264 33,101,721 2' Option (years 9 -11) 45,830,000 48,590,674 36,908,009 Total Price $157,530,000 $164,806,742 $128,264,114 Pricing scores were based on a formula, which assigns the maximum score to the firm with the lowest total price and scores the other proposers total price based on their relation to the lowest total price (Lowest Proposal Price / Proposal Price of the Proposal being evaluated x 20 = Price Score). Conduent was awarded the maximum available points, 20, for being the lowest bidder with a final price of $128,264,114. Cofiroute received 15.56 of the possible 20 points according to the formula above with its final price of $164,806,742. RCTC's share of the agreement is provided in Table 5 below. Table 5 — RCTC Price Share of Agreement RCTC Share BOS Implementation $7,124,546 Initial 0 & M Term (years 1 - 5) 30,437,693 1st Option 0 & M Term (years 6 -8) 23,662,037 2nd Option 0 & M Term (years 9-11) 27,367,068 Total Price $88,591,344 The BOS Implementation price is being shared equally by OCTA and RCTC. The 0 & M cost is based on each agency's estimated transaction volumes. Pass —Through Costs Staff identified various costs that will be incurred during the 0 & M periods for which there is no competitive pricing advantage and best suited as pass -through costs to the Agencies. Such costs include postage, address location services, welcome kits, transponder shipping supplies, website domains, and other costs. The firm will administer the work related to these pass -through items and request reimbursement from the Commission. The amount of pass -through costs will vary with the number of customers and revenue processed. Staff estimated the cost for pass -through items at $10.5 million for the 11-year duration of the operation and maintenance period including base and option years. Staff is seeking authorization to reimburse Cofiroute for such costs. Pass - Agenda Item 11 174 through items will be paid through the Commission's issuance of a purchase order to Cofiroute. Payment will only be used for the aforementioned items on an as -needed basis. Contingency A contingency of $1,850,000 is being requested. The contingency is based on RCTC's use of contingency funds during the design and implementation of the current 91 Express Lanes system and RCTC and OCTA's historical use of contingency for the 91 Express Lanes operation. The contingency amount includes $350,000, or 5 percent of RCTC's share for the back office system implementation and $300,000 for each of the base operation and maintenance years ($1.5 million). The agreement included 2,474 technical requirements; during the implementation of the system and over the course of the agreement, it is anticipated that changes to those requirements will be needed to address changes in Agency policies. Additionally, the 0 & M price for this agreement is based on projected estimates of the variable components mentioned in the price section above. The contingency will provide for an allowance in the variable pricing component should the volume estimate be lower than actual volumes. Recommendation Based on the established criteria, staff recommends Commission award of Agreement No. 19-31-059-00 among RCTC, OCTA and Cofiroute to provide a BOS and CSC operations services for the 91EL in Orange and Riverside Counties in an amount of $88,591,344, plus a contingency amount of $1,850,000, for a total amount not to exceed $90,441,344. Additionally, staff requests authorization for the Chair or Executive Director to execute the agreement on behalf of the Commission; authorization for the Executive Director, or her designee, to approve contingency work up to the total not to exceed amount; and authorization for payment of pass -through costs up to a total amount of $10.5 million. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2019/20 FY 2020/21+ Amount: $ 750,000 $100,191,344 Source of Funds: Toll Revenue Budget Adjustment: No N/A GL/Project Accounting No.: 009199 8104100000 0000 591 3181002 Fiscal Procedures Approved: \lie/u, Date: 10/16/2019 Attachments: 1) Agreement No. 19-31-059-00 2) Scope of Work (Posted on Commission Website) 3) Schedule 4) Cost Summary Agenda Item 11 175 ATTACHMENT 1 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 PROPOSED AGREEMENT OCTA NO. C-9-1177 RCTC NO. 19-31-059-00 AMONGST ORANGE COUNTY TRANSPORTATIOTHORITY AND RIVERSIDE COUNTY TRANSP TION CO M SION AND THIS AGREEMENT is effect this f , 20 ("Effective Date"), amongst the Orang- nt ion Auth 50 South Main Street, P.O. Box 14184, Orange, CA 92863-1584, a p entity • ifornia (hereinafter referred to as "AUTHORITY") and th- ' County :tion Commission, 4080 Lemon Street, Riverside, CA, a public enti e Sta California einafter referred to as "COMMISSION"), together collectively rNCIES", and (hereinafter re to as " individually known as "Party" and collectively known as the "Parties". WITNESSETH: uire assistance from CONTRACTOR to design, implement, install, Back Office System (BOS) and to operate a Customer Service Center (CSC) for ith the mutual intent of AGENCIES of jointly operating said CSC and BOS as a Facility from the customer's perspective, as further detailed herein; and AS, the Work necessary to implement the Project cannot be performed by the regular employees of AGENCIES; and WHEREAS, CONTRACTOR has represented that it has the requisite personnel and experience, and is capable of performing the Work; and Page 11ofly6 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 WHEREAS, CONTRACTOR wishes to perform the Work; and WHEREAS, AUTHORITY and COMMISSON have entered into a Co • ive Agreement for among other things, joint implementation, operation and maintenance of ' ess Lanes BOS and operation of the 91 Express Lanes CSC; and WHEREAS, in 2003 AUTHORITY purchased from the C. ' is Private Transp. Company its interest in a Franchise Agreement with Caltrans to ope d maintain a toll collecti• em on State Route 91 between State Route 55 and the • County/Ri de County line ("O A 91 Express Lanes") and has been doing so since that tim WHEREAS, the COMMISSON constructed and, r, to a Toll Facility Agreement with Caltrans, as of 2017 operates and mai • I collection syste ate Route 91 between Interstate 15 and County/Orange County line, a Conne► -tween eastbound 91 and southbound 1-15 and between northbound and w- TC 91 Express Lanes"); and WHEREAS, the Express a TC 91 Express Lanes are referred to, collectively, in this AGREEME► .the 91 . -ss Lanes, WHE- ., Procurem- the Work is . •rized under Sections 130238 and 130240 et seq. of the Public Code ement Policy and Procedures; and WHEREA arties intend for this AGREEMENT to be a comprehensive agreement erform all Work, as more particularly described in this AGREEMENT, d AUTHORITY's Board of Directors authorized this AGREEMENT on the 2019; and the COMMISSION's Board of Directors authorized this AGREEMENT on the 2019. NOW, THEREFORE, it is mutually understood and agreed by AGENCIES and CONTRACTOR as follows: Page 21176 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 ARTICLE 1. COMPONENTS OF AGREEMENT/INTERPRETATION A. AGREEMENT: This AGREEMENT, as defined in Exhibit A, De ' s and Acronyms, constitutes the complete and exclusive statement of the terms and conditio - agreement between AGENCIES and CONTRACTOR for the Work and supersedes all pri• esen . understandings and communications. The invalidity in whole or in part of any ter ► ondition of this A. ENT shall not affect the validity of other terms or conditions. Ter .italized herein shall, unle -rwise defined herein, have the same meaning as set forth i► •it A. Wher- s Agreement uses a term "including" it shall mean including but not limited to, uifically indicated. B. AGREEMENT Interpretation: This AGREEME -ach of the attached documents are all an essential part of the Parties agr- - •d should be inte in a manner which harmonizes their provisions. However, if an actual c••wing des. g order of precedence shall apply: Party's 1. AG Amendme T; ed hereto, ed in accordance with this AGREEMENT; ed herein by reference osal dated July 12, 2019 which is incorporated herein by reference. flict, and notwithstanding the order of precedence, the most stringent mined ENCIES shall govern, unless otherwise agreed to in writing by lure to insist in any one or more instances upon any other Party's performance of ns of this AGREEMENT shall not be construed as a waiver or relinquishment of that such performance by the defaulting Party or to future performance of such terms or conditions and the defaulting Party's obligation in respect thereto shall continue in full force and effect. This AGREEMENT may be amended or modified only by mutual written agreement of the Parties. Page 311876 21 22 23 24 25 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 E. CONTRACTOR shall only commence Work covered by an Amendment a -rthe Amendment is fully executed and notification to proceed has been provided by AGENCIES. F. Where the AGREEMENT uses the term "AGENCIES", it ref- e AUTHORITY and COMMISSION, collectively, unless the context clearly indicates is • to either the AUTHORITY or COMMISSION, individually. Where the AGREE uses the term Y", it refers to either the AUTHORITY or COMMISSION, unless the cclearly indicates that is o both AGENCIES. ARTICLE 2. OPERATION AND ADMINIST' A. The Parties acknowledge that it is the intent an ve of AGENCIES to operate the 91 Express Lanes in both Orange Cou riverside County .t customers will experience a seamless transition between the two fac an• •e 91 Exp : :nes as a single facility. The CONTRACTOR agrees to cooperate in or • facili i ; objective. B. Notwithstan• hint opercribed in paragraph A of this Article 2, this inistered • - AUTHORITY and COMMISSION as further set forth T. five Officer of AUTHORITY, or designee, shall have the authority to act for f AUTHORITY under this AGREEMENT. f the COMMISSION, or his or her designee, shall have the authority ny of the rights of the COMMISSION under this AGREEMENT. of transmittal accompanying CONTRACTOR's Proposal, CONTRACTOR d title] as an officer of CONTRACTOR, who shthorized to sign this AGREEMENT and any Amendments to this AGREEMENT and to act for and make commitments on behalf of CONTRACTOR. Page zlielg6 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 ARTICLE 4. SCOPE OF WORK AND REQUIREMENTS A. CONTRACTOR shall perform the Work in accordance with the att. - xhibits B through D, entitled "Scope of Work and Requirements", in a manner satisfactory to ' IES. B. In performing this AGREEMENT, CONTRACTOR wil espo for developing, operating, and maintaining a BOS that handles the funds of oth: •ocuments and p es financial transactions, and maintains the integrity of customer pers• formation and financial r- With respect to its obligations under this paragraph B, t - TRACTO' .II have a fiduciary •uty to AGENCIES, its customers and to the users of the Th: TRACTOR shall exercise its responsibilities prudently and shall institute all appropriate m- . s for the custody and administration of funds and records. C. CONTRACTOR shall provi• , re . _ - onnel, . ent, Software and supplies necessary to perform the Work. CONTRAS ' shal • in a competent and professional manner, in conforman he highest standards, to the satisfaction of AGENCIES. AGENCIES shall • led to d prompt . -ration by CONTRACTOR in all aspects of the Work. AGENCIES ave the right spect the pe : nce of the Work at any time, and CONTRACTOR shall fully and in the execution of such inspections. D. Exhibit : cope of Work and Requirements, sets forth that joint Work to be provided to of Work and Requirements"), whether jointly or separately funded. Only Scope of Work and Requirements, further sets forth that special NTRACTOR to be provided to the AUTHORITY only ("AUTHORITY Only Scope ents"),and funded solely by the AUTHORITY. No Work shall be included under my Scope of Work and Requirements if such Work will negatively impact CONT' ''s performance of the Joint Scope of Work and Requirements. F Exhibit D, COMMISSION Only Scope of Work and Requirements, further sets forth that special or additional Work of CONTRACTOR to be provided to the COMMISSION only ("COMMISSION Only Scope of Work and Requirements") and to be funded solely by COMMISSION. No Work shall be Page 5191d6 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 included under the COMMISSION Only Scope of Work and Requirements if such ork will negatively impact CONTRACTOR's performance of the Joint Scope of Work and Require ARTICLE 5. CONTRACTOR'S PERSONNEL A. Non -Key Team Personnel: 1. The CONTRACTOR agrees that it will at a -s employ, main d assign a sufficient number of competent and qualified personnel ar •contractors to perform t' k in a timely manner. 2. CONTRACTOR warrants and repre hat it personnel and Subcontractors have the proper skill, training, background, knowledge, - ce, rights, authorizations, integrity, character and licenses necessary to p- - Work in a comp- d professional manner. 3. At the request of AG: IE , - discretio NTRACTOR shall promptly remove from assignment to the performan► Work bcontractor, or any other person performing Work hereu► NCIES' r- remove an employee or Subcontractor from this Project is specific • .Work this AGR: NT and shall have no bearing on CONTRACTOR's decision to re e employee bcontractor •rk outside of this AGREEMENT. AGENCIES shall bear no respo fora► TRACTOR. B. Key OR's Project Manager identified in the Proposal is a "Key Team ry point of contact in all matters on behalf of CONTRACTOR. The ssign other individuals as contacts with regard to specific functional area of the proval of AGENCIES. ontractor shall provide the personnel listed below, which are hereby designated as nder this Agreement: Page 6191 f 6 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 3. The Joint Scope of Work and Requirements identify job categ. 'es as Key Team Personnel for the AGREEMENT as shown in the Table above. CONTRACTS ntified Key Team Personnel assigned to this Project in its Proposal shall be Approved as p. - Project Management Plan. CONTRACTOR acknowledges that the award of this AGREEM. • CO TOR was based in significant part on the qualifications of such Key Team onnel and on RACTOR's representation that they will be made available to perform t► +rk to completion, which a ty is a material term of this AGREEMENT. Key Team Pe -I shall be r- red to work in the +osition indicated in the Proposal and in the Approved Project 4. No Key Team Personnel shall be remo -placed by CONTRACTOR or have any change in function or any significon in the level o itment, without the prior written Approval of AGENCIES. Should AGE t the list . Team Personnel does not include personnel essential to the succWork, AGENCIES may require CONTRACTOR to add - g job cate• +ch list. 5. - NCIE ome diss. d with the performance of any person designated as Key Team Po el, AGENCI' .hall notify C• FACTOR in writing. Within fourteen (14) Business Days of receip h No ' : I either propose a replacement person for evaluation and A• •royal by or present to AGENCIES a thirty (30) Calendar Day plan for correcting the encies. If AGENCIES reject the replacement person for evaluation, then propos_ her replacement person within fourteen (14) Business Days of such s shall be followed until CONTRACTOR proposes a replacement person S. If AGENCIES reject the plan of correction, or Approve the plan of correction, performance deficiencies are not corrected to AGENCIES' satisfaction within thirty (30) Ca gays of AGENCIES' Approval of the correction plan, then CONTRACTOR shall, propose to AGENCIES a replacement person for evaluation and Approval by AGENCIES within the time and manner set forth above. If CONTRACTOR is unable to provide a suitable replacement for a total period of more than three (3) months from the date of AGENCIES' initial Notice to CONTRACTOR, whatever Page 711276 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 the reason, the position shall be considered "Unavailable" and this shall trigger the I'• uidated damages set forth in Article 18 C.2 or Article 18 C.3, depending upon the position. 6. Should the services of any Key Team Personnel be •o longer available to CONTRACTOR, CONTRACTOR shall, within one (1) Business becomes aware that the Key Team Personnel is or will AGENCIES. The resume and qualifications of the pro AGENCIES for Approval as soon as possible, but in no CONTRACTOR becomes aware that the Key Team will respond to CONTRACTOR within seven (7) Business concerning acceptance of the repla CONTRACTOR" means that the Key T otherwise physically unable to perform as a period of more than rendered physicall AGENCIES reasonable A than thirt (30) As used in thi Calendar the CONTRACTOR no -r be available, - Notice to replacement shall be ted to later than f• -en (14) Business D. s after el is not be available. AGENCIES owing receipt of these qualifications raph, "no longer available to by CONTRACTOR or is T for reasons such as health, for event a Key Team Personnel member was but late ysically able to perform, CONTRACTOR shall notify I to his or her position, subject to the AGENCIES' provide a suitable replacement for a period of more er the reason, shall trigger the liquidated damages for Unavailability set forth ending upon the position. assign y CONTRACTOR of a Key Team Personnel member without the ENCIES will automatically trigger liquidated damages for Unavailability set forth .3, depending upon the position. TERM OF AGREEMENT I Term: This AGREEMENT shall commence upon the Effective Date, and shall continue in full force and effect for a period of up to seven (7) years through ("Initial Term"), unless earlier terminated or extended as provided in this AGREEMENT. The Initial Term is composed of an Implementation Phase, and an Operations and Maintenance Phase, beginning at Go - Page 8191376 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 Live, of five (5) years. B. Extensions: AGENCIES, at their sole discretion, may elect to exte nitial Term of this AGREEMENT up to an additional thirty-six (36) months (" Option Ter r d thereupon require CONTRACTOR to provide the Work and otherwise perform in accor. with •pe of Work and Requirements at the rates set forth in Exhibit E, entitled "Contrac ' ice Proposal." A. ES, at their sole discretion, may elect to extend the Initial Term, as ext- . by Option Term 1, up to . •itional thirty-six (36) months ("Option Term 2"), and thereup• .uire CONTTOR to continue to •rovide Work and otherwise perform in accordance with the Sf Wo Requirements at the rates set forth in the Contractor Price Proposal. The Initial Term an ensions thereof shall be referred to as "Term" in this AGREEMENT. C. Extensions Not Constituting ver: electio tend the Initial Term under Option Term 1 and/or Option Term 2, sh. •t dim - terminate the AGREEMENT for AGENCIES' convenien TRACTO' as provided elsewhere in this AGREEMENT. The maximum Term of GREE T shall be en (13) years from the Effective Date. ARTI TIME • CHEDULE/► PLETION DATES CTOR's Submittal requirements and Submittal schedule shall be as set out Project Management Plan and CONTRACTOR's Approved Baseline ule, in . Dance with the Scope of Work and Requirements. NCIES' written Approval will be required for Submittals. in fifteen (15) Calendar Days of the Effective Date CONTRACTOR shall submit tation Schedule in a format acceptable to AGENCIES for AGENCIES' review and Approv. preliminary Implementation Schedule, (Exhibit F), shall be the basis for the development of CONTRACTOR's submitted Baseline Implementation Schedule. The Baseline Implementation Schedule shall propose dates by which CONTRACTOR will (a) submit required permits, documents, applications, and design; and (b) develop; deliver; install; test, and implement the required BOS, including Page 9191d6 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 all necessary documents, Submittals, and Deliverables in support thereof. Sufficient ' •formation shall be shown on the Baseline Implementation Schedule to enable proper control an oring of the tasks and subtasks in accordance with the requirements set forth in the Joint Sco. •rk and Requirements. 4. Upon completion of the Baseline Implementation le b RACTOR to the satisfaction of AGENCIES, AGENCIES will Approve such sche• .nd it will therea seemed the Approved Baseline Implementation Schedule and constitu - chedule for the Submitta orth in this Article 7, paragraph A.1 and measured in accord. - ith paragrap •f this Article 7. 5. Progress of Work shall be measurest th- , oved Baseline Implementation Schedule and submitted to AGENCIES monthly in acco . ith the Joint Scope of Work and Requirements, until the Implementatio - has been comp : ubmission of monthly progress updates to such schedule shall not r, se • ONTRA from full responsibility for completing the Work within the time set fo the A. -. Implementation Schedule. 6. CO R shall fur lent resources to ensure the performance of the Work in accorda - h the •ved Base Implementation Schedule. If CONTRACTOR falls behind in the mance of the •rk as indicat: the Approved Baseline Implementation Schedule, cessary to ensure its performance in accordance with plementation Schedule. CONTRACTOR shall manage the risks to the tion Schedule to avoid any potential delays or make every effort to work elays a igate the impact of delay. TRACTOR shall be responsible for all delays in the Approved Baseline e, except delays in Approvals caused by Force Majeure events. However, raph relieves CONTRACTOR of its responsibility to provide complete and accurate Submit . Deliverables that meet the requirements of the Scope of Work and Requirements. Submittals rejected by AGENCIES due to CONTRACTOR's failure to meet the requirements of the Submittal or Deliverable or to address the previous written comments provided by AGENCIES are not Force Majeure events and CONTRACTOR shall be held responsible for all associated delays. Page 1 qg 76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 8. If comments forms are established in the Project Management PI. to be used for the resolution of questions and issues on a Submittal, the Submittal shall not be c• ed Approved until all written comments are addressed to the satisfaction of AGENCIES. S of Approval shall be considered a rejection until the comments are fully resolved. B. Guaranteed Completion Dates: In executing this AGREEMENT CONTRACTOR operational by the Guaranteed Completion Date, AGENCIES in accordance with this AGREEMENT. 1. The 91 Express Lanes shall be fully ope determined by AGENCIES, within five- 2. In addition to all othe fails to meet the Guaranteed Completion pursuant to this AGRE Article 18, Liquida C. D the A• •roved Bas ranteeing that the BOS e fully ions thereof Appr• ed by nd shall have achieved Go -Live, as from Effective Date. ENCIES, if CONTRACTOR mpletion Date may be extended be subject to liquidated damages as specified in ils to complete any activity by the completion date in ementation Schedule, unless previously excused by AGENCIES in writing, d, within seven (7) Calendar Days of AGENCIES' request, to submit to it plans to return to compliance, including a recovery schedule if NTRACTOR fails or refuses to implement measures sufficient to bring its Work with the Approved Baseline Implementation Schedule, it shall be considered an ult and AGENCIES may exercise all rights provided herein, including permitting CONTRACTOR to proceed under specified conditions required by AGENCIES. 3. No AGENCIES' review or Approval of a schedule submitted by CONTRACTOR shall release or relieve CONTRACTOR from full responsibility for the accurate, complete and timely Page 1'ig 76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 performance of the Work, including the accuracy and completeness of the schedule or any other duty, obligation or liability imposed on CONTRACTOR by this AGREEMENT. A S' Approval of a schedule shall not constitute a representation by AGENCIES that CONTR ill be able to proceed or complete the Work in accordance with the dates contained in said ARTICLE 8. START AND PHASES OF WORK A. Implementation Phase: The Implementation Ph- all commence upon Effec -te and shall continue until Final Acceptance. CONTRACTOR of begin pe ing Work until the ' ective Date and shall not be entitled to any compensation for . .rk p: ed or costs incurred prior to the Effective Date. B. Conditions precedent to S executing th- 'EEMENT are CONTRACTOR furnishing the Form G, Performance • ent Bo d applicable certificates of insurance and endorsements thereof as r: ed by T. CONTRACTOR shall furnish said documents within AGENCIES. C. O commence u Term. usiness D notification of award of this AGREEMENT from he Operations and Maintenance Phase shall System and shall continue through the end of the M OBLIGATION nding ovisions of this AGREEMENT to the contrary, AUTHORITY and ly agree that AUTHORITY's maximum cumulative payment obligation (including CTOR's profit) for all Work during the Initial Term shall be Dollars ORITY Maximum Obligation"). This is based on the AUTHORITY's portion of fixed and va ce components and includes, but is not limited to, all amounts payable by AUTHORITY to CONTRACTOR and its subcontracts, leases, pass throughs, materials, and other costs , arising from, or due to termination of, this AGREEMENT and as further set forth in Article 10, Payment, unless agreed to and amended in writing by the AUTHORITY and CONTRACTOR. Page 1 4g€�76 21 22 23 24 2s 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 B. Notwithstanding any provisions of this AGREEMENT to the contrary, CONTRACTOR mutually agree that COMMISSION's maximum cumulative pay obligation for CONTRACTOR's profit) for all Work during the Initial ($ .00) (the " COMMISSION Maximum Obligation"). This is base fixed and variable price components and includes, but COMMISSION to CONTRACTOR and its subcontracts, lea arising from, or due to termination of, this AGREEME unless agreed to and amended in writing by COMMIS ARTICLE 10. PAYMENT A. Payments made for Imple 'hase Work by and percentages provided in Exhibit G, -sto Schedule. Operations and Maintenance Phase by respective AGENCY o the Price Propos liability for pa applicabl ent shall R Te OMMISSION and ligation (including Dollars ION's portion of is n• ited to, all am. sayable by ss throughs, materials, a costs as further orth in Article 10, P:yment, d CCTOR. GENCY shall be in the amounts ble payments made in the Work performed for their own ercentage basis for each AGENCY as identified in the AUTHORITY or COMMISSION have any joint B. Pa, of A •ligation: AUTHORITY shall pay to CONTRACTOR up to its Maximu :tion amount, for CONTRACTOR's full and complete performance of its MENT on a fixed and variable unit price basis in accordance with the forth i :graphs D through I of this Article 10. OMMISSION Maximum Obligation: COMMISSION shall pay to CONTRACTOR ligation amount, for CONTRACTOR's full and complete performance of its s AGREEMENT on a firm fixed and variable unit price basis in accordance with the followin. . ons set forth in paragraphs D through I of this Article 10. D. Payments for Implementation Phase: Payments to CONTRACTOR for the Implementation Phase will be as indicated in the CONTRACTOR Price Proposal, and Exhibit G, Payment Schedule. Payments for BOS design, development, integration and testing, installation and other Deliverables will Page 1 ig§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 be made using fixed prices for completed and Approved Deliverables as provid= • in the Payment Schedule and the CONTRACTOR Price Proposal. E. Payments for Maintenance: Payments for Maintenance will be r a monthly basis, and where applicable, based on fixed monthly prices and variable u es i dance with the CONTRACTOR Price Proposal. Adjustments to these payme► ay be made fo TRACTOR performance which falls below required Performance Meas :s further set forth in the S. Work and Requirements. F. Payments for Operations: Payments for •, •ns w ade on a monthly basis, and where applicable, based on fixed monthly prices, variab prices and pass -through costs, in accordance with the CONTRACTOR P osal. Adjustmen ese payments may be made for CONTRACTOR performance which fall ow '-rformanc- ures as further set forth in the Scope of Work and Requirements. G. Full and Co y• •mpensatio ork performed by CONTRACTOR in meeting the requirements of t - ' EEM hall be pal, der one of the above payment methods, which shall constitute ful sensation for Work, includ ut not limited to: (a) the cost of all insurance and bond premiu e o overhead, and profit relating to CONTRACTOR's performance of the •) the cost of performance of each and every portion of the Work (including all Subcontractor(s) and third party licenses and Software); (c) the cost of ental als; (d) all costs of compliance with and maintenance of such , (e) all risk of inflation, unless otherwise noted, currency risk, interest, and other with the payment schedule for the Work as provided herein; and (f) payment of ermits and other fees and/or royalties imposed with respect to the Work and any Equip erials, or labor included therein. H. Schedule of Fixed Payment: The following schedule shall establish the fixed payment to CONTRACTOR by AGENCIES for the Implementation Phase set forth in the Scope of Work and Requirements. Page 1igb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 1 21 22 23 24 25 26 IMPLEMENTATION PHASE PAYMENTS TYPE OF PAYMENT AUTHORITY AMOUNT ($) CO ION AMOUNT ($) Fixed Price $0.00 .00 Total Implementation Phase $0.00 _ I. Schedule of Fixed Payment and variable paym Operations and Mainte hase: ' The following schedule shall establish the basis for p. to CONTTOR by AGENCIE or the Operations and Maintenance (O&M) phase set forth - Scoork and Requirements. The schedule also shows the maximum obligation for each AGthe combined Implementation and Operations and Maintenance Phases 'shed in paragra. and B of Article 9, Maximum Obligation. OPERATONS AND NTEN PAYMENTS TYPE OF PAYM ► AU • MOUNT C. COMMISSION AMOUNT ($) Fixe. $0.00 $0.00 Variable ' Based on es ..00 $0.00 Pass thro . s $0.00 $0.00 To ation Maint a Pha $0.00 $0.00 MAXIMUM OBLIGATION ALL PHASES MAXIMUM OBL TION FOR IMPLEMENT N AND O&M ES $0.00 $0.00 I Requirements: During the Implementation Phase CONTRACTOR shall separately invoice A CIES on a monthly basis for payments corresponding to the Work actually completed by CONTRACTOR and Approved by each of AGENCIES in accordance with the payment methods as set forth in paragraph D of this Article 10, Payment, and in the proportion for each AGENCY established in Exhibit G, Payment Schedule. Page 1 git:)76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 K. Following Go -Live (During the Operations and Maintenance Phase) C• TRACTOR shall separately invoice AGENCIES in accordance with the payment methods as set f• paragraphs E and F of this Article 10. Such payments shall be monthly in arrears, beginning oh after Go -Live. Such monthly Operations and Maintenance invoices shall be subject to the ' .val o CY invoiced. L. Deliverables and Work completed and Approved b ENCY shall be ented in a monthly progress report prepared by CONTRACTOR, whic► accompany each invoice ted by CONTRACTOR. At its sole discretion, AGENCY ma a to make •ayment for any De erable until such time as CONTRACTOR has documented to Y's • action, that CONTRACTOR has fully completed all Work required under the invoice. AGENC ent in full for any task or Deliverable completed shall not constitute AGE invoice. I Acceptance o TRACTOR's Work under such M. Retention: As partial security . st CO' ure to satisfactorily fulfill all of its obligations under this NT, AGEN .II retain ten percent (10%) of the amount of each Implementation P voice itted for pa t by CONTRACTOR. CONTRACTOR shall invoice AGENCIES f- -release of etention in it .I invoices following Implementation Phase Final Acceptance in .ance retained funds shall be released by AGENCIES and R within sixty (60) Calendar Days of payment of final Implementation Phase ct to audit CONTRACTOR's records in accordance with Article 44, Audit CIES elect to audit, retained funds shall be paid to CONTRACTOR dar Days of completion of such audit in an amount reflecting any adjustment audit. on of Invoices: Invoices shall be submitted by CONTRACTOR to AGENCIES' Accoun able offices. CONTRACTOR shall submit invoices electronically to AUTHORITY's Accounts Payable at vendorinvoices(a�octa.net. and to COMMISSION's Accounts Payable office at AP(a�RCTC.orq. AGENCY shall remit payment within thirty (30) Calendar Days of the receipt and Approval of a properly prepared invoice. Each invoice shall include the following information: Page 19.9i76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 applicable, 1. AGREEMENT No. (AUTHORITY:C-9-1911; COMMISSION: 19-3-059-00) 2. The specific phase for which payment is being requested; 3. BOS generated reports to validate quantities for t riced items, where 4. AGENCIES' Project Manager's Approval of t -yment request. 5. Identification of the relevant line item the Price Proposal, an• -stone payment, identification of the milestone name, numbe amount in t '.yment Schedule. 6. The time period covered by the invo 7. Total monthly invoice (including Proje - cumulative invoice amount) and retention for the time period covered b •'ce and cumulati tion held; 8. Monthly Progress R: an• • •roved :. a Implementation schedule during Implementation Phase or, Monthly -ration- • • e Operations and Maintenance Phase; payroll fo onnel subject to prevailing wage requirements, if applicable; 1 ertific. - CTOR that a) The invoice is a true, complete and correct statement ursable costs and progress; b) The backup information included with the correct in all material respects; c) All payments due and owing to ppliers been made; d) Timely payments will be made to Subcontractors and eeds of the payments covered by the certification and; e) The invoice does not ch CONTRACTOR intends to withhold or retain from a Subcontractor or Supplier n the invoice; and Any other information as agreed or requested by AUTHORITY and/or COMMISSION to substantiate the validity of an invoice. O. CONTRACTOR agrees to pay each Subcontractor for the satisfactory Work performed under this Agreement, no later than thirty (30) days from the receipt of each payment CONTRACTOR Page 13_9f�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 8 9 10 11 12 13 14 15 16 17 18 21 22 23 24 2s 26 receives from AGENCIES for such Subcontractor Work. AGENCIES reserve the :ht to request the appropriate documentation from CONTRACTOR showing payment ha n made to the Subcontractors and CONTRACTOR agrees to provide said documentatio► equest. Any delay or postponement of payment from the above referenced time frame occ for good cause following written Approval by AGENCIES. P. The AGENCIES may impose administrative sa . for CONTRACTOR's fail omply with the payment provisions in this Article 10 without th- written App - of AGENCIES or to omply with any lawful or proper direction from AGENCIES con the 'rior to imposing administrative sanctions, the AGENCIES shall provide a written NoticNTRACTOR specifying the non- compliance and that AGENCIES will a -ir administrative •ns within five (5) Business Days of the date of such Notice, unless and , su •mplianc- hieved. The administrative sanctions shall be specified in the Notice a gay inc •. ited to, a penalty of two percent (2%) of the invoice amo •er month fo onth that payment is not made and/or suspending the processing of i- -s or pa t made fo rk performed until compliance is achieved. Q. Tr •ayment pro ns in paragr. O and P must be incorporated in all subcontract agreements is CO► greement. ARTICLE CES and communications regarding the interpretation of the terms of this hall be effected by delivery of said Notices (a) in person or by courier; otices in the U.S. mail, registered or certified mail, returned receipt requested, sent by electronic e-mail; provided that the recipient of the electronic Notice t of such transmission by email. Personal or courier delivery shall be deemed given upon a very to the intended recipient at the designated address. Mailed Notices shall be deemed given upon the date of the actual receipt as evidenced by the return receipt. Electronic e-mail Notice shall be deemed given upon the date the email is acknowledged as received by the recipient; provided that if acknowledgement is received after 5 p.m., delivery shall be deemed received as of 8 a.m. the Page 1 19§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 following Business Day. Any Notice shall be sent, transmitted or delivered, aspplicable, to the applicable Party or Parties at the following addresses: To: Orange County Transportation Authority To: Riverside County Transportation Commissio o: C CTOR 550 South Main Street P.O. Box 14184 Orange, CA 92863-1584 4080 Lemon Street,3rd P.O. Box 1200 Riverside, CA 9 208 ATTENTION: Ms. Reem Hashem Section Manager III ATTENTION: Ms. Anne Executive Dir Phone: (714) 560 - 5446 ne: (951) 787-71 Email: rhashem(c�octa.net ai . ctc.orci ARTICLE 12. INDEPENDENT CCT A. CONTRAC -tionship to • S in the performance of this AGREEMENT is, and shall at all times , n as to NCIES, . golly independent contractor. B. rvices under this AGREEMENT shall at all times be under CO TOR'• _ . control and shall be employees of CONTRACTOR and not employees ORITY. CONTRACTOR shall pay all wages, salaries, and other amounts on with this AGREEMENT and shall be responsible for all reports and the h as social security, income tax withholding, unemployment compensation and similar matters. xpressly provided in this AGREEMENT, CONTRACTOR shall have no power to ation, or liability on behalf of AGENCIES or otherwise act on behalf of AGENCIES as an either AGENCIES nor any of their agents shall have control over the conduct of CONTRACTOR or any of CONTRACTOR's employees. CONTRACTOR shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of AGENCIES. Page 19.9476 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 D. CONTRACTOR shall defend, indemnify, and hold harmless AGENCIES , ith respect to any claims, causes of action, suits, judgements, liabilities, or legal or administration eding (collectively, "Claims") which arise out of (i) any assertion, whether by CONTRACTS of its employees or Subcontractors, any public employee retirement system, or any loral agency, that CONTRACTOR or any of its Subcontractors or employees are in ployer-employeonship with AGENCIES and thus, entitled to any compensation or b- provided by AGENCIES -'r own employees, including, but not limited to, benefits pr. by AGEN under applicable orkers' Compensation laws, public employee retirement laws, Me•' eave Act, vacation, sick leave, etc.; (ii) any employment claims related to wages, hours, or . ent terms and conditions raised or brought by any personnel CONTRAC -ngaged to pertrk under this AGREEMENT; or (iii) failure of CONTRACTOR, or any of it ploy . ontractor .ide by applicable state and federal employment laws including, b •t limi o, :ssment and anti -discrimination obligations. In addition - her remedi have, AGENCIES shall have the right to offset against the amou► .ny pa is due to TRACTOR under this AGREEMENT any costs or liabilities AG- Shave inc or will be reably expected to incur, due to CONTRACTOR's failure to defe -mni NCI ES as required in this paragraph. E. CONTagrees to pay all required taxes on amounts paid to CONTRACTOR under nify and hold AGENCIES harmless from any and all taxes, assessments, inst AGENCIES by reason of the independent contractor relationship ENT. In the event that AGENCIES are audited by any Federal or State agency ent contractor status of CONTRACTOR and the audit in any way fails to sustain ly independent contractor relationship between AGENCIES and CONTRACTOR, then CTOR agrees to reimburse AGENCIES for all costs, including accounting and attorney's fees, arising out of such audit and any appeals relating thereto. Page 2ggt76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 ARTICLE 13. BONDS A. All bonds required by this AGREEMENT shall be issued by sureties in the State of California with an A.M Best Rating of A-, Class VII I, or better AGENCIES in their sole discretion, referred to hereinafter as "Eligible provision set forth in this AGREEMENT, performance by a sure any oblig shall not relieve CONTRACTOR of any of its obligations u - s AGREEMENT. B. As partial security against CONTRACT • ailure to s obligations under this AGREEMENT, CONTRACTOR ubmi CONTRACTOR provision of applicable Operations and Mai ctorily fulfill all ed to do business herwise Approved by nding any other ations • TRACTOR and eep in place until Go -Live and e Bond as described in paragraphs C and D of this Article below, a Perfor ' , d and Payment ferred to hereinafter as "Bonds" in the form, respectively, set forth in Fo G a .ttached t. AGREEMENT. The Bonds shall each be in the sum of one -hundred ( o) per xed Price for the Implementation Phase (not including p.- •h costs), a in Sheet 1 of the CONTRACTOR Price Proposal entitled Project C• mma I C5-BOS ementation Cost). If the Total Fixed Price for the Implementati• ase is incre. in connectio h an Amendment, AGENCIES may, in their sole discretion, re • . corre• - amount of the Bonds or new Bonds covering the Amendment. Maintenance Bond referred to hereinafter as "O&M Bond" shall be attached to this AGREEMENT, as a condition of Go -Live. The Bond shall not be released until the O&M Bond for the O&M phase is in place. for the O&M Phase shall be provided at one -hundred (100%) percent of Years 1 is (not including pass -through costs), as shown on CONTRACTOR Price Proposal Sheet , ed Bond Amounts Table (cell C25). D. O&M Bond (not including pass through costs) may be renewed each year at the anniversary date of Go -Live through the end of the Term. For subsequent years after the first year of Operations and Maintenance, the renewed O&M Bond shall be submitted to AGENCIES at least fifteen (15) Business Page 211g76 2 3 4 s 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 2s 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 Days prior to the anniversary date of Go -Live. Upon Approval thereof, AGENCIES I release the prior year's Bonds. E. The value of the O&M bond for years 2 through 5 and shall be • ed as follows: 1. Year 2 O&M bond = Estimated total combined c• •& .rs 2 and 3 (not including pass through costs) as shown on 4, Projected Bo counts table (cell C26). 2. Each of Years 3 through 5 O&M bo• stimated co • total combined cost .f O&M for upcoming year only as provide • -et 4 ct Bond Amounts Table for the respective upcoming year (cells C27, C2. • as applicable). F. The estimated value of the ' - is for any given - h regard to bonded amount shall be based on the value presented in th • 'rice Pro • or total O&M costs for the referenced year(s) as provided in parag E of cluding pass -through costs), as adjusted for any Approv- -s orders thected these Price Proposal cells and any updates in the estimated O' .lumes e year(s) • •ed by AGENCIES at their sole determination. G. If -ond previou ovided beco effective, or if the Eligible Surety that provided the Bond no long: -ts th- ents, CONTRACTOR shall provide a replacement Bond in the same ed by an Eligible Surety within five (5) Business Days of CONTRACTOR's CTOR shall provide Notice to AGENCIES promptly following such Bond such Bond's surety is no longer an Eligible Surety, in no case later Days thereafter. the Performance Bond shall meet the following requirements: entify AGENCIES and AGREEMENT Nos. C9-1177 (AUTHORITY) and 19-31-059- 00 (C• N) for which the Performance Bond is provided; 2. Upon written Notice by AGENCIES that CONTRACTOR has defaulted under this AGREEMENT, the Eligible Surety will have ten (10) Business Days to make a determination on the claim and to notify AGENCIES accordingly. Page 249€�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 ARTICLE 14. INDEMNIFICATION A. CONTRACTOR shall indemnify, defend and hold harmless AUT Caltrans, and their officers, directors, employees and agents, (hereafter, against any and all claims (including attorneys' fees and reasonable e for any loss or damages, bodily injuries, including death, damag the negligent acts, omissions or willful misconduct by CON agents, Subcontractors or Suppliers in connection AGREEMENT. In addition to any other defense an unity assumed under this AGREEMENT, CONTRACTOR shal Indemnitees from and against any and es, actions, suits, attorneys' fees, which arise out of condemnation or any other unlawful entry or employees. .Any CONTRACTOR h against any and a fees, costs, an charged to, or reco ting to any actu. with Deliver Agreement, er or u ual Property ONT nses in a cause ed may b, ed from any other r loss of use of OR, its officers, directors, , COMMISSION, emnitees") from and n or settlement) caused by yees, or arising . •f the performance of this ions that CONTRACTOR has , indemnify and hold harmless the s, and legal expenses, including tion for trespass, inverse TOR, its Subcontractors, agents any monies due or to become due to ment between CONTRACTOR and AGENCIES. , defend, and hold harmless Indemnitees from and causes of action, suits, legal or administrative proceedings, including any amounts, losses, damages (statutory or actual), reasonable attorneys' al thereto, which may be suffered by, incurred by, accrued against, ble from Indemnitees ("Claim(s)"), by reason of any such Claim arising out of or alleged infringement of any intellectual property rights by any Intellectual Property, tation Project Intellectual Property, alone or as incorporated into the Project, or any rk, Service(s) and/or Software, including Upgrades or Updates, or use thereof. 2. Without limiting any other rights or remedies available to AGENCIES under the in law and/or equity, in the event that any Intellectual Property, Equipment or Software employed to provide Work pursuant to this AGREEMENT, or portion thereof, is held to constitute an Page 219§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 s 9 le 11 12 13 14 15 16 17 18 21 22 23 24 25 26 infringement and its use is or may be enjoined, the CONTRACTOR shall have the oigation, at its sole expense, at AGENCIES' option to do one or more of the following: a. Require CONTRACTOR to, at its own exp= pply, temporarily or permanently, replacement the Intellectual Property, Equipment or Sof .f sim .lity and function which is not subject to such an infringement or injunction; b. Require CONTRACTOR to, at i expense, remove all suc ectual Property, Equipment and Software and refund to IES the c► thereof or equitabl adjust compensation; c. Take such steps as is necessa re compliance by AGENCIES with such injunction; d. Modify, or re. th. .ble Sub for or Supplier modify, the alleged infringing Intellectual Property a own t impairing in any respect the functionality or perform. - -of that is n. ; ng; and/or AGEN at CONTRACTOR's expense, the rights provided under this A ENT to us- infringing Int- al Property, Equipment or Software. esponsible for determining and informing AGENCIES whether a prospec her or Subcontractor is a party to any litigation involving Intellectual Property n or any injunction related to thereto, or arising out of any Intellectual are provided hereunder. The CONTRACTOR shall enter into pliers and Subcontractors at its own risk. AGENCIES may reject any Intellectual Software, which it believes to be the subject of any such litigation or injunction, judgment, use thereof does not meet the objectives of Work, restricts or impairs AGENT is in any Intellectual Property, or be unlawful. ARTICLE 15. INSURANCE A. CONTRACTOR shall procure at its own expense and maintain during the Term of this Agreement or longer as provided herein, insurance coverage as specified in this Article 15 or as otherwise Page 2zigb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 agreed to by the AGENCIES. CONTRACTOR shall provide the following insurance 1. Commercial General Liability at least as broad as Commercial General Liability Coverage (occurrence form CG 0001 or equi $5,000,000.00 per occurrence and $10,000,000.00 general aggregat 2. Automobile Liability at least as broad as I Coverage (form CA 0001, code 1, any auto, or equivalen $5,000,000.00 per occurrence and is acceptable to A S; 3. Workers' Compensation insura req Employer's Liability Insurance. Employer's liabilit $1,000,000 each accident, each empl• •odily injury, and shall be endorsed to waive the insurer's r and their respective officers, directors, em 5. aggregate to inclu Crime; and liabilit for or prep I Crime overage: In e Services Office ith a minimum limit of is ac e to AGENCIES; nce Services Oiness Auto a minimum combined imit of y the State of California and shall be no less than limit for bodily injury. The policy ainst the ORITY and COMMISSION, no less than $5,000,000 per claim and in the honesty, eery & Alteration, Monies & Securities, Computer ns Including Privacy and Network Security- covering ons in rendering computer or information technology services including 1) rogramming 3) data processing 4) systems integration 5) outsourcing ms design, consulting, development and modification 7) training uter Software or Hardware 8) management, repair and maintenance of computer systems 9) marketing, selling, servicing, distributing, installing and maintaining or Software 10) data entry, modification, verification, maintenance, storage, retrieval f data output, and 11) Privacy and Network Security (Cyber Liability) insurance covering liability arising from a) hostile action, or a threat of hostile action ("ransomware"), b) "malware" including computer viruses, Trojan horses, worms and any other type of malicious or damaging code c) dishonest, fraudulent, malicious, or criminal use of a computer system by a person, whether identified or not, and Page 2®b76 21 22 23 24 25 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 whether acting alone or in collusion with other persons, d) denial of service for w^ ch the insured is responsible that results in the degradation of or loss of access to internet or ne .ctivities or normal use of a computer system e) loss of service that results in the inability of a -rty, who is authorized to do so, to access a computer system and conduct normal activitie polic, shall be not less than fifteen million dollars ($15,000,000) per claim and annual a• ;ate. B. Proof of required coverage, in the form of a ce - of insurance, a copy of rance policy and/or an insurance company issued policy enent shall bvided to AGENCIE Proof of insurance coverage and endorsements evidencing uire or additional insureds must be received within ten (10) Business Days after notification of a is AGREEMENT from AGENCIES. Such insurance shall be primary and •utory to any ins or self-insurance maintained by AGENCIES. AGENCIES reserve the ri• re • • - • copies . -lated insurance policies. C. CONTRACTOR shall include • e fac - of Insurance the AGREEMENT Number and OCTA's Cministrator 'eem Hashem, Section Manager III. D. AUTH directors, e Commercial endorsement with shall maintain ap the Indemnitees as effect at all tim onsib' ,COM es and ag I Lia•' ION and t (the "Indem lifornia Department of Transportation, their officers, s") must be named as additional insured on iability Certificates and on the insurance policy performance hereunder. also include in each subcontract the requirement that Subcontractors coverage in the amounts as required by CONTRACTOR and include ional insureds on general and automobile liability policies. Such coverage shall at a Subcontractor is performing Work under the Contract. CONTRACTOR shall enforce Subcontractor compliance with these or similar insurance requirements provideNTRACTOR shall upon AGENCIES' request provide acceptable evidence of insurance for any Subcontractor. The CONTRACTOR shall assume all responsibility for risks or casualties of every description, for any and all damage, loss or injury, to persons or property arising out of the nature of the Services, including but not limited to the negligence or failure of its Subcontractors (as well as Page 262ei76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 CONTRACTOR's employees) to comply with this AGREEMENT. F. CONTRACTOR shall be required to immediately notify AGENCIE y modifications or cancellation of any required insurance policies. G. CONTRACTOR shall, at all times during the Term of this ' M . intain insurance in such form as is satisfactory to AUTHORITY and shall furnish NCIES with cont -vidence of insurance as provided below. All insurance policies shall be ' : by companies licensed t• siness in the State of California, with an A.M. Best Rating of ass VII, or b , or as otherwise A.•roved by AGENCIES. CONTRACTOR shall, at all times, comthe of such insurance policies, and all requirements of the insurer under any such insurance poll ept as they may conflict with existing California laws or this AGREEMENT. H. CONTRACTOR shall provid: E -rtificates g the required coverage to be in effect and a copy of the insurance , y or e- :encing the requirements for the additional insureds. S cancelled except insurance po I. A thirty nd endorse ITY r covera•e on an a ance . timely CONTRACTO required herein. Th GENCIES. Pe sis shall pro alendar shall be pr he insurance shall not be materially modified or prior written Notice to AGENCIES. Copies of all to AGENCIES upon request. all insurance coverage and amounts of insurance and to require CONTRACTOR to adjust the insurance coverage and based on industry standards for contracts of this size and type. II premiums and deductibles when due for all insurance coverage ove insurance shall not contain a self-insurance retention (SIRs) unless Approved g to the above paragraphs regarding professional liability, technology errors and omissio cyber liability insurance, if coverage is written on a claims made basis, such insurance shall be maintained in force at all times during the Term and for a period of three (3) years thereafter for Work completed during the Term. Additionally, if a sub -limit applies to any elements of coverage, the policy endorsement evidencing the coverage above must specify the coverage section and the amount Page 2726b76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 of the sub -limit. K. Providing and maintaining adequate insurance coverage describ- rein is a material obligation of CONTRACTOR and is of the essence for this AGREEMENT. its of coverage under each insurance policy maintained by CONTRACTOR shall •e i ed as limiting CONTRACTOR's liability and obligations under the AGREEME L. Subcontractors' Insurance. CONTRACTOR sh, er require each Subcontra► obtain and maintain Workers' Compensation Insurance, Co- cial Genera -bility, Business Aumobile Liability and Professional Liability coverage similar CONTRACTOR, or any other coverage deemed necess AGREEMENT or cover Subcontractors at all times that a Subcontractor is perk) responsibility to enforce Subcontractor co CONTRACTOR shall NCIES' Subcontractor. C for any and including but emplo ees) to com each of their ag and consultants fo pt such rights actor officials, CTO R age, loss led to NTRACTOR's p re •vide assume a ury, to perso his AGREEMENT. CIES and CONTRACTOR waive all rights against each other, against and their respective members, directors, officers, employees, agents e Contra d above in this section for e successful performance of the Such coverage shall be in effect CONTRACTOR shall have nsurance requirements; provided acceptable evidence of insurance for any sonability for risks or casualties of every description, r property arising out of the nature of the Work, of its Subcontractors (as well as CONTRACTOR's claims to the extent covered by insurance obtained pursuant to this Article 15, ey may have to the proceeds of such insurance. CONTRACTOR shall require all ovide similar waivers in writing in favor of AGENCIES and their respective officers, ees and volunteers except as otherwise agreed to by AGENCIES. ARTICLE 16. CHANGES A. AGENCIES may, from time to time, amend this AGREEMENT, mutually order Work suspension, add or deduct Work and/or make changes to Joint Scope of Work and Requirements of this Page 2£M§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 AGREEMENT hereinafter collectively referred to as "Joint Changes". In additio COMMISSION may, unilaterally, order additional Work solely required by the amend or order Work suspension to, respectively, the AUTHORITY Requirements or the COMMISSION Only Scope of Work and Change"). B. Any such Joint Changes shall result in the - ce AGENCIES and CONTRACTOR. Any Unilateral Cha Order, order, or a written Amendment to the relevant s by CONTRACTOR and the AGENCY ordering the Unilater Changes shall be compensated, or tim Work suspension issued by AGENCI AGENCY for a Unilateral Change, via a maximum obligation d C. If any in the price promptly noti the AGENCY whic ns therefore per AUTHORITY or ting AGENCY, or cope of Work and ent -after "Unilateral of an Amendment si. •y the II result in t► suance of a written hange ork and Requirements signed No Joint Changes or Unilateral except pursuant to an Approval. e of d Requirements or by an an increase or decrease to the CTOR, wi an Amendment or Change Order. or Unilato hanges ("Changes") cause an increase or decrease or in the tim: .uired for its performance, CONTRACTOR shall (and if Change is a Unilateral Change, with a copy to order the Unilateral Change ) thereof of any possible adjustment to price ) Calendar Days after the Change is ordered. However, nothing in this R from proceeding immediately with the requested Change. No nsated, or time extension provided therefore, except pursuant to an Amendment ining additional compensation to be paid for Change, the Parties shall use the labor, Equip and material costs and rates included in the Price Proposal for in preparing the Amendment, including the Price Proposal's fully loaded labor rates for additional Work. CONTRACTOR is required to use the overhead and profit rate identified in the Price Proposal Sheet 7. For Equipment, and materials costs not covered or anticipated in the Price Proposal, a catalog or market price of a Page 292e476 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 commercial product sold in substantial quantities shall be used as the basis for prop • a costs. E. If the cost of Change cannot be established on this basis or on tr is of prices set by the AGREEMENT, law or regulation, CONTRACTOR shall submit detaile► Breakdowns, including information on, Equipment, and materials costs and any other direct F. CONTRACTOR agrees that it will accept as full co agreed upon in writing, via an Amendment or Change Ord G. If CONTRACTOR disagrees with the amo the AGENCY in the Amendment or Change Orde CONTRACTOR shall submit a written dispute to AGENCY, does not apply) within fifteen (15) Cale CONTRACTOR's disagreement, CONT AGENCY. The dispute shall state the specification reference above period, pay full compens considered as H. CONT J. ation for Chang- e mutually ompensatiotime extension prop•sed by ay issue a Work Directive. py to AGENCY to which the dispute Work Directive. Notwithstanding ed dilige performance if directed by , if possible, the AGREEMENT . If a written dispute is not submitted within the Work Directive and such payment shall constitute red thereby. An undisputed Work Directive will be der. shall promptly notify AGENCIES in writing when it receives direction, termination from any source other than AGENCIES that may lead to or ENCY, to which the notification applies, shall Approve before said direction, instruction, interpretation or determination. OR may initiate Change requests for Work it believes to be out of scope in agraph A of this Article 16. CONTRACTOR must follow the process identified in or any CONTRACTOR initiated Change requests. For avoidance of doubt, any Notices regarding a Change that is believed by s and cost as set fort ed therein or after the receip CONTRACTOR to be applicable to AGENCIES shall be sent to both AUTHORITY and COMMISSION and any Notices regarding a Change that is believed by CONTRACTOR to be AUTHORITY only or Page 3(1876 21 22 23 24 25 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 COMMISSION only, shall also be sent as a copy to AGENCY to which CONTRA TOR believes the Change does not apply. Any changes to Joint Scope of Work and Requirem: ust be Approved by both AUTHORITY and COMMISSION. ARTICLE 17. DISPUTES A. All claims and other disputes between CONTRACTOd AGENCIES or, !cable, only one of AGENCIES, arising under this AGREEMENT, shall • •Ived in accordance with tle 17, Disputes, except those matters referenced in this Art , paragrap elow. All disputes all be decided in accordance with this AGREEMENT and gen: ncipl: .tate law. Questions of fact and law may be considered in this dispute process; providing ing in this AGREEMENT shall be construed as making the final decisio UTHORITY or SSION official on a question of law. The Parties shall diligently coopera ith • nd with son(s) appointed to resolve the dispute, and shall perform such acts ay • - %btain a prompt and expeditious resolution of the disput B. Upon resolve the d Parties shall dispute resolution i If the AGENCY' the resolution shall uted pursuan encem between A good tion. ct Man solution process, the Parties shall first attempt to er(s) and CONTRACTOR's Project Manager. The ness Days after the date that the written request for and attempt to resolve it. There shall be at least one meeting to attempt ject level negotiation may be continued upon the agreement of all Parties. nd CONTRACTOR's Project Manager are able to resolve the dispute, f the disp Y Project M et forth in writing. If such resolution results in a Change, an Amendment shall be rticle 16, Changes. If the dispute cannot be resolved at the meeting or any , the following shall apply: For a dispute involving AGENCIES the dispute shall be submitted to each AGENCY, using the respective processes identified for AUTHORITY only and COMMISSION only disputes identified in items 2 and 3 of this paragraph B. AGENCIES will provide a joint written decision to CONTRACTOR following completion of this process. A resolution of a dispute involving both AGENCIES Page 3A76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 must be Approved by both AGENCIES. 2. For an AUTHORITY only dispute, the dispute shall be sub Director of Contracts Administration and Materials Management (CAMM) of such meeting identified in paragraph B of this Article or continua submit the following written information to the Director of CAM dispute; (b) the Party's position; (c) the dollar amount and/o supporting documents the Party believes will aid the Director of CAMM will issue a written decision within t decision is submitted within that time, or any agreed upon e been deemed to have denied CONTRA •osition. The de the final and conclusive administrative d 3. For a COMMISSION o Executive Director withi or continuance th Director (a) and/or sched Executive Director to reve RITY. to AUTHORITY's (10) Business Days, rties shall each an explanation o .ture of the dule impact of the dispute, d) any or of CAM arriving at a decisi The ays; provided that if no written thereof, the AUTHORITY will have f the Director of CAMM shall be be submitted to COMMISSION's Business ch meeting identified in paragraph B of this Article hall each it the following written information to the Executive ature of the te; (b) the Party's position; (c) the dollar amount supporting documents the Party believes will aid the g at a decision. The Executive Director will issue a written decision within ten at if no written decision is submitted within that time, or any agreed upon COM N will have been deemed to have denied CONTRACTOR's position. cutive Director shall be the final and conclusive administrative decision of the to arises which must be resolved expeditiously in order to prevent serious damage erson or property, or serious interference with Approved Baseline Implementation Schedule, the disputing Parties shall make every effort to resolve such dispute immediately. If such dispute cannot be resolved immediately, AUTHORITY and/or COMMISSION will issue a Work Directive, in accordance with Article 16, Changes, and CONTRACTOR shall expeditiously proceed with the Work Page 340#�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 Directive. Once the urgent aspects of the dispute have been resolved, the Parties m. continue with the remaining procedures for dispute resolution, in accordance with this Article 17 essary and to the extent applicable. D. Nothing in this AGREEMENT, however, shall be constru- make -1 the decision of any AUTHORITY or COMMISSION official or representative on -stion of law, whi. -stions shall be settled in accordance with the laws of the State of Calif° E. If all other means of dispute resolution set .bove are n• ccessful, any of the 'arties may commence an action using the following jurisdicti• a ac I take place in Orange County Superior Court for AUTHORITY -only disputes, Riverside Coy OMMISSION-only disputes, and in the sole determination of AGENCIES, ` .nge County or ' .e County Superior Court for an AGENCIES' dispute. In lieu of litigatio - ' •on term -ed to by the Parties, elect mediation or arbitration, binding or othe II as a condition precedent to commencing an action - County Su •urt or Riverside County Superior Court for money or damages file a •ursua e Govern Claims Act, Government Code sections 900 et seq. For purposes - claims filin. irement, the ng of the time period in which a claim must be filed shall be susp- ntil t - . ministrative decision by the Director of CAMM and/or or the COMMISSI • five Director, as applicable. on procedures set forth in this Article shall not apply to the following: the AGREEMENT Documents expressly state are final, binding or solution; claim or dispute that does not arise under the AGREEMENT; sputes regarding compliance with Governmental Rules, liability or indemnification; Any claim for injunctive relief; 5. Any claim against an insurance company, including any Subcontractor dispute that is covered by insurance; 6. Disputes regarding matters under the jurisdiction of Cal -OSHA; Page 3164376 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 7. Any claim or dispute that is the subject of litigation in a lawsuit fil: • in court to which the procedures established in this Article do not apply, including any effort to int: .d a party into such a lawsuit in order to make the procedures established in this Article applic 8. Any claim for, or dispute based on, remedies expr: reate. atute; 9. Any dispute that is actionable only against a y; and 10. Any claim arising from this AGREEME hich a third party is a ne party and has not agreed to participate in the process; pro hat the Par shall nevertheless . oceed with resolution of disputes in accordance with this Artic . - ma, extent possible. ARTICLE 18. LIQUIDATED DAMAGES A. If CONTRACTOR fails to: ete the Work re. for Go -Live by the Guaranteed Completion Date or any Approved exte the . •rovide K- m Personnel in accordance with the AGREEMENT, or (3) meet the ations - Performance Measures of the AGREEMENT establis - - Scope of Requirements, the actual damage to AGENCIES will be difficult or i ► .able to • ine. The -, the Parties have agreed to stipulate to the amount payable to Aer to fix and limit CONTRACTOR's costs and to avoid later dis. over are proper. The Parties agree that the amount of liquidated damage .sonable in light of the anticipated or actual damage to AGENCIES and do not damages may be assessed at AGENCIES' sole discretion as follows: CONTRACTOR has not completed the Work required for Implementation of the and achieved Go -Live by the Guaranteed Completion Date: $7,500 per Calendar e day following the Guaranteed Completion Date. Team Personnel 1. CONTRACTOR acknowledges that the award of this AGREEMENT by AGENCIES was based in significant part on the qualifications and experience of the Key Team Personnel listed in CONTRACTOR's Proposal and representation that they would be available to perform the Work. Page 3i6b76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2. In the event that CONTRACTOR Project Manager or other Per .nnel identified in Table below becomes Unavailable to perform the Work, subject to the conditiforth in Article 5, CONTRACTOR's Personnel, AGENCIES may assess CONTRACTOR -d damages for each occasion of such Unavailability as follows: Key Team Personnel Liquidated ges POSITION LIQUIDATED AMOUNT, Project Manager — Implementation Phase 0,000 Project Manager - O&M Phase $150,000 Operations Manager $ 50,000 Installation Manager 25,000 3. In addition to the a CONTRACTOR shall pay AGENCIES a f Personnel is Unavail occasion of itions .entified in the above table, ed amof $20,000, if any other Key Team ayable un. his Article 18 for Unavailability apply for each Te. 'ersonnel. rformance _ es res establish a minimum level of service for Operations and Maintenance Measures include compliance with Security Standards identified in the uireme including but not limited to data security, payment card industry (PCI), le Information (PII) standards. eet such Performance Measures shall result in the assessment of liquidated dam. .rm of Adjustments as set forth in the Scope of Work and Requirements. These adjustme hall result in a reduction of the amount of the monthly fee AUTHORITY and COMMISSION would otherwise pay to CONTRACTOR for the Work. Standard reports shall be developed by CONTRACTOR to measure whether the performance standards have been met. The' format and content of such reports shall be Approved during the design and generated by the BOS and shall be run on a Page 3 4b76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 scheduled basis by CONTRACTOR and provided to AUTHORITY and COMMIS ON on a monthly basis, unless another frequency is otherwise specified in the Scope of Wor Requirements or otherwise directed by AGENCIES. F. AGENCIES may deduct liquidated damages from any m. .ue o ay become due to CONTRACTOR under the AGREEMENT. AGENCIES are •ligated, howeve sake such a deduction or to provide notice thereof. If such deducted m. :re insufficient to recover idated damages owing, CONTRACTOR or CONTRACTOR's shall pay to NCIES any deficie y prior to Final Acceptance of Implementation Phase or clos: Op- s and Maintenance Phase, as applicable, or upon termination of this AGREEMENT. G. The failure of AGENCIES t► .ny liquidated da authorized under this Article 18 shall not constitute a waiver of AGENCI : igh ch adjus . or liquidated damages at a future date. Further, failure to imposa uidate► s not constitute a waiver of CONTRACTOR's oblig Requirements. H. L covered unde ARTICLE the affe erform in a e with the AGREEMENT and Scope of Work and separate a mulative and are not in lieu of Actual Damages AL DAMAGES ns and Maintenance Phase, CONTRACTOR shall reimburse AGENCIES AGE identify as having been lost due to the fault of CONTRACTOR. Lost not limited to, such events as processing errors, lost transactions, lost images, s, lost data, revenue lost due to data security breach, and transactions that are ed due to failures or delays in transaction processing. If actual data is available for e period, such data will be considered in the calculation of actual damages as applicable. If AGENCIES do not have actual transactional, financial, or other relevant operational data from the affected period, such actual damages shall be calculated based on a determination of a comparable period made by AGENCIES, and shall consider the day, month, time of day, location, season, whether Page 3§Ti76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 statements due to inaccurate reporting of information services to customers. ARTICLE 20. RISK OF LOSS A. CONTRACTOR shall bear for damage and loss caused by the sole CONTRACTOR shall promptly replace the for which it bears all ris B. In the willful miscon or lost portion submit the amoun isk of dam loss that CIES agree was caused by the sole negligence or Force Majeur, • NTRACTOR shall promptly replace the damaged after such cost is pre -Approved by AGENCIES, and expended to AUTHORITY and/or COMMISSION for reimbursement as a on its next invoice to AUTHORITY and/or COMMISSION. If risk of loss ACTOnevertheless promptly replace the damaged or lost portions of the s initial cost; provided that in doing so, CONTRACTOR does not waive any nder this AGREEMENT to later recover such costs. DEFAULT ult of CONTRACTOR: the day is a weekday, weekend or Holiday, and such other factors as are reasonabl- AGENCIES may choose, in their sole discretion, to recover such lost revenue from CONTRAC ' •y deducting such amounts from payments otherwise due and owing from AGENCIES to CO► TOR. B. In additional to other actual damages, CONTRACTOR s resp. - for all additional costs associated with any PII, PCI, data or security breach ass• -d with CONTRA , ''s provision of Work, including but not limited to, special mailings notif stomers of a mistake in Monthly TRACTO' • providing credit m• itoring amage or loss to S, Facilities, and/or Sites except ENCIES or Force Majeure. e BOS at CONTRACTOR's cost 1. A default shall mean a material breach of this AGREEMENT by CONTRACTOR. Without limiting the generality of the foregoing and in addition to those instances referred to elsewhere in this AGREEMENT as a breach, a default shall include the following: Page 37�4f�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 a. CONTRACTOR fails to timely remit or credit AGENCIES pursuant to this AGREEMENT; b. CONTRACTOR fails to timely deliver and/or m AGENCIES, which Deliverables include, but are not limited to, all insu security required by this AGREEMENT or to maintain in force performance security; c. CONTRACTOR fails to pr Date; to diligently perform the Work in accordance with suspends or otherwise ceases to perform the Work (except' by AGENCIES, or due to Force Majeur suspended as directed by AGENCIES; d. CONTRACTO ptly resume pe reven -s due either of liverables to either of er performance ect any such in e, bonds or perform t ork following the ective line Implementation Schedule; from excused suspensions directed ce of any Work which has been ork in accordance with this AGREEMENT, includin• limited to, tof Work and Requirements; supply enough properly skilled workers or proper materials to • the Work r: ed under this ' EEMENT; ake prompt payment to Subcontractors or Suppliers in accordance with EEMENT within 30 Calendar Days from receipt of payment from AGENCIES, CONTRACTOR and its Subcontractors or Suppliers; CTOR fails to make any payment due AGENCIES under this but not limited to, liquidated damages; . CONTRACTOR commences any suit or any suit is commenced against der any bankruptcy, insolvency or similar law to liquidate, reorganize or dissolve CONT'. or which seeks the appointment of a receiver, trustee, custodian or other similar official to attach, execute or such similar process for any substantial part of CONTRACTOR's assets; or CONTRACTOR assigns the proceeds received from this AGREEMENT for the benefit of its creditors, or it has taken advantage of any insolvency statute or debtor/creditor law or if CONTRACTOR's property or Page 3f i,§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 affairs have been put in the hands of a receiver; or any of the foregoing events occurs ith respect to any Surety, which Surety is not promptly replaced by CONTRACTOR; i. CONTRACTOR fails to obtain the Appro ' UTHORITY and/or COMMISSION, as applicable, where required by this AGREEMENT; j. CONTRACTOR fails to provide ad = e assurances ired under paragraph 2. below; k. CONTRACTOR has faile herein; e represen of any warrantie stated I. Any person authorized to act on ► ' CTOR's behalf makes a statement to any person authorized to act on t -•RITY's and/or SSION's behalf, indicating that CONTRACTOR cannot or will not perfo y o • •f its obligunder this AGREEMENT; m. CONTRACTOa pa • ailures to provide the Work and meet the Scope of Wor uirements. necessary for that CONTRAC to AGENCIES, in EEMENT. Un here . CO o. The orm ithin th CTOR fail ension or rev medy Pervasive Defects; or on of any license, permit, or registration R's obligations under this AGREEMENT; the opinion of AGENCIES, reasonable grounds for uncertainty exist with ility to perform the Work or any portion thereof, AGENCIES may request frame set forth in AGENCIES' request, provide adequate assurances g, of CONTRACTOR's ability to perform in accordance with the terms of this ENCIES receive such assurances, AGENCIES may suspend all payments or ONTRACTOR. In the event that CONTRACTOR fails to provide to AGENCIES the reques . .rances within the prescribed time frame, AGENCIES may: a. Treat such failure as an Event of Default; b. Resort to any remedy for breach provided herein or at law or equity, including, but not limited to, taking over the performance of the Work or any part thereof either by itself or through Page 39�4476 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 others; c. Remove all technical documentation deposited e Escrow Agent pursuant to the Escrow Agreement executed in accordance with Article lectual Property, and Article 26, Intellectual Property Escrow with the purpose of competi ' proc y Equipment or Software or providing any Work based on such documentation; d. Terminate CONTRACTOR's pe ce hereunder. 3. The enumeration in this Article or e ere in this A• EMENT of specific ghts or remedies of AGENCIES shall not be deemed to limit hts o -dies which AGENCIES would have in the absence of such enumeration and no exercise . NCIES or failure to exercise of any right or remedy shall operate as a waiv therewith or to stop AGENCIES from ex B. Notice of Default - Chance If, in the dete CONTRACTOR, Notice" spec' as set forth t . AGENCIES shall AGENCIES are cured. Failure to table remedie applic he default r thi Cal- equire vide other of AGENC hts or remedies not inconsistent of AGEN surety b ed, and advi hts or re default has occurred, AGENCIES will notify very of a Notice hereinafter referred to as "Default CONTRACTOR that such default must be cured terminated. Prior to declaring an Event of Default, NTRACTOR to cure the default to AGENCIES' reasonable satisfaction Days, or such shorter time if the default requires it; provided that ue a Default Notice if there is a default which by nature cannot be a Default Notice shall not preclude AGENCIES from exercising other rt of termination. AGENCIES may extend the opportunity to cure beyond the nod if the default is one AGENCIES agree requires additional time to cure, so long as 'ACTOR has commenced curing such default and is effectuating a cure with diligence and continuity during such 15-Calendar Day period, or extension thereof which AGENCIES prescribe. Page 40i4t76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 C. Remedies in the Event of Default ; Notice of Termination for Cause. 1. If CONTRACTOR does not cure the default within the time • ibed or the default is not subject to cure, AGENCIES may declare an Event of Default, all be in writing and provided to CONTRACTOR, and, as appropriate the Surety. I ion ether rights and remedies under this AGREEMENT and/or the bonds, AGENC ' hall, upon decla . •f an Event of Default, have the right to terminate this AGREEMENT ole or in part, pursuant t• - ce of a Notice of Termination for Cause, specifying the effo date thereo /or perform or cau e to be performed the Work or any portion thereof, which Termination for Cause may be provided concurrently wi Default. In exercising such right CONTRACTOR shall deliver, all appli such items as AGENCIES may direct. A CONTRACTOR's Su direct. AGENCIE CONTRACT Equipment, owned or rented b in perf damages a fired �NTRACTOR. The Notice of ritten declaration of an Event of ly take possession of, and a, and facilities that house right to complete the Work with s �R shall assign such subcontracts as AGENCIES to the Work, may take possession of and use, and CIES, any or all of the materials, plants, tools, ery kind, provided, purchased, maintained, leased, RACTOR in performing the Work, including but not limited to all technical e code, and object code placed into Escrow. AGENCIES may make to third parties, along with third party licenses and Software, and/or , plant, tools, Equipment, and supplies for purposes of performing the Work. e CONTRACTOR and CONTRACTOR shall be liable to AGENCIES for the r, materials, plant, tools, Equipment, supplies and property reasonably necessary r completing the Work. 2. If AGENCIES declare an Event of Default, CONTRACTOR shall be liable for those provided herein resulting from the default, including but not limited to: a. Losses as defined in Article 20, Risk of Loss; and CON ight to co o deliver to CIES may im ftware a Page 4 4t76 21 22 23 24 2s 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 b. The difference between the actual costs incurred by AG- CIES in completing the Work and the compensation AGENCIES would otherwise hav- . CONTRACTOR under this AGREEMENT for completing such Work; c. Liquidated damages, d. Actual damages. The CONTRACTOR shall remain liable for .ther liabilities and claims CONTRACTOR's default. All damages and costs m. :educted a .id out of any moni- due from AGENCIES to CONTRACTOR. D. If an Event of Default occurs, CONTRACTOR a urety shall be jointly and severally liable to AGENCIES for all losses an• -s incurred by At S. Upon the occurrence of an Event of Default and for so long as it rs, - may wit :II or any portion of further payments to CONTRACTOR until the date AGE 'roject as complete at which time AGENCIES will determi► TRACTOR : to any further payments. AGENCIES will deduct, from any moneys • which : e due C• FACTOR or its surety, all costs and charges incurred by AGENCI luding attor ., accountant • expert witness fees and costs. If AGENCIES' losses or dam. -xcee• RACTOR, then CONTRACTOR and its Surety shall be liable and pay ount to AGENCIES within ten (10) Calendar Days of AGENCIES' written its Surety fail to pay such demand within such timeframe, AGENCIES essor of 10% per annum or the maximum rate allowed under State written demand. that it is later determined that the AGREEMENT was terminated upon grounds a termination for Event of Default, such termination shall be deemed a termination for con - pursuant to Article 22, Termination for Convenience. F. Performance by Surety: Upon receipt of a demand from AGENCIES requiring Surety to complete the Work, Surety shall diligently and promptly take charge of the Work and complete this AGREEMENT pursuant to its terms at its own expense, receiving the balance of the funds due Page 44076 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 CONTRACTOR, minus any permissible deductions under this AGREEMENT. In tho event AGENCIES undertake to complete the Work with its own forces or by way of contract, all cost ed by AGENCIES shall be deducted from the amounts due or may become due to CON • R. If such expense exceeds the sum payable under this AGREEMENT, then CONTRAC d S all be jointly and severally liable for the amount of the excess expense up to t ount of the Pe ice Bond in existence at the time this AGREEMENT is terminated. ARTICLE 22. TERMINATION FOR CONVE AGENCIES may terminate this AGREEMENT for thei -nien .ny time in whole or in part, by giving CONTRACTOR written Notice thereof. AGE shall terminate by delivering to CONTRACTOR a written Notice of Ter► or Convenience ing the extent of termination and its effective date. Upon termination, CO 'A _ • scontinue rmance of all or that portion of Work, as set forth in such Notice and AG, IES s TOR its allowable costs incurred through the effective d. !nation, a allowable costs determined by AGENCIES to be reasonably neces• o effec h termina Thereafter, CONTRACTOR shall have no further claims again NCIES und: s Agreement ARTI A. BOS A . ENCI •lementation Phase of the Project are set forth in Article 8, Start and Phases of Work. their sole discretion, may grant BOS Acceptance of the if they deem that the Work in the Implementation Phase is substantially wing conditions have been met: . CONTRACTOR has passed Commissioning and On -Site Integration Test, and Go :s been Approved in accordance with the Scope of Work and Requirements; b. CONTRACTOR has substantially passed and has been given conditional Approval of the BOS Acceptance test; and c. CONTRACTOR has committed to completing remaining punch list items Page 414§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 and provided proof to AGENCIES' satisfaction thereof. 3. AGENCIES shall issue a written Notice of BOS Acceptance e Implementation Phase upon satisfaction of the conditions listed above in items 2a througe occurrence of BOS Acceptance shall not relieve CONTRACTOR of any of its continuin. .ation nder. B. Final Acceptance of Implementation Phase Final Acceptance of an Implementation Phase shal -emed to have occurred of the following conditions have been met: 1. CONTRACTOR has provided a Fin. -pta er certification to close out the Implementation Phase. The certification shall include but ited to: total costs associated with the Implementation Phase, date of pletion for the e and any additional required information contained in items 2 throug 2. Any and all punch list shave ily completed and Approved by AGENCIES and final •f the Acce• st, has been granted by AGENCIES; 3. •wed .re has b, delivered to AGENCIES in accordance with the Escrow Agre includin. As -Built and AGENCIES have Approved all Deliverables, tation/Drawings, as defined in the Scope of Work and Requirements; has been delivered to AGENCIES signed by CONTRACTOR, stating nd Subcontractors have been paid and/or settled; ONTRACTOR claims for the Implementation Phase are deemed to be resolved NTRACTOR has submitted a statement that no such requests or disputes will nd all claims under this AGREEMENT are resolved, and that no such claims will 7. All of CONTRACTOR's other obligations, including payment of liquidated damages, under the Implementation Phase shall have been satisfied in full or waived in writing by AGENCIES; 8. AGENCIES shall have delivered to CONTRACTOR a Notice of Final Acceptance Page 4iTb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 for the phase. C. Closeout of Operations and Maintenance Phase and Contract Closeout of the Operations and Maintenance Phase and AGREEM- .II be deemed to have occurred when all of the following conditions have been met: 1. The CONTRACTOR shall provide a letter c- ation to close o• Operations and Maintenance Phase and the AGREEMENT. The ce► on shall include but not ► ted to total costs associated with the phase, date of • completio d any additional quired information contained in items 2 through 10 below; 2. Delivery by CONTRACTOR and App AGENCIES of all Deliverables, including As -Built Documentation/Dra 3. CONTRACTOR has AGREEMENT and the Scope of Work an 4. All li transferred or ass defined in the •f Work and Requirements; uirements pursuant to this d leases s► ransfer or assignment to AGENCIES have been TRACTOR •n items associated with the phase have been satisfactorily -ted a ES; vit has been delivered to AGENCIES signed by CONTRACTOR, stating rs and Subcontractors have been paid and/or settled; R claims for the phase are deemed to be resolved by AGENCIES, s submitted a statement that no such requests or disputes will be applied for; r this AGREEMENT are resolved, and that no such claims will be made; e CONTRACTOR shall provide AGENCIES with all required materials, fixtures, furnish i . uipment and Software; documentation and manuals, either owned by or licensed to AGENCIES, pursuant to this AGREEMENT. All such materials have been verified by AGENCIES to be in good working order; 9. All of CONTRACTOR's other obligations under the Operations and Maintenance Page 452b76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 Phase, including liquidated damages, shall have been satisfied in full or w.' ed in writing by AGENCIES; and 10. AGENCIES shall have delivered to CONTRACTOR - of Closeout for the phase and the Contract. D. AGENCIES' beneficial use of the Deliverables dur . ny phase prior • REEMENT closeout shall not constitute Acceptance of any Deliverabl- shall such use give rise .im for equitable adjustment. ARTICLE 24. INSPECTION A. All Work, Sites, and Facilities shall be subjec section, monitoring, and testing by AGENCIES at all reasonable times. Ar ion, test or Appro •r the sole benefit of AGENCIES and shall not relieve CONTRACTOR of -sp• •roviding • control measures to assure that the Work strictly complies with require its oft No inspection, test or Approval by AGENCIES shall • ed as co or implying Acceptance unless all criteria for Acceptance have • et in a. Dance with le 23, Acceptance. Inspection, test or Approval shall not relieve Cnsibility for d. ee to or loss in accordance with Article 20, Risk of Loss, nor in a affec GENCIES after Acceptance of the completed Work. B. CONTshall furnish promptly, without additional charge, all facilities, labor, onably needed for performing inspection and testing in a safe and may b- ired by AGENCIES and as further set forth in the Scope of Work and ections and tests by AGENCIES shall be performed in such manner as to not Work. AGENCIES reserve the right to charge to CONTRACTOR any additional or test when material or workmanship is not ready at the time specified by CONT' • for inspection or test or when re -inspection or retest is necessitated by prior rejection. Page 4§2i76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 ARTICLE 25. INTELLECTUAL PROPERTY A. Project Intellectual Property. 1. CONTRACTOR acknowledges and agrees that all In .I Property authored, created, invented under this AGREEMENT and/or for the purpose - Pro . • any medium, is either owned by AGENCIES or specially ordered or commiss' • by AGENCIE ding works made for hire in accordance with Section 101 of the Ct Act of the United Sta 'roject Intellectual Property"). CONTRACTOR hereby irre . y and excl -ly assigns to AG CIES, immediately upon creation, authorship, development . -ntio e Project Intellectual Property and without any restriction or condition precedent, (I) a ., title and interest in and to such Intellectual Property and (ii) physical on and all right and interest in any executable code and all Source Code, programme es, . Document. :nd other relevant Software (collectively, the "IP Materials") To perfe regis tellectual Property rights under this Section, CONTRA • rees to ex- further documents and to do such further acts as may be neces • perfe sister, or e e AGENCIES's ownership of such rights, in whole or in part. If refuses to to any such documents, CONTRACTOR hereby appoints AG as -y-in-fact (this appointment to be irrevocable and a power coupled wit -rest) to act on CONTRACTOR's behalf and to execute such documents. CONTRACTOR a limited, non-exclusive license to use, exploit, , adapt and display AGENCIES Intellectual Property developed IES independently of this AGREEMENT ("AGENCIES Intellectual Property") Property, solely in connection with and limited to: (a) incorporation of relevant into the Project or Work; (b) performance, provision, furnishing and discharge of the Wo (c) licensing to other entities (to the extent required for interoperability). Except as provided in this Article 25, no Intellectual Property rights of AGENCIES, including the AGENCIES' name and other trademarks, are granted to CONTRACTOR and all other rights are reserved to AGENCIES. All rights granted in this Article shall terminate at the expiration of the Term. Page 47�2f�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 s 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 2. CONTRACTOR shall deliver to AGENCIES all AGENCIES Ma -rials, documents, results and related materials created in the development of Project Intellectua •erty as soon as (i) incorporated into Project, or any Deliverable, Work, service(s), and ware, including any Upgrades or Updates, (ii) required by the Agreement or Scope o anrements, or (iii) reasonably practicable, provided that all such IP Materials, sh. - delivered to A S not later than the effective termination date of this AGREEMENT, ' ng expiration date of the B. Contractor Intellectual Property. 1. CONTRACTOR hereby grants to CI irrevocable, perpetual, non- exclusive, transferable (solely to an AGENCIES assignee . -ssor in interest), fully paid -up right and license to use, execute, perform •se, distribute, ree, adapt, display, and prepare derivative works of the Contractor I -ctu. in conn- with the Project, or any Deliverable, Work, service(s), and/or Soft s or Updates. CCONTRACTOR Intellectual Property sh- tellectual authored, created or invented by CONTRACTOR either (a) prior to ective - or (b) inndently of this AGREEMENT. The rights granted herein shall - e the termi► .n, expiration ancellation of this AGREEMENT or any rights related theret CTOR shall identify and disclose all CCONTRACTOR Intellectual rated in or integrated into the Project, or any Deliverable, Work, tware, i g any Upgrades or Updates, including (when reasonably available): tion detailing Intellectual Property claimed, date of authorship, creation and/or ation(s), application number(s) and registering entity(ies), date of registration(s), ) and registering entity(ies), if any, and owner including person or entity name and addres •ct to the Intellectual Property deposit requirements of Article 27, Contractor shall not be required to identify or disclose Contractor Intellectual Property only to the extent that doing so would eliminate or substantially limit the legal protections for such Intellectual Property. C. Third Party Intellectual Property. Page 4$2§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 1. CONTRACTOR shall secure license(s) in the name of AGENCI to use, execute, perform, sublicense, distribute, reproduce, adapt, display, and prepare derivorks of the Third - Party Intellectual Property in connection with the Project, or any Delivera- k, Service(s), and/or Software, including any Upgrades or Updates, including a represe and ,ty that the Third Party Intellectual Property does not infringe the rights, includ' tellectual Prop- •hts, of any other person or entity. Third Party Intellectual Property s an Intellectual Property o, •y any person or entity unrelated to CONTRACTOR which is ' •orated into Project, Work or se ice(s). AGENCIES shall review and Approve, in their sole • •n, ar nse(s) pursuant to this Article and in no event shall CONTRACTOR incorporate Third-P. ectual Property into the Project, or any Deliverable, Work, service(s), any are, including rades or Updates without first securing such licenses and subject to C - iew and al. 2. CONTRACTOR shall i• fy and • CIES all Third -Party Intellectual Property contained, or ' (i) in the tellectual Property or (ii) in the Project, or any Deliverable, Wor �ice(s), . •r Softwar: luding any Upgrades or Updates, including (when reasonably ecific inform. detailing Intellectual Property claimed; date of authorship, c , ,and/• .plication(s); application number(s) and registering entit ies ; date of ion(s), registration number(s) and registering entity(ies), if any, and owner, e and address. obtain from each owner of the Third -Party Intellectual Property the relevant Third -Party Intellectual Property deposited into an Escrow in 26, Intellectual Property Escrows, or, to the extent the owner of the relevant ual Property has not provided such consent, obtain AGENCIES' prior written Appro aiver of this requirement. 4. CONTRACTOR shall not incorporate Third -Party Intellectual Property into the Project without first obtaining (a) the licenses described in Article 25.C.1 and (b) consent for the delivery or deposit of IP Materials from each owner of the Third -Party Intellectual Property or such Page 49�2h76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 2s 26 requirement is waived by AGENCIES in accordance with Article 25.C.3. The right .ranted in Article 25.C.1 shall survive the termination, expiration or cancellation of this AG related thereto. D. Delivery of IP Materials. Contractor shall deliver Contrac NT or any rights IP Materials into Escrow in accordance with Article 26, Intellectual Property Esc .nd Article 27, Agreement Dates. E. Payments Inclusive. CONTRACTOR ack .ges and ag that the payments • ovided for in Article 10 include all royalties, fees, costs and es . from or related to the Project Intellectual Property, including without limitation any fees pu . Articles 25, 26, and 27. CONTRACTOR acknowledges that A are public agen eject to state laws, including the California Public Records Act (Californi. ver - •6250, e (the "Public Records Act"). Notwithstanding any designation or co icatioTOR that any CONTRACTOR information or materi. •ed under •reement may be confidential or proprietary, CONTRACTOR c� they, or eithe breach of this for disclosure of in oppose any suc e AGENCIE to AGEN e required by ' disclosure of the same if AGENCIES determine that to disclose. Such disclosure shall not constitute a reasonable notice to CONTRACTOR of any request or materials identified by CONTRACTOR as "confidential", "trade secret" or herwis. losure, indemnify AGENCI opposition to s RTIC idered confidential under this Agreement. If CONTRACTOR wishes to RACTOR shall assume the opposition to such disclosure(s) or shall r all costs incurred (including attorneys' fees and court costs) in connection with sclosure. INTELLECTUAL PROPERTY ESCROW TRACTOR acknowledges that AGENCIES must be ensured access to Contractor and Third- Party IP Materials at any time, and must be assured that such IP Materials are delivered to Escrow pursuant to this Article 26 and Article 27. B. CONTRACTOR or an owner of Third -Party Intellectual Property shall deposit the IP Materials Page 50i276 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 5 6 7 s 9 le 11 12 13 14 15 16 17 18 21 22 23 24 25 26 with an Escrow Agent. AGENCIES and CONTRACTOR shall: (a) mutually select (Escrow Agent") engaged in the business of receiving and maintaining escrows and/or other intellectual property; (b) establish an Escrow (with the Escrow substantially similar terms and conditions to the Form of Intellectu. •erty Form F, for the deposit, retention, upkeep, authentication, con AGENCIES pursuant to this AGREEMENT; (c) adhere to t determine a process for releasing from Escrow the IP to this AGREEMENT. Intellectual Property Escrows include deposit of their Intellectual Property. C. CONTRACTOR shall be r the Escrow Agent for the Term. AGEN the maintenance of the Escrow referred to D. The Escrow the reason. E. T circumstance ion and release osit dates set forth in Arti escrow company ware source code terms and conditions AGREEMENT, aterials to d (c) ials to be d= ed to AGENCIES . rsuant e for the fees an sible Affiliates as parties and may of establishing and maintaining s arising in connection with ive expiratiier termination of this AGREEMENT regardless of released delivered to AGENCIES in any of the following EEMENT is terminated for any reason including expiration of the Term; or involuntary bankruptcy or insolvency of CONTRACTOR occurs; is dissolved or liquidated; TRACTOR or any third party, (a) fails or ceases to provide services as necessary of any such Intellectual Property or (b) otherwise ceases to engage in the ordinary ss of manufacturing, supplying, maintaining and servicing the IP Materials pursuant to a lic :ny sublicense thereof. F. Any Contractor Intellectual Property released and delivered to AGENCIES under the terms of this AGREEMENT shall be deemed confidential and not disclosed or distributed to any third party without a non -disclosure agreement to ensure such confidentiality. Without limiting the license grants provided Page 5 2t76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 in this Article and subject to the confidentiality obligations of this Agreement, Contractor Intellectual Property granted to AGENCIES shall include a right to such Contractor Intellectual Property to any AGENCIES assignee or affiliate in its sole discretion. ARTICLE 27. ESCROW AGREEMENT A. Within forty-five (45) Calendar Days from the Escrow Agent, and CONTRACTOR shall enter into a B. AGENCIES may at their sole discretion re IP Materials within sixty (60) Calendar Days of AGREEME C. Additional deposits shall b and within ten (10) Calendar Days of B D. In the event CONTRACTOR deposited or revises, s complete set of s Agent as so revision, sup documents and pa of se is or creat emented, cable, but in employee, a the Escrow wit a and all rights to ense and disclose resentative, vendor, MENT Effective Date, AS, an T as set forth in Arti e 26. osit of the complete Contractor ive Date. (10) Calendar Days of Go -Live ments any of the IP Materials nal information, CONTRACTOR shall deposit a ditional information with the above -named Escrow vent more than thirty (30) Calendar Days of such to with each deposit what information and which been revised, supplemented or added since the last deposit. II make deposits of the complete set of IP Materials current at the time of ally if no deposits provided for in paragraph D have occurred within ix -month period. ARRANTIES CTOR warrants the following: All guarantees and warranties made herein are fully enforceable by AGENCIES acting in their own names. 2. The Equipment and Software CONTRACTOR installs and places into operation will not result in any damage to existing facilities, walls or other parts of adjacent, abutting or overhead Page 54276 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 buildings, railroads, bridges, roadway, structures, surfaces, or cause any physical or ►rental injury to any 3. All provided Equipment is new unless otherwise specific roved by AGENCIES. B. BOS Warranty CONTRACTOR shall provide a full BOS warranty on ystem Equipme dware and Software beginning from the date of Go -Live through the e e Operations and Mainte 'hase hereinafter referred to as "BOS Warranty Period", wa g that the f ' •S shall be and pe orm as set forth in the Scope of Work and Requirements. Durin. 'OS ty Period, AGENCIES shall not be charged for any Maintenance or Software Support Servi performed on the BOS, other than Maintenance payments identified in th- ' oposal, or Work ed as excluded in the Scope of Work and Requirements. Such exclude ork • - Work re . o Force Majeure events or Changes requested by AGENCIES, purs o Arti otwithstanding the foregoing, in the period after installat.- • for to the cment of the Operations and Maintenance Phase, all Maintenance a► .aware ' •rt Service •rk shall also be at CONTRACTOR's sole expense. Further, at al during the CONTRAC shall promptly repair or replace, at its own cost or expense, incl e co and transportation, any unit of Equipment, Hardware, or Software, or pa ponent thereof, which proves defective or otherwise fails to comply with the ts. All fees associated with restocking cancelled or returned orders shall f CON OR. rranties warrants that the Software needed to operate the BOS shall be as set forth in and Requirements, and that commencing upon Go -Live, and for the Term, the Softwa . .ch module or component and function thereof shall: 1. Be free from defects in materials and workmanship under normal use; 2. Remain in good working order, be free from viruses; trap doors; disabling devices; Trojan horses; disabling codes; back doors; time bombs; drop -dead devices; worms, and any other type Page 512§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 of malicious or damaging code or other technology or means which has the ability , interfere with the use of the BOS by AGENCIES or its designees, or permit access to AGENC ' omputing systems without its knowledge or contrary to its system connectivity policies or proc 3. Not interfere with toll collection; 4. Operate and function fully, properly and in ormity with the Mies in this AGREEMENT, and 5. Operate fully and correctly in the - . ing environt identified in the ope of Work and Requirements, including by means of the ful •rrec mance of the Software, and all Updates, Enhancements, or new releases of the Software, • connection with the Equipment, any Updates, Enhancements, or new rele connection with any such Equipment; 6. Be fully compatible a including other Softwar Equipment combi and Require Requirements, a s provided d continu ch Equipment, other Software used by or in effectively with the Equipment, IES hereunder, such that the Software and other attain the standards identified in the Scope of Work of the BOS, as required by the Scope of Work and criptions, specifications and documentation set forth therein and herein. ce Work CO TOR shall, at its own cost and expense, provide Maintenance and es Work to keep the Software in good working order and free from defects such rform in accordance with this AGREEMENT, including Scope of Work and CONTRACTOR shall provide technical support and shall, at its own cost and expense, timely remedy any failure, malfunction, defect or non -conformity in Software, in accordance with the Scope of Work and Requirements. 2. CONTRACTOR shall provide AGENCIES the most current release of all Software Page 5i2b76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 2 3 4 5 6 7 s 9 lu 11 12 13 14 15 16 17 18 21 22 23 24 25 26 available on the date of delivery of the BOS Software to maintain optimum performar a pursuant to this 3. CONTRACTOR shall promptly provide Notice to AGE writing of any defects or malfunctions in the Software, regardless of the source of informati • NT'. R shall promptly correct all defects or malfunctions in the Software or documa on discovered a .II promptly provide AGENCIES with corrected copies of same, witho tional charge. If Software only be corrected in conjunction with additional or revised are, CONCTOR shall prom •- such Hardware to AGENCIES, and the cost of such Hardwa I be • •y CONTRACTOR, and not be reimbursable by AGENCIES. a. No Update -des, or Enhan• its shall adversely affect the performance of the BOS, in whole or i o - failure -t any Requirements of the Scope of Work and Requirements. ACTOR -ure continued satisfactory performance by the current operating - of th- ware in a• Dance with all provisions of this Article. nt that the S. - re does not satisfy the conditions of performance set forth in the •e of i ., CONTRACTOR is obligated to promptly repair or replace such Soft ONTRACTOR's sole cost and expense or, if expressly agreed to in writing ent Equipment or Software, and perform Work required to attain the ditions of performance set forth in the Scope of Work and . In the event of any defect in the media upon which any tangible portions of vided, CONTRACTOR shall provide AGENCIES with a new copy of the Software. e. Without releasing CONTRACTOR from its obligations for warranty (during an applicable warranty period), support or Maintenance of the Software, AGENCIES shall have the right to use and maintain versions of the Software provided by CONTRACTOR which are one or more levels behind the most current version of such Software and to refuse to install any Updates, Page 5gb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 Upgrades, or Enhancements if, in AGENCIES' discretion, installation of such Enhancements would interfere with its Operations. CONTRACTOR shall not, or liable for the effect of any error or defect in the version of the Softwar that occurs after CONTRACTOR has both (i) offered, by written correction (by way of Update, Upgrade, Enhancement or oth provided AGENCIES a reasonable opportunity to imple CONTRACTOR establishes that neither the impleme interfere with, adversely affect, or materially alter th BOS. E. Third -Party Warranties CONTRACTOR shall assign to N ENCIES ave the benefit of, any and all Subcontractors' and Suppliers' warran respect to the BOS and Work provided hereunder. Tr 'ACTOR's -nts with Subcontractors, Suppliers and any other third parties shall re that parties nsent to the assignment of such warranties and representation 'GENCIES, agree to the e ement of such warranties and representations by AGENCIES i own • AGENCIES, the warranties set forth herein. The CONTRACTOR s n maintenance agreements for third -party Software. CONTRACTOR shall ements for the same duration and upon the same terms and conditions provisi. tween CONTRACTOR and AGENCIES. At AGENCIES' request, rovide supporting documentation which confirms that these warranties are ES' names. urac ACTOR acknowledges and understands that the data and/or information it collects, processes and/or provides to AGENCIES will be relied upon by AGENCIES and other persons or entities that are now or will in the future be under agreement with AGENCIES in accordance with the Scope of Work and Requirements. Should information derived and provided by CONTRACTOR be inaccurate and e) of such e uch existing correction, nor the us such correction wo Upd tes, Upgrades, or er, be responsible use by AGENCIES IES, a suitable rror ect and (ii) d that d limit, , functionality or quality of the Page 5§gi76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 cause AGENCIES to incur damages or additional expenses, AGENCIES shall notify •NTRACTOR and CONTRACTOR shall immediately place any applicable insurance carrier on n. a potential claim. This provision shall survive termination of this AGREEMENT, and CONT' ' agrees to waive any applicable limitation periods consistent with enforcement of this provi G. Neither Acceptance of the Implementation Phase of ' OS and Work or . -nt therefor, nor any provision in this AGREEMENT, nor partial or entir of the BOS and Work b CIES shall constitute Approval of Work not performed i .rdance wit AGREEMENT o relieve CONTRACTOR of liability for any express or implied workmanship. H. The obligations set forth in set forth in this AGREEMENT. All pro performed pursuant to an applicable warr expiration, cancellation • ermination ARTICLE A. C equipped, org B. CONT and other mate Suppliers conform dware furnishe esig DITI ACTOR w and fi CONTRA s that it is onsibility for faulty materials or e shall be in ad• • any other warranty obligations , referrin. lating to obligations to be and the Term, shall survive the REEMENT. R WARRANTIES experienced and properly qualified, licensed, Work. warrants that all Work will be provided in accordance with this AGREEMENT. rrants that (1) all Work performed and all Equipment, Software, Hardware is AGREEMENT by CONTRACTOR or any of its Subcontractors or the requirements herein and is free of any defects; and (2) Equipment and CONTRACTOR or any of its Subcontractors or Suppliers at any tier, shall be of od working condition and fit for use of its intended purpose. For any Equipment or Hardwased within twelve (12) months of the end of the Term, such warranty shall continue for a minimum period of one (1) year from the end of the Term, or the manufacturer's standard warranty, whichever is longer. Page 57�,f�76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 ARTICLE 30. DEFECTS/FAILURE A. Upon discovery of any defect or failure in the Software, E• -nt or Hardware, CONTRACTOR shall promptly provide AGENCIES Notice thereof and rep •lace same at its sole cost and expense. If expressly agreed to in writing by AGENCIES, Crovide different Software, Equipment or Hardware. In the event of any defect e media upon -ny tangible portions of the Software are provided, CONTRACTOR sha de AGENCIES with a ne of the Software. In addition, CONTRACTOR shall remed . own expe .ny damage to AGCIES owned or controlled real or personal property, when th.. .ge a ' •ut of such defects. B. In the event AGENCIES determine there is a de ailure in the Software, Equipment or Hardware or damage to AGENCIES' p =GENCIES shall ONTRACTOR in writing within a reasonable time after the discovery of sCalendar Days from receipt of Notice from AGENCIES to respond and ify ho ' will remedy the failure, defect, or damage. If AGENCIES .tisfied wit ACTOR'S proposed remedy, CONTRACTOR and AGENCIES shall in thre, ) Busines .ys, meet and mutually agree when and how CONTRACT ► all remedy s iolation. In th .e of an emergency requiring immediate corrective action, CON •R sh- necessary to remedy the defect, failure or damage uired by AG OR fail to remedy any failure, defect or damage within a reasonable time ENCIES, AGENCIES shall have the right with their own forces or replace, repair or otherwise remedy such failure, defect or damage at nse. In addition, CONTRACTOR shall be liable for all damages arising out its medy the defect, failure or damage. TRACTOR agrees to promptly remedy, at no cost to AGENCIES, any defects determined by AGENCIES to be Pervasive, such that if AGENCIES determine that any Equipment, component, sub -component or Software is experiencing continued or repetitive failure that requires constant replacement or repair, CONTRACTOR agrees that a "Pervasive Defect" shall be deemed to be Page 5£g)§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 5 6 7 s 9 lu 11 12 13 14 15 16 17 18 21 22 23 24 25 26 present in such affected types of Equipment or Software. CONTRACTOR shall pert of the issues and prepare a report that includes a reason for the failure and report and a resolution plan shall be produced by CONTRACTOR and su seven (7) Calendar Days of notification by AGENCIES of the Pervasiv include the investigation results, remediation steps performe complete the Pervasive Defect resolution. Such resolution s and that permanently addresses the problem and an investigation its or resolution. This to AGENCIES within rt and plan shall ate, and a plan .chedule to in a manner satisfactory • CIES cs the defec continue to occur. The status shall be updated and brie Notwithstanding the foregoing, AGENCIES do not waiv paragraphs A through C of this article. E. The obligations set forth in th in this Agreement. The provisions of this Agreement. that such defect • +es not eekl ngs until resolution is complete. their other rights enumerated in ddition to arranty obligations set forth tion or earlier termination of this F. All S actors, nufacturer d Suppliers' warranties, expressed or implied, respecting a .rk, Equipme .oftware or H. .re furnished hereunder, shall, at the direction of benefit of AGENCIES. ENCIES, CONTRACTOR shall require any such warranties to be executed ment, are or software furnished by AGENCIES and accepted by be considered Equipment, Hardware or Software, as defined in Exhibit A, s, and subject to all of CONTRACTOR's obligations as set forth in this obligations and remedies specified in this Article shall not limit AGENCIES' rights and remedies provided elsewhere in this AGREEMENT. Page 59�g1176 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 ARTICLE 31. COORDINATION WITH OTHER CONTRACTORS A. During the course of this AGREEMENT, AGENCIES, or either of award other agreements for additional work, including but not limited different contractors. It is critical that close coordination with interfacin Term. CONTRACTOR shall fully cooperate with AGENCIES an contractor and schedule its own Work with said contractors. B. CONTRACTOR shall be required to pe ork in the Facility, which is leased by the AUTHORITY. CONTR the terms of such lease and shall coordinate with the la operations at the Facility. The terms reference to this Agreement. C. CONTRACTOR shall also be r Facility and shall execu be subject to and cooperate wi for the Coron D. Should s an may undertake or ate agreements with s throughout the ly integrate THORITY's Anahei CSC ubject to and shall comply with all aspects of its occupancy and se for the Anah. C Facility are incorporated by e COMMISSION's Corona CSC COMMISSION for its use of the Facility and shall e agreement. CONTRACTOR shall be expected to !so occupies this Facility. The terms of the license erence to this Agreement. s in coordination with other contractor(s) occur CONTRACTOR shall make oblems immediately and shall take steps to address the problems and additio sts. OR shall cooperate with other contractors or forces performing construction or e within or adjacent to Sites specified in order to avoid any delay or hindrance to rs or forces. AGENCIES reserve the right to perform other or additional work at or near th- cluding material sources) at any time, by the use of other forces. F. CONTRACTOR shall be responsible to other contractor(s) for all damage to work, to persons or property caused by CONTRACTOR, its Subcontractor(s), or its Suppliers, and losses caused by unnecessary delays or failure to finish the Work within the time specified for completion. Any damage to Page 60ig76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 Work, persons or property of CONTRACTOR by other contractors shall be the re •onsibility of other contractor(s) and CONTRACTOR shall have no claim against AGENCIES or C G. CONTRACTOR's Responsibility for design. Upon Approval esign, including any related infrastructure, construction or installation design, CONTRACT' all a responsibility for the design to the extent that if the Work is installed as designed - he BOS or CSC . got meet the Performance Measures of this AGREEMENT, CONTRA shall be responsible for •sts of redesign, rework and additional Equipment costs and her costs a- iated with the sub-s andard performance. ARTICLE 32. CONTRACTOR INSPECTION OF F S CONTRACTOR acknowledge -s investigated a fied itself as to the conditions of the Sites including, but not restricted to Idin. Facilities, tions, size, layout, parking, transportation, disposal, availability of labo :ds, a - sical conditions at the Sites, and the character of Equip ilities nee inary to and during prosecution of the Work. Any failure by CONT' • R to aint itself the available information will not relieve it from responsibility e difficulty • •st of succes performing the Work. AGENCIES assume no responsibility co .ns made by CONTRACTOR on the basis of the information made EMENTS FOR REGISTRATION OF DESIGNERS engine = ork furnished by CONTRACTOR shall be performed by or under the icensed to practice architecture, engineering or surveying (as applicable) in the ersonnel who are careful, skilled, experienced and competent in their respective s, who are professionally qualified to perform the Work in accordance with the nd who shall assume professional responsibility for the accuracy and completeness of the design documents and construction documents prepared or checked by them. ARTICLE 34. SEISMIC SAFETY REQUIREMENTS CONTRACTOR agrees to ensure that all Work performed under this AGREEMENT including Page 6 ,g76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 s 6 7 8 9 le 11 12 13 14 15 16 17 18 21 22 23 24 2s 26 work performed by a Subcontractor is in compliance with the standards required by . pplicable seismic safety regulations. ARTICLE 35. ASSIGNMENTS AND SUBCONTRACTS A. Neither this AGREEMENT nor any interest herein nor cleun•: be assigned by CONTRACTOR either voluntarily or by operation of law, nor ma •r any part of this EMENT be subcontracted by CONTRACTOR, without the prior wri onsent of AGENCIES. -nt by AGENCIES shall not be deemed to relieve CONTRAC ' •f its obligati ► to comply fully with . terms and conditions of this AGREEMENT. B. AGENCIES hereby consent to CONTRACTOontracting portions of the Scope of Work and Requirements to the parties ' • below with their tract amounts described below. CONTRACTOR shall include in the s tra - t the stip. that CONTRACTOR, not AGENCIES, is solely responsible for pay o the ' the amounts owing, and that the action, against AGENCIES, its officers, directors, CTOR. Subcontractor shall hav , and shal employees or sur r nonp nt by CO Subcontractor Su ractor Na dresses7 Function Subcontractor Amount $.00 $.00 $.00 C. CONT ntified in paragr B as Subcontractors. The subcontracts between CONTRACTOR and such n Agen► and Merchant Service Provider shall name the AGENCIES as intended third -party bene i. alternatively as parties to the subcontract, as determined by AGENCIES, and shall incorporate requirements for Collection Agency and Merchant Services Provider set forth in the Scope of Work and Requirements. Notwithstanding paragraph B of this Article, payment to the Collections Agency and Merchant Services Provider shall be as set forth in the subcontracts for this Work. OR shall engage the Collection Agency(ies) and Merchant Services Provider Page 6�g976 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 D. AGENCIES shall have the right to Approve all of the terms and conditio Agency and the Merchant Service Provider agreements prior to execution. ARTICLE 36. TRANSITION AND SUCCESSION A. CONTRACTOR acknowledges that the Work and Scope to AGENCIES and must be continued without interruption. Up successor(s) (AGENCIES or a new contractor(s)) may CONTRACTOR agrees to exercise its best efforts transition to a successor(s). B. Upon expiration of the Term or termination o convenience, CONTRACTOR shall ac CONTRACTOR and any Subcontractors on the Work or any other services provid operation t complete trans of the Collection an • ements are vital rmination of the EMENT, a onsible for providing thi The ect an orderly and -fficient REEMENT, whether for cause or the Work being terminated from ithout an , ruption of or adverse impact ntanglement"). CONTRACTOR shall cooperate with AG .nd any su• and otherwise promptly take all steps required to assist AGENCIES ' -cting a , • lete Dise lement. CONTRACTOR shall provide all information regarding the or as oth e needed f• sentanglement, including data conversion, files, interface spec s, tr.' ponsibility, and related professional services, to the successor(s), all in. :s a part of its Price Proposal. CONTRACTOR shall provide for the prompt ork, as AGENCIES may direct, including completion or partial completion in process, and other measures to assure an orderly transition to the elated to Disentanglement as may reasonably be requested by AGENCIES shall e base Work and shall be performed by CONTRACTOR at no additional cost to ACTOR's obligation to provide the Work shall not cease until Disentanglement is satisfa GENCIES, including the performance by CONTRACTOR of all asset -transfers and other obligations of CONTRACTOR provided in this section, has been completed. C. The Disentanglement process shall begin on any of the following dates: (i) the date prior to end of AGREEMENT, which AGENCIES have provided in their Notice that CONTRACTOR should Page 61g§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 commence Disentanglement (ii) the date, prior to the end of any initial or extended ter hen AGENCIES provide Notice to CONTRACTOR that AGENCIES elected not to extend pursu. e AGREEMENT, or (ii) the date at which any Termination Notice is delivered, if AGENCIES - terminate any or all of the Work pursuant to this AGREEMENT. D. CONTRACTOR and AGENCIES shall discuss good faith a pl. executing CONTRACTOR's Disentanglement obligations and for the t r of Work in accordance Scope of Work and Requirements, however, CONTRACTO' . igation und: pis AGREEMENT to •rovide all Work necessary for Disentanglement shall not be red in espect. CONTRACTOR shall develop with the new provider or AGENCIES' staff, an End . -ment Transition Plan as set forth in the Scope of Work and Requirements ► : the nature and : of transition Work required. This End of Agreement Transition Plan and •s o • respon s for each division of Work shall be submitted within thirty (30) Calen• gays of - . nder Paragraph B of this Article. Upon completion of S revie sties will meet and resolve any additional requirements/diffe CON TOR sha required to perform its Disentanglement obligations on an exped' .asis, as det: ed by AGE if AGENCIES terminate the AGREEMENT for cause. AGEN E. Specific ons ude the performance of the following specific obligations: orizations: out limiting the obligations of CONTRACTOR pursuant to any other clause herein, subject to the terms of any third -party contracts and licenses provided by cure at no charge to AGENCIES any third -party authorizations necessary to grant use and benefit of any third -party contracts and licenses between CONTRACTOR and third -party contractors used to provide the Work, pending their assignment to AGENCIES. 2. Transfer of Assets CONTRACTOR shall convey to AGENCIES all AGENCIES' assets in Page 6igb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 CONTRACTOR's possession and other CONTRACTOR Project assets as AGEN S may select, or dispose of such assets in accordance with the Article 42, Disposition of Equipm 3. Transfer of Leases, Licenses, and Contracts CONTRACTOR, at its expense, shall convey or . to AS such leases, licenses, and other contracts used by CONTRACTOR, AGEN or any other pe connection with the Work, as AGENCIES may select. CONTRACTO' . igation described herein, clude CONTRACTOR's performance of all obligations unde leases, lic- , and other contra s to be performed by it with respect to periods prior to the date o -yan signment and CONTRACTOR shall reimburse AGENCIES for any losses resulting from any at CONTRACTOR did not perform any such obligations. CONTRACTOR • • obtain for AGE he right, upon Disentanglement, to obtain maintenance (including all Enh. e .des) an• •rt with respect to the assets that are the subject of such leases an nses - hich, and for so long as, such maintenance and supp• - - commerci. . ble to other customers of such third parties whose consent is being p -d here . CONTR • R shall transfer intellectual property in accordance with Articles CTOR shall deliver to AGENCIES all documentation and data related to IES' data held by CONTRACTOR. CONTRACTOR shall retain all data with -quirements for record retention and audit established in this g of CONTRACTOR Employees ONTRACTOR shall cooperate with and assist (and shall cause its Subcontractors to coop: and assist) AGENCIES in offering employment, at the sole discretion of AGENCIES, to any or all skilled or specially trained CONTRACTOR employees (and to any or all employees of CONTRACTOR's Subcontractors) that are substantially involved in the provision of Work whether such offers are made at the time of, after, or in anticipation of expiration or termination of the AGREEMENT Page 65Ib76 21 22 23 24 25 26 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 6. Maintenance of Assets CONTRACTOR shall maintain all Hardware, So Systems, networks, technologies, and other assets utilized in providing Work to AGENC ' cludi .ed and licensed assets) in good condition and in such locations and configuras to be reads tifiable and transferable to AGENCIES or its designees in accordant- the provisions of this AENT; additionally, CONTRACTOR shall insure such assets ordance wit AGREEMENT. 7. Continued Provision of Staffing CONTRACTOR shall provide sufficient nced personnel in each division of Work during the entire transition perio• e that the Work i stained at the level of proficiency required by the AGREEMENT. F. CONTRACTOR shall remain ated t► :t AGENCIES' request for up to twelve (12) months afte on and App e Disentanglement Work enumerated above, and AGENCIES shall . this W. the rates •rth in the AGREEMENT for additional services. This paragraph G ssly survive Term. ARTI A. CONTagrees to avoid organizational conflicts of interest. An organizational conflict other activities, relationships or contracts, CONTRACTOR is unable, or I assistance or advice to AGENCIES; CONTRACTOR's objectivity in ntified in the Scope of Work and Requirements is or might be otherwise impaired; n unfair competitive advantage, or is engaging in activities that AGENCIES he 91 Express Lanes. CONTRACTOR is obligated to fully disclose to AGENCIES in writi ct of Interest issues with AUTHORITY and/or COMMISSION as soon as they are known to CONTRACTOR. All disclosures must be submitted in writing to AGENCIES pursuant to the Notice provision herein. This disclosure requirement is for the entire Term. B. CONTRACTOR shall disclose any financial interests it may have in the 91 Express Lanes, Page 6§Ii76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 2s 26 and any other financial, business, or other relationship with AUTHORITY or COMMIS ON that may have an impact upon this AGREEMENT, or any ensuing AUTHORITY or COMMIS •lanned or current project. CONTRACTOR shall also list current clients who may have a fina - est in the outcome of this AGREEMENT, or any ensuing AUTHORITY or COMMISSION prIlow. C. CONTRACTOR hereby certifies that it and its Sub ctors do not no -, nor shall acquire any financial or business interest that would confl' the performance of Wer this AGREEMENT. ARTICLE 38. PROHIBITION A. The following prohibitions apply to this AGREE 1. The firm, including provided by said subcontractor(s), Authority's Highway Delivery Department, Subcontractor. tractors (at any gardless of the level of service services contract for the reement as CONTRACTOR or a 2. irm, inc g all Subcctors (at any tier), regardless of the level of service provided by subcontract• awarded the .gram management consultant contract for the Authority's 1-4icipate in this AGREEMENT as CONTRACTOR or a Subcontractor. am composition with regards to conflicts of interest will be done on a case - ODE OF CONDUCT agrees to comply with AUTHORITY Code of Conduct as it relates to third- ich is hereby referenced and by this reference is incorporated herein. CONTagrees to include these requirements in all of its subcontracts. ARTICLE 40. HEALTH AND SAFETY REQUIREMENTS CONTRACTOR shall comply with all the requirements set forth in Exhibit I, titled "Level 1 HEALTH, SAFETY and ENVIRONMENTAL SPECIFICATIONS." As used therein, "Consultant" shall Page 6,176 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 i 21 22 23 24 25 26 mean "CONTRACTOR," and "Sub -consultant" shall mean "Subcontractor." ARTICLE 41. CONTRACTOR PURCHASED EQUIPMENT A. Prior authorization, in writing, by AGENCIES' Project Mana CONTRACTOR enters into any unbudgeted purchase order, or su supplies and/or Equipment. CONTRACTOR shall provide an e of incurring such costs. B. For purchase of any item, service or cons ork not co • in CONTRACTOs Price Proposal and exceeding $5,000.00, three (3) competiti ation• be submitted with the request, or the absence of bidding (sole source) must be adequately C. Any Equipment purchase CONTRACTOR shall maintain an inven defined as having useful life of at least two expiration or terminatio CONTRACTOR t• CONTRACT AGENCIES in . keep the Equipme appraiser at C CONTRACTOR se GENCY. . All mmissi sell such E ich le fair CTO t ult of this AG able pro be required before g $5,000.00 for tion of the nece desirability NT is subject to the following: Nonexpendable property is t of $5,000.00 or more. Upon the CIES may elect to retain the Equipment, require he Equipment at no cost to AGENCIES, or require e obtainable at a public or private sale, and credit GENCIES may also elect to allow CONTRACTOR to case AGENCIES and CONTRACTOR shall come to agreement on a value price. AGENCIES may elect to require CONTRACTOR to hire an t, in order to determine a basis for a fair market value price. If GREEME nd dispos ent at the be e Equipment, the terms and conditions of such sale must be Approved in advance ontracts entered into as a result of this AGREEMENT shall contain all of the provisi• s Article. ARTICLE 42. DISPOSITION OF EQUIPMENT-BOS AS A SERVICE A. AGENCIES shall have the right to assume all required licenses, leases and service agreements to allow uninterrupted use, operation and maintenance of the Equipment and services the Page 6$I§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 same terms as those provided to CONTRACTOR for such services. B. CONTRACTOR will effect the transfer of title, or assignment of lea and licenses, as applicable, as a part of the Disentanglement Work and A rvice agreements NT closeout. ARTICLE 43. OWNERSHIP AND HANDLING OF REPORT' , CU AND DATA A. The originals of all letters, documents, reports and o •roducts and da uced under this AGREEMENT shall upon request be delivered to, a - be the sole property o CIES. Deliverables shall be deemed works made for hire an. • hts in copy therein shall be retned by AGENCIES. Except as otherwise provided herei es o foregoing may be made for CONTRACTOR's records but shall not be furnished to without written authorization from AGENCIES. B. All ideas, memoranda, manufg, procedures, drawings, descriptions, and all other written infor sub - 'ACTOR in connection with the performance of this AG' " T shall not, prior written Approval of AGENCIES, be used for any purposes oth: the p: ance un• is AGREEMENT, nor be disclosed to an entity not connected w C. C paramount importa Indemn ees that privacy of 91 Express Lanes customers is of ENCIES and its customers. CONTRACTOR shall comply with AGENCIES' le Governmental Rules, and Business Rules pertaining to confidentiality, ention, ing and disclosure, and limiting or restricting collection, use or shall not sell, transfer, disclose or otherwise use such information for any purpose nce of its duties under this AGREEMENT. CONTRACTOR shall indemnify and to any failure to comply with this Article 43 in accordance with Article 14, D. CONTRACTOR may only use AGENCIES Data to perform functions as defined by this Agreement, including the Scope of Work and Requirements. Access to AGENCIES Data shall be restricted only to CONTRACTOR's and its Subcontractor's personnel who need the AGENCIES Data to Page 69�I476 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 perform their duties in the performance of this Agreement, and shall not, at any ti ► -, be disclosed or divulged except as expressly provided herein. E. CONTRACTOR shall inform all of its officers, employees and Subcontractors providing Work of the confidentiality provisions of this Agreement. Crequire that any CONTRACTOR personnel, Subcontractor(s) or other third party hom CONTRAS ill disclose or disseminate AGENCIES Data, in whole or in part, execu . adhere to an agreement •rating the provisions of this Section. Nothing in this Article sh. CONTRA R to disclose or diss minate AGENCIES Data without prior written consent and 'AC hall deliver to AGENCIES all executed agreements with Subcontractors prior to any auth• sclosure and dissemination. F. Subject to Paragraph C in - of PII, CONTR may use such information for Violation processing and collection and 1. AGENCIES, upon req for th- :.. rrying out this AGREEMENT or functions with respect t• press Lan: ; and 2. •rnia D ether stat- Vs, or other third parties Approved in advance by AGENCIES tary to assist lection of debt or payments owing. G. C► CTO' al, electronic and managerial safeguards to prevent unauthorized acce . nd to implement destruction of records containing PI I in accordance with the this AGREEMENT. TOR of use AGENCIES' names, logos, branding, photographs of the blicity pertaining to the Project in any professional publication, magazine, trade inar or other medium without the express written consent of AGENCIES. s, sketches, computer graphics or graphs, including graphic artwork, are to be release. • NTRACTOR to any other person or agency except after prior written Approval by AGENCIES, except as necessary for the performance of Work under this AGREEMENT. All press releases, including graphic display information to be published in newspapers, magazines, etc., are to be handled only by AGENCIES unless otherwise agreed to by CONTRACTOR and AGENCIES. Page 70ilK76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 ARTICLE 44. AUDIT AND INSPECTION OF RECORDS A. CONTRACTOR shall provide AGENCIES, or other agents of CIES access to CONTRACTOR's accounting books, records, payroll documents and necessary. CONTRACTOR shall maintain such books, records, data generally accepted accounting principles and shall clearly identify to such parties during CONTRACTOR's performance here the date of final payment by AGENCIES. CONTRAS shall perm reproduce documents by any means whatsoever or to d transcriptions as reasonably necessary The State of California, State Auditor, AUTHO OMMISSION, their duly authorized representatives or other agents of AU records, payroll documents, facilities accountants (CPA) work papers that are audit, examinations, ex B. AGEN extend to all be included in ARTICLE prohibited from AGENCIES, either result in termi RTIC right to ntractors pe RAC transactio t books an ing Work id fa ► .s AGENCIES deem accordance with make such items accessible and for a period of four (s from of the foregoing p. rties to excer and COMMIS ent to all have access to any books, R and its certified public T and indirect cost rate (ICR) for opies thereof shall be furnished if requested. ords directly related to this AGREEMENT shall also d in this AGREEMENT, and such language must s Subcontractors, resulting from this AGREEMENT. CONTR BITION ON PROVIDING ADVOCACY SERVICES II Subcontractors performing Work under this AGREEMENT, shall be rrently enting or lobbying for any other party competing for a contract with prime contractor or subcontractor. Failure to refrain from such representation n of this AGREEMENT. FEDERAL, STATE AND LOCAL LAWS TRACTOR warrants that in the performance of this AGREEMENT, it shall comply with all applicable federal, state and local laws, statutes and ordinances and all lawful orders, rules and regulations promulgated thereunder. Page 7,176 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 2s 26 ARTICLE 47. PREVAILING WAGE RATES A. California Labor Code Requirements. CONTRACTOR is aware California Labor Code Sections 1720 et seq. and 1770 et seq., as well as requirements of Code of Regulations Title 8, Section 16000, et seq. ("Prevailing Wage Laws), which requi pay prevailing wage rates and the performance of other requirements on certain "pu► orks" and "main e" projects. If the Work, or any portion thereof, is being performed .rt of an applicable "pub ks" or "maintenance" project, as defined by the Prevailing W- .ws, and if t► •tal compensation 1,000 or more, CONTRACTOR agrees to fully comply h Pr' g Wage Laws, if applicable. CONTRACTOR shall defend, indemnify and hold AGENCI elected officials, officers, employees and agents free and harmless from a liabilities, costs, es or interest arising out of any failure or alleged failure to comply wit Pr- . .e Laws. the intent of the parties to effectuate the requirements of sections 1 1774, .5, 1813, and 1815 of the Labor Code within this Agree r CONTRAC : I therefore comply with such Labor Code sections to the fullest ext- -quired aw. It s be mandatory upon the CONTRACTOR and all Subcontracto omply with . alifornia Labo •e provisions, which include but are not limited to prevailing wa• -mplo ours of labor and debarment of contractors and subcontractors. art thereof, is being performed as part of an applicable "public works" or nt to Labor Code Sections 1725.5 and 1771.1, CONTRACTOR and orming such services must be registered with the Department of Industrial OR shall maintain registration during the Term and require the same of any plicable. Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be CONTRACTOR's sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against CONTRACTOR or any Subcontractor that affect CONTRACTOR'S Page 74I 76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 performance of the Work, including any delay, shall be CONTRACTOR's sole respoibility. Any delay arising out of or resulting from such stop orders shall be considered CONTRA caused delay and shall not be compensable by AGENCIES. CONTRACTOR shall defend, inand hold AGENCIES, their officials, officers, employees and agents free and harmless fro laim . ity arising out of stop orders issued by the Department of Industrial Relatagainst CONT • R or any subcontractor. D. CONTRACTOR agrees to insert or ca be insert-- e preceding claus in all subcontracts, which provide for workers to perform wo nder dless of the subcontractor tier. ARTICLE 48. EQUAL EMPLOYMENT OPPORTU In connection with its perfo nder this AG' • T, CONTRACTOR shall not discriminate against any employee or ap nt • -nt becau .ce, religion, color, sex, age or national origin. CONTRACTOR shall t. ffirma re that applicants are employed, and that employees are ring their e -nt, without regard to their race, religion, color, sex, age or national or Such a s shall inc but not be limited to, the following: employment, upgrading, da .n or transfer ruitment or re ent advertising; layoff or termination; rates of pay or other forms pens. aining, including apprenticeship. ARTICLE - CE OF LABOR DISPUTE OR has acknowledged that any actual or potential labor dispute may under REEMENT, CONTRACTOR shall immediately notify and submit all GENCIES. CONTRACTOR shall insert the substance of this entire clause in der as to which a labor dispute may delay performance under this AGREEMENT. ntractor need give notice and information only to its next higher -tier Subcontractor. 50. CLEANING UP A. CONTRACTOR shall at all times keep the Facilities and Sites, including storage areas used by it, clean and free from accumulations of waste material or rubbish. Upon completion of the Work, CONTRACTOR shall leave the Facilities and Sites in a clean, neat and workmanlike condition satisfactory Page 71I§76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 21 22 23 24 25 26 to AGENCIES. B. After completion of all Work on the Project, and before maki .•lication for Final Acceptance of the Work in the Implementation Phase and Project clo the Operations and Maintenance Phase, Project closeout by AGENCIES will be w' unti TRACTOR has satisfactorily complied with the foregoing requirements for final c p of the Project. C. Full compensation for conforming to the provisi• his Article, not otherwise . ed for, shall be considered as included in price of this AGR. T and no tional compensatio will be allowed therefore. ARTICLE 51. PROHIBITED INTERESTS CONTRACTOR covenants th. Term, no dire Member, officer or employee of AGENCIES or COMMISSION during his ten - •r for one .r thereafter, shall have any interest, direct or indirect, in this Agreeme ARTICLE 52. T AGAIN INGENT FEES CONTRA warran t he/she h. t employed or retained any company or person, other than a bona f' ployee wor; for CONTRAS to solicit or secure this AGREEMENT; and that he/she has no •r agr= or person other than a bona fide employee, any fee, commission, perce okerage fee, gift or any other consideration, contingent upon or resulting from GREEMENT. For breach or violation of this warranty, AGENCIES shall EEMENT without liability, or at its discretion; to deduct from the consideration, or otherwise recover the full amount of such fee, commission, fee, gift, or contingent fee. FORCE MAJEURE y shall be excused from performing its obligations under this AGREEMENT during the time and to the extent that it is prevented from performing by an unforeseeable cause that is beyond its control, including but not limited to: any incidence of fire, flood, or other acts of God; labor strikes, commandeering of material, products, plants or facilities by the federal, state or local government; national Page 7iRb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 21 22 23 24 25 26 fuel shortage; or a material act or omission by another Party; when satisfactory evid: ce of such cause is presented to the other Party; and provided further that such nonperformance i . eseeable, beyond the control and is not due in part or whole, to the fault or negligence of the P •erforming and could not have been avoided or limited in the exercise of due diligence by s . rty. Page 7sb76 OCTA AGREEMENT C-9-1177 RCTC AGREEMENT 19-31-059-00 le 11 12 13 14 15 16 17 18 21 22 23 24 25 26 This AGREEMENT shall be made effective upon execution by all parties. IN WITNESS WHEREOF, the parties hereto have caused this OCTA EMENT No. C-9- 1177 (RCTC AGREEMENT No. 19-31-059-00) to be executed as of the d. - last signature below. ORANGE COUNTY TRANSPORTATION RIVERSIDE COUN NSP ION AGENCIES COMMISSION By: By: Darrell E. Johnson Chief Executive Officer Date: APPROVED AS TO FORM: By: James M. Donich General Counsel Date: Attes By: Its: Date: Ann E Date: APPROVE FORM: Page 76�9i76 ATTACHMENT 2 RFP 9-1177 Exhibit B Exhibit B Scope of 1(< RFP 9-1177 Exhibit B CONTENTS 1. INTRODUCTION 1 1.1. PROJECT TIMING 1 1.2. 91 EXPRESS LANES 2 1.3. BACK OFFICE SYSTEMS AND CSC OPERATIONS STATEMENT OF WORK.... ... 2 1.3.1. Contractor Implementation Phase Responsibilities 4 1.3.2. Contractor Operations and Maintenance Phase Servi s 4 1.4. PHASE II SERVICES ... 6 1.5. FUTURE FUNCTIONALITY 1.6. SERVICES NOT INCLUDED 1.7. PASS THROUGH COSTS 7 FIGURES FIGURE 1-1. 91 EXPRESS LANES TOLLING LAYO 2 Page i of i RFP No. 9-1177 Exhibit B 1. INTRODUCTION The Orange County Transportation Authority ("OCTA") and the Riverside County Transportation Commission ("RCTC"), together "the Agencies," operate Express Lanes on SR 91 whic un through both counties. The Express Lanes Back Office System (BOS) and Customer Servi ter (CSC) Operations Project (Project) is for the implementation, operations and mainten. .f a new BOS and CSC Operations for the 91 Express Lanes. This Scope of Work includes t, .ject's technical requirements to be performed by the toll systems integrator (Contractor). An existing Back Office System (BOS) and Customer Service Center ( Operati. .reement, which ends June 2021, supports the 91 Express Lanes via a single to and operati 6 . roach for both OCTA and RCTC, and is managed by the Existing BOS a. Provider. This pr. ent will replace the existing system, maintenance and operations. ' imize disruption to the . t toll operations, close coordination and transition planning required to limit disruption. Likewise, Kapsch TrafficCom USA is separately cont Traffic Management (ETTM) Systems contractor for bot The ETTM System will provide fully formed Transpon Substantial testing and both technical and operational coordin Term of the Agreement. The Corona CSC building will serve as th staff and CSC Operations, as well as the to centers (WICs). The Anaheim Processing C staff, data center and traffic operations cent which is adjacent to OCTA • - in the City operationally serviced . tor. All definitions an The Require during the Proj database fields. T scope • . e require h• and but serve and e Electronic Toll and on the 91 Express Lanes. e-Based Trips to the BOS. be required throughout the the Contra irect customer service Expre e's customer walk-in Contractor's administrative C is . at the existing OCTA Store, nd will be staffed by OCTA employees, but ope of Wo d Requirements are included as Exhibit XX. ligations and any changes which may occur underlying lists of specific items and required ese "including .. not limited to" lists is to indicate the intent and uring design the naming and number of items and fields will vary; all be addressed by the BOS unless the Contractor is formally relieved the -s. ing nd timing include: and RCTC BOS and CSC Operations Agreement ends in June 2021 and the Operations shall be fully implemented prior to that date. lected Kapsch TrafficCom USA to provide the replacement RCTC 91 ETTM at replacement is anticipated to be completed prior to the release of this RFP. • OCTA has selected Kapsch TrafficCom USA to provide the replacement OCTA 91 ETTM System. That replacement is anticipated to be completed prior to Go -Live of the Contractor's BOS and CSC Operations. Page 1 of 7 RFP No. 9-1177 Exhibit B 1.2. 91 Express Lanes The 91 Express Lanes facility is a four -lane, 18-mile tolled facility built in the median of California's Riverside Freeway (SR-91) between the Costa Mesa Freeway (SR-55) in Anaheim and nterstate 15 (I-15) interchange in Riverside to serve the booming population traveling betwee d Empire and Orange County, see Figure 1. The OCTA 91 Express Lanes were built in 199 e RCTC 91 Express Lanes recently opened in 2017. The 91 Express Lanes use congestion management pricing to adjust to number of vehicles. Motorists pay tolls through the use of a convenien rake automatically deducts the toll amount from a prepaid account. Iiot• fists can us transponder issued by any of the California toll operators or • one by opening through the 91 Express Lanes CSC. Account holders in a vehicle with three or more people travel toll free except during peak times when, carpoo the posted toll. Eligible carpoolers (3+) with a transp dedicated HOV 3+ lane when approaching the toll gantri ased on the nder that Trak® unt ther specia stomer classificati ree or mor: ve a 50% discount on equipicle must drive in the tion of the Express Lanes (Orange County and Riverside County) to receive the discoun Figure 1-1: 91 Express Lanes Concep Layout identi locations for the 91 Express Lanes. Figure 1-1. 91 Untoln Ave entry/exit and Toll Zone Corona LEGEND - Existing OCTA91 Express Lanes Existing RCTC 91 Express Lanes i eCounty Line Entry/Exit Zone ▪ Toll Rate CMS ▪ Information CMS ▪ Toll Collection and Enforcement ▪ Existing Enter Transponder Read Site • Proposed Enter Transponder Read Site 4"." Intermediate Access or Ingress/Egress tQ. 1.3. ffice Systems and CSC Operations Statement of Work In this Request for Proposals (RFP), the Agencies are requesting written technical and Price Proposals from qualified Proposing Contractors ("Offerors") interested in providing BOS and CSC Operations. The Project includes the design, development, testing, installation, operations and Page 2 of 7 RFP No. 9-1177 Exhibit B maintenance of a complete and integrated BOS and CSC Operations that meets the needs of OCTA and RCTC Express Lanes as specified in the Statement of Work and Requirements. The BOS functionality which shall be provided, implemented, operated and main 'fled by the Contractor include but are not limited to the following: • Account management; • Self -Service Website; • Self -Service Mobile Application; • Customer communications and Notifications; • Case management; • Payment processing; • Transponder inventory management; • Financial management, reconciliation and settlemen • Initial CSC -based collections; • Collections Placements; • Printing and mailing; • Violation processing; • Vehicle Registration Hold processing; • Post -contact customer satisfaction urveys; • Searches and reporting; • Data warehouse; • BOS and CSC performance monito • Interfaces to all Third -Party Service iders a tners; and • Interface monitoring and reconciliati BOS Hardware, syste • ces whicbe provided, implemented, operated and maintained by the C • or in ut are no ted to the following: • BOS prod • Multip • Deskt • CSC equi • Customer c • ms; atic Cal ution (ACD), Interactive Voice Response (IVR) and telephony systems; uipm syste toring systems; other 1. ed equipment; (DR) a . Business Continuity systems; and Netw Data cent Disaster Re Training syst eh shall be provided and managed by the Contractor include but are not encies (two (2); • . Owner Identification (ROV) Lookup Service Provider; • Pn . ail House Provider (optional at Contractor's discretion); • Lockbox Service Provider (optional at Contractor's discretion); • Customer Satisfaction Survey Provider Subcontractor; • Payment Card Industry (PCI) Qualified Security Assessor Services (or qualified Internal Security Assessor (ISA)); Page 3 of 7 • Merchant Service Providers (two (2); • Certified Disposal Service Provider; • Armored Car Service Provider and • Off -Site Data Storage Provider. 1.3.1. Contractor Implementation Phase Responsibilities During the BOS and CSC Operations Implementation Phase (from Notice to the BOS and CSC Operations) the Contractor shall be responsible for the f limited to: • Staffing of all BOS support, CSC Operations and TOC person • Operational planning and transition of the existing opera • BOS implementation and testing; • Facilitation and participation in meetings and Systems Contractors and the Existing BOS and new Third -Party Service Providers and Busine • Existing and New Third -Party Service Providers • Contractor required additional build-out/fit-out of t • Provision of all additional Contractor required furnitur • Provision of all required CSC officment; • Development of all plans and do • Development of all CSC standard • Compliance with all Security Stand • Compliance with all Approved plans, • Development of all training material; • Conducting trainntractor a • Learning and , Agencies' relative to • : tions and • Establis : greements • Demo • Numer s Lanes rect proces ion of opera er coor diness; an RFP No. 9-1177 Exhibit B until Go -Live of ding but not co on with the Agencies, the erations Co . ctor and existing a ners; Ines escribed herei res (SOPS ers Transition Services; ovided facilities; rnishing required for the CSCs; ies' staff; esses, procedures, Business Rules and policies cial administration; alifornia and Arizona DMVs; eparation activities. 1.3.2. Contr . erations and Maintenance Phase Services ncies' CSC Operations (the "Operations and Maintenance Phase"), the ilities include but are not limited to: ities rel.. d to the functional use of the BOS: tablishment, maintenance and closures; gement, monitoring and communication; service, including violation -related activities, via phone, mail, email, fax, saging, chat and in -person; ion of customer support for problems with customer interfaces; ent and refund processing; redit Card processing, including authorizations, refunds and reconciliation; Production of all customer Notifications; o Inbound and outbound mail processing; o Return mail processing; o Violation payment processing; o Case creations and management; Page 4 of 7 RFP No. 9-1177 Exhibit B o Document imaging of incoming work (such as, customer communications) and outgoing work (such as, scanning checks before deposit); o Use of skip tracing services to acquire updated mailing addresses; o Transponder inventory management, including customer order Fulfill - •nt support, transponder recall and recycling; o Customer dispute processing; o Coordination and support with resolution of disputed tolls er issues with Interoperable Agencies; o Initial CSC -based collections; o Coordination with Collection Agency pursuing payment is owedividuals or businesses, including payment processing and re tmg; o Coordination with the DMV(s) for registration s releases once tolls, fees, and other charges are o California Franchise Tax Board Tax Interce . ort; o Bankruptcy support and associated acco . dates; o Investigative Review and Hearing supp o Financial management and reporting sepfor t o Reporting for CTOC and the Western Region o All transaction and financial reconciliation acti parately for the Agencies; o All interface reconciliation vities; o Compliance with all Secu - ds; o BOS performance manage o CSC staff and process perfo o Adding/removing/modifyinfying the user -configurable elements of the telephony sy su call q uting and message on -hold selections o Toll adj •mentatio ions and/or holds, ncies; 1 as • Operatio vities not tly related ctional use of the BOS: o .lete BOS 0. ions and Mai ance and monitoring off all processes and o •to ne ity monitoring and resolution of issues; o Co all Security Sta ards; Comp . compliance, monitoring and resolution of issues; ry (DR) and Business Continuity management; are Maintenance and Support; ement . trades to the BOS per the Requirements; ents to • BOS at Agencies' direction; hnical support for Contractor's staff and Agencies' staff; g and optimization of Registered Owner of Vehicle (ROV) identification ng of incoming and outgoing mail services, including address correction and and WIC customer service staffing and operational management; C Work processing and management; CSC and WIC facility maintenance not covered by the Agencies (e.g. plant care, plumbing); o On -going recruitment and management of the personnel required to operate the CSC and meet the Requirements of this Agreement; o On -going training of all Contractor staff and Agencies' staff; Page 5 of 7 RFP No. 9-1177 Exhibit B o Administration of Agency -provided building security and access systems; o Physical security of the operations facilities, funds, personnel, and equipment; o Payment Card Industry Data Security Standards (PCI DSS) compliance o Provision of audit(s) performed by an independent Qualified Security : ssessor (or qualified Internal Security Assessor (ISA); o Compliance with all National Automated Clearing House As on (NACHA) requirements; o Support for the Agencies' audits of BOS and CSC Operations; o Management of Customer Satisfaction Survey informatio o Production and distribution of customer materials; o Distribution of transponders, Velcro; o Distribution of non-BOS generated customer not ' . ns by mail; o Annual SSAE 18 Type II performed by indepe : uditor; o Paper document storage and destruction a • rds management; o Quality Control (QC) and Quality Assura activities he CSC; o Quality review of BOS-generated notifi o Quality review of occupancy processing u o Quality review of image processing using th o Assist with internal/external audits; o Assist with data collections - alysis stemming fr o Assist with insurance/ri ent activities. 1.4. Phase II Services The following services shall Acceptance. Optional it • Self-Servic • data w • data • Collect' cluded in Ph encies dis 1.5 re Fu ality not be assumed for the base Agreement, but should be considered Occupancy Integration Customer in Adherence 1.6. optional) tion ET Work whic o implement. tem-provided tool; m-provided tool; ation and will commence after the BOS tion System (ODS) Integration; oney Service Provider; ng prior to the violation process and tional Interoperability. of Included The servic - ocured under this Agreement does not include: • ETTM Systems; • Trip building; • Image review services for the purpose of trip building (QA/QC reviews are required) and Page 6 of 7 RFP No. 9-1177 Exhibit B • Provision of Retail Transponder Distribution Provider. 1.7. Pass Through Costs The following items and Services shall be provided by the Contractor, with costs through to the Agencies: • Postage; • Skip -Tracing; • Welcome Kits; • Transponder Shipping Supplies; • Domain Names and Uniform Resource Locators (URLs) and • Facilities related incidental and permitting costs as dire; the Agencies. Page 7 of 7 RFP 9-1177 Exhibit B Exhibit B Volume I: Project Ma ent and Gnntrols RFP. 9-1177 Exhibit B CONTENTS 1. PROJECT MANAGEMENT 1 1.1. PROJECT MANAGEMENT AND CONTROL 1 1.2. PROJECT MANAGEMENT PLAN (PMP) 1 1.3. COORDINATION 1.3.1. Coordination with ETTM System Contractors 3 3 1.3.2. Cooperation with Other Contractors and Providers ..,� 4 1.4. PROJECT MEETINGS 1.4.1. Project Reporting and Progress Meetings Duri 1.5. QUALITY ASSURANCE PROGRAM 1.5.1. Control of Purchase 1.5.2. Visits to Contractor's Facilities 1.6. BASELINE IMPLEMENTATION SCHEDULE AND CONTRA ... 4 ementation Phase 7 EQUIREMENTS LIST (CDRL) 2. STAFFING AND KEY TEAM PERSONNE 10 2.1. GENERAL STAFFING REQUIREME 10 2.2. KEY PERSONNEL 10 2.3. OTHER REQUIRED PERSONNEL 17 2.4. STAFF SELECTION REQUIREMENTS 3. SYSTEM DEVELOPME ► ESIGN REQ, S 20 3.1. SYSTEM DE ' NGS AND HOPS 20 3.2. BUSINE S WORKS 20 3.3. SOF WALKTHROU 21 3.4. 1 ESIGN WO' 21 3.5. 22 3.6. SYSTEM D' ESIGN REVIEW MEETINGS AND WORKSHOPS 22 23 24 DEVELO +CUMENTATION REQUIREMENTS 24 25 n 25 27 ents Traceability Matrix 28 Detailed Design Document (SDDD) 28 er Test Plan (MTP) 30 dividual Test Plan and Test Procedures 31 4.2. Implementation Plan and Related Documentation 33 4.2.8. Disaster Recovery Plan 33 4.2.9. Business Continuity Plan 34 4.2.10. Transition Plan 35 4.2.11. End of Agreement Transition Plan 39 evelopment Plan 17 Page i of iii RFP. 9-1177 Exhibit B 4.2.12. Operations Plan 40 4.2.13. Standard Operations Procedures (SOPS) 41 4.2.14. Staffing and Human Resource Management Plan 42 4.2.15. Reporting and Reconciliation Plan 43 4.2.16. Records 44 4.2.17. Management Reporting 45 4.2.18. Training Plan 47 4.2.19. Maintenance Plans 48 4.2.20. Third -Party Documentation 50 4.2.21. Manual Requirements 50 4.2.22. As -Built Documentation 53 4.3. OPERATIONS MOBILIZATION 54 5. TRAINING 5.1. TRAINING COURSES 5.1.1. System Operation Overview Course 57 5.1.2. Customer Service Representative Course... 57 5.1.3. BOS Finance and Financial Controls Course... 58 5.1.4. Operations Management Course 58 5.1.5. BOS Users Course 58 5.2. TRAINING MATERIALS 5.2.1. Instructor Guides 5.2.2. Training Aids 5.2.3. Student Workbook 5.3. SCHEDULING AND PREPARATION FOR T 59 59 59 60 60 6. TRANSITION REQU ' 61 6.1. SCHEDUL RANSIT , 61 6.2. TRAN FROM EXISTI i 1 S AND CSC 1 TIONS CONTRACTOR 61 6.3. A NCE OF OPE' DINESS 61 6.4. END . EMEN 62 7. TESTING REQU 64 RAL 64 and Logistics 65 66 66 tegration Testing (SIT) 67 tance Testing 68 Testing 69 stallation and Commissioning Testing, Data Migration, Transition and Go- 69 ational and Acceptance Testing 70 7.3. CCEPTANCE 71 8. INSTAL TION REQUIREMENTS 72 8.1. INSTALLATION PROGRAM 72 8.2. COMPLIANCE TO STANDARDS 72 8.3. EQUIPMENT INSTALLATION REQUIREMENTS 73 7.2. REQ 7.2.1. 7.2.2. 7.2.3. 7.2.4. 7.2.5. ting Page ii of iii RFP. 9-1177 Exhibit B 8.4. IMPLEMENTATION CHECKLIST REVIEW AND CHECK -OFF 73 9. GENERAL MAINTENANCE AND SOFTWARE SUPPORT SERVICES REQUIREMENTS 74 9.1. OPERATIONS AND MAINTENANCE MEETINGS 74 9.1.1. Monthly Performance Review Meetings and Reporting 74 9.1.2. Monthly BOS and Operations Coordination Meetings 74 9.1.3. Weekly Coordination and Status Meeting with the ETTM Syste actors 75 9.1.4. Change Control Board Meetings 75 9.2. SAFETY 76 10. CONTRACT DELIVERABLES REQUIREMENTS LIST 77 TABLES TABLE 2-1: KEY PERSONNEL 11 Page iii of iii 1. PROJECT MANAGEMENT 1.1. Project Management and Control The Project is divided into two overlapping phases: The Implementation Phas Proceed until BOS Acceptance) and the Operations and Maintenance Phase (aft CSC Operations through the end of the Agreement). RFP. 9-1177 Exhibit B Notice to mencement of 1 The Contractor shall provide all management, supervisory, fi and o ns staff, including qualified management, professional, technica an clerical p 1, to professionally design and implement the BOS and operd administer the es' operations in a manner that meets all required perfor, - criteria. The Contracto put in place the organizational structure and staffin, . red to meet these Requirem 2 The Contractor shall perform and provide all laws, rules, regulations, ordinances and in com. All Plans and procedures prepared by the Contrac . set forth in these Requirements. ces in accor, with all applicable - with a cable Agency policies. 1 . roved by the Agencies, as 1.2. Project Management Pl The Contractor shall develop and emplo Project Management Institute (PMI) Project that is sufficiently detailed to enable the Age necessary management, st. • controls in p The PMP describes staffing, schedul' and other co other third -pa wherever applica e Cont d communi cations betw ities. T r shall del n procedur e Contractor ) in accordance with edge (PMBOK) latest edition an that the Contractor has the et the Agreement Requirements implement and manage the Project, including r controlling all correspondence, Submittals e Agencies, as well as communications with ance with system engineering methodology 3 • - PMP sha e, but is not limited to: • cope Deliverables, tracked using a numbered Contract Deliverables Req. -nts Lis ); • a descri ► of the staff management and organization of the Project; an organization chart; id • cation of Key Team Personnel and their associated responsibilities, and identific. of the resources to be used in fulfilling the Requirements; a des in of Project planning, documenting and reporting methods to be utilized, . o se within the Contractor's staff and externally with the Agencies; • . oach to issue management, including communication, escalation and resolution of 'roject issues with the Agencies; • approach to communication management, including meeting schedules and team meetings; Page 1 of 79 RFP. 9-1177 Exhibit B • the format of the Implementation Phase monthly progress report; • inclusion of the Approved Baseline Implementation Schedule; • a description of the process for reporting and tracking the Appr► Baseline Implementation Schedule and Project performance; • approach to change control management, consistent with Agr- ' equirements, including a description of the process for documenting and su • • e requests, the Approval process and how the change control ma -nt ap• • will be integrated into day-to-day Project management; • process for resolution if a change request scope a - t proposal is rejecte • - Agencies; • approach to document control, including : the Contr. provided Electronic Document Management System (EDMS) accessi • the Project team by username and password (the Agencies shall ha , ap , to download documents using this Software); • approach to risk managemen ding communica calation and resolution of Project risks with the Agenci • approach to Quality Assurance Quail • approach to Subcontractor mana: -nt, i ng • s with Subcontractors will be resolved in . ' -• manner; • approach .cur- managem: hich adheres to the Agencies' policies; • appr, o operatio adiness inc - a Go -Live checklist; • d• ting the • • i oice backup information; verification, and App oce a section , . Approved Project forms; • h to P loseout and • an e cy cont. 4 The Contrac all provide as a part of the PMP and then maintain both a Contractor and Agencies con list. The contact list shall include all Implementation Phase Key Team Personnel a ckups, personnel title and areas of Project participation. The list will be upersede perations and Maintenance Phase documentation and processes. 5 for shall develop and submit the PMP to the Agencies within 10 Business Days o eement's Effective Date for review and Approval. 6 The Contractor shall identify the tools and products used to manage the Project and the internal controls instituted by the Contractor to guarantee successful delivery of the Project. Page 2 of 79 RFP. 9-1177 Exhibit B 7 The Contractor shall develop and submit communications procedures to the Agencies for review and Approval that address the following, including but not limited to: • Correspondence - all correspondence shall be identified as to originator an • • esignated receiver and contain the Agreement name and number; • Document control - tracking of document versions and changes; • Invoices - all invoices shall be submitted with accompanyin • rmation as required by the Agreement and consistent with the Agenc•cess- nvoicing and auditing policies. The Contractor shall work with th. gencies to I the appropriate invoice and back-up materials as a par he PMP develop . The Contractor shall submit multiple invoices, with c d any applicable Liq• Damages divided by Agency based on the Pr' oposal and Agencies dire . Contractor shall address costs that are nett from the C ntactors toll reven b payment to the Agencies, for example cred' fees and co ns fees. • Submittals - all Submittals shall be deliver n ure to the Contractor's submittal letter. Each Submittal letter shall be li single subject or item. The Contractor's letter shall identify the Agreement nu greement name and subject of the Submittal, CDRL name i cable, and the ver mber. 1.3. Coordination 1.3.1. Coordination with ETTM S The Contractor shall wor operations of the BOS Contractors are res operations and o be responsibl System to bot System Contract le for onal staff e timely rep TTM Syst eso ractors in the design, implementation and and operation of the CSC. The ETTM System nitoring of the ETTM System and support of TM System. The Contractor shall nonetheless ailures it has identified related to the ETTM gencies, and for cooperating with the ETTM usly as possible. 8 ntracto eport any observed ETTM System anomalies and errors to the ETTM ntract Cases; the Contractor shall track these issues through to timely resol coordi with the ETTM System Contractors. 9 The Contra hall sele e appropriate priority level or level of urgency when reporting ETTM Syste ors to the ETTM System Contractors based on the levels identified in the Operations P The Contractor shall make best efforts to ensure that critical and high - priority ite quickly and effectively communicated to the ETTM System Contractors within a ti riod agreed -to in the Operations Plan. 10 or shall notify the Agencies of all issues and errors identified in the Operations quiring simultaneous notification to the Agencies. 11 The ontractor shall participate in Coordination and Status meetings with the Agencies and the ETTM System Contractors as further described in Section 1.3.2. Page 3 of 79 RFP. 9-1177 Exhibit B 12 The Contractor shall participate in other meetings with the Agencies and the ETTM System Contractors as further described in Section 1.3.2. 1.3.2. Cooperation with Other Contractors and Providers 13 The Contractor shall cooperate to the fullest extent with other contra a Agencies, and Third -Party Service Providers and Business Partners re the BOS Implementation and Operations and Maintenance Phase activitie ict with or cause any interruption in capability or service or safety iss the t public, customers, the Agencies, or existing operations. 14 The Contractor shall cooperate to the fullest extent with al parties in accorda ' h the terms and conditions of the Agreement, includin of limited to: • employees of the Agencies; • designated representatives of the Agencies; • Agency legal counsel; • other Interoperable agencies, • and parties, as di y the Agencies; • all entities that directly acces • :. • all entities that use or require o L t from t • law enforcement• • auditors . , • All T•arty Servic: •viders and , ess Partners. 15 The c for shall c i and i ediately notify the Agencies (via Agency - provide. 'bubo _ _ . es with or customer complaints related to the BOS or E the Agencies • ress Lanes that come to Contractor's attention ing the co . Implementation, testing or during the Maintenance and Operations Within s of th • • ment's Effective Date, the Contractor shall invite and facilitate the Exist' S and Operations Contractor's participation in the coordination meeting(s) a discussion and resolution of all operational transition items. roject tings The o quired to facilitate (plan, lead, coordinate, and report on) or participate in both regular wed and ad -hoc meetings during the course of the Proiect. 17 ThMrntractor shall set up, facilitate and participate in meetings during the Implementation Phase, including but not limited to: • Project reporting and progress meeting (monthly); Page 4 of 79 RFP. 9-1177 Exhibit B • Change Control Board meetings (as required, but no less than every two weeks or per the Project Management Plan); • installation coordination meetings (weekly during specific Implemen ion Phase timeframe); and • Various workshops, comment review and BOS Design meetings uired. 18 The Contractor shall set up, facilitate and participate in meetings aintenance and Operations Phase, including but not limited to: • Weekly project status meetings; • Ad -hoc meetings (as needed); • Change Control Board meetings (as need • CSC Operations performance review an ational meetings (to include review of performance relative to th fo a Measures, Customer Satisfaction Surveys, training schedule, iden issues and other relevant findings); • BOS performance revie • nal status m (to include review of Performance relative to • er . ' 4 • asures, tr schedule, Upgrades and Enhancements list, bu: . nd gen • dates nd • Maintenance and Operations a :s shal • . uctured and scheduled per the Appro 4 tenance Pla 19 The Contrac ' . 1 pro , nd mainta . chedule for all meetings which it leads. 20 All mee ' . cations shal • esignated b Agencies. 21 No les three (3 eetings which it leads, the Contractor shall provide . ' g . a _ . can comment on and the Contractor shall then update. han th ' Business Days after meetings it leads, the Contractor shall submit dra g min. • r the Agencies' review, which capture the summary of the discussi more , o (2) Business Days after receiving the Agencies' comments to the me minutes, e Contractor shall submit updated meeting minutes for the Agencies' re This process shall continue until the meeting minutes are Approved. Bi-we monitor steps to en eporting and Progress Meetings During Implementation Phase ports and progress meetings shall enable the Agencies and the Contractor to , progress and quality of the Work performed on the Project and to take proactive successful delivery of the Project. 23 The calendar for meeting days shall be scheduled by the Contractor following the Agreement's Effective Date. Page 5 of 79 RFP. 9-1177 Exhibit B 24 With the meeting agenda submission, the Contractor shall submit a progress report to the Agencies. The Agencies may review and comment on the progress report prior to the meeting and the Contractor shall update accordingly. 25 The format of the progress report shall be agreed upon as one of the initi ct tasks upon the Agreement's Effective Date and shall be incorporated by the C or into the PMP. 26 The Contractor shall manage, facilitate and conduct the meeting ce with the agreed to format. 27 The progress report includes but is not limited to: • a summary, outlining progress, status and percen Work performed for eac as compared to planned activities in the Appr aseline Implementation Sched Comments shall be included where appropra summar uld be a dashboard - style report and shall identify status of key ones; • an analysis of all critical path tasks, potentia iated with the tasks and proposed contingency/work around plans to cir t or mitigate delays to the Project; • identification of any Approv: ' • • roved mi dates and Approved Baseline Implementation Sch the de and identifying the Agreement Modification; • a discussion of S . • • ule complian ► • . dated Base me Implementation Schedule showing c • against eline Approved Baseline Implementation Schedule. • a ris at tracks t atus of all o ding risks that need decision/resolution; • an ed actio - k the status of all outstanding Deliverables, activ . d i a n - - . _ resolution; en invo . pplicable; • ppro • pending change requests (Contractor and Agency -initiated) and thei ; • the pre meeting anal minutes and • a six (6) look -ahead schedule. The Cori with the A Contractor to surance Program all establish an effective Quality Assurance (QA) program to ensure compliance ment. This QA program shall detail the process and procedures instituted by the ensure the QA program is in place. Page 6 of 79 RFP. 9-1177 Exhibit B 28 The Contractor shall establish an effective QA program that ensures adequate quality throughout all areas of Agreement performance. 29 All systems and services under this Agreement, whether performed within t tractor's facilities or at any other source, shall be managed by the Contractor at all necessary to ensure conformance to the Requirements of the Agreement. 30 The QA program shall provide for the prevention and early detec ancies and for timely and positive corrective action. 31 The QA program shall include effective Quality Control of . • ased services an ials and subcontracted Work. 32 The Contractor shall make evidence of quality . rmance readily available to Agencies, and the Agencies shall have the ri: - review and ify the Contractor' compliance to the process. For the I . ntation P , evidence includes documentation of adherence to testing procedur• . chi- xpected test results and for the Operations and Maintenance Phase, evide s the Monthly Operations Report, results of quality audits and system reports. 33 The Contactor's Quality Assuran shall lead the teontractor's staff to meet all the Requirements related to i sure the Ag. that the Work of the Contractor is in accordance with t alit ed in se. 4.2.1. 1.5.1. Control of P se 34 The Contrac • onsible • nsuring all systems, supplies, components, developm- tools, blies, s emblies and services procured from Subcon s, Third-P. Service Pro and Business Partners conform to the Requnts and the y1 • . 35 The Cont ha • is r . _ . r the selection of Third -Party Service Providers and Busine in accordance wit the Agreement. The Contractor shall ensure the - • tractor -Party Service Providers and Business Partners control the quality of -s and -s provided. . 6 The Con shall p • all procurement documents to the Agencies upon request. • .2. Visits i ntractor's Facilities The Agenc' • erve the right to both unannounced and scheduled visits to all Contractor's ilities . 1 areas of those facilities where Software development/support and services - e BOS and CSC Operations are performed. Page 7 of 79 RFP. 9-1177 Exhibit B 1.6. Baseline Implementation Schedule and Contract Deliverables Requirements List (CDRL) The Approved Baseline Implementation Schedule is a comprehensive list of Proje milestones, activities and Deliverables, with planned start and finish dates, including a detailed reakdown Structure (WBS) that identifies Project tasks down to the Work package leve e activities required to complete the Work package Deliverables. The Contract Delivera quirement List (CDRL) (Section 10) is used with the schedule to track the Project Delivera 38 The Contractor shall provide and maintain a detailed Imputation roject Schedule in Microsoft Project format (Project 2016 or ve and include and compatibility with earlier versions as required by t ncies) that lists al ct activities, tasks and sub -tasks, and sub -phases includ. not limited to: • staffing; • key intersection points/dependencies wit xisti and CSC Operations Contractor; • key intersection points/dependencies with the ETT m Contractors: • document development; • any required improvements to cente , 4 IC Sites, • fit-out/installation (including c , unic in re installation) of data center, CSC and A acilities (inc ; • training; • migr and transiti • B ‘ operatio • all ong. activities throu: .ut the Implementation Phase, such as scheduled meetings . : it frequency/periodicity. Sche . ►. -11 adhere to the milestone dates shown in Exhibit X. 0 The Proj - edule so include coordination activities with the Agencies and all third partie uding bu not limited to the Existing BOS and CSC Operations Contractor, and Third-P. Service Providers and Business Partners, and shall in addition clearly document all dination tasks. Upon App , of the Project Schedule by the Agencies the schedule shall become the • •rov: .eline Project Schedule. 42 • ct Schedule shall identify all milestones and tasks, starting with the Agreement's Eff- . e Date through the BOS Acceptance. 43 The Project Schedule shall be resource loaded, shall include all draft submissions and review cycles and shall include all tasks required of the Agencies. All Agencies tasks and durations shall be clearly highlighted and differentiated from Contractor tasks. Page 8 of 79 RFP. 9-1177 Exhibit B 44 The Project Schedule shall identify all critical path tasks and shall be used to manage the Project. 45 Once the Baseline Project Schedule is Approved, the Contractor shall upda - progress against the Approved Baseline Schedule on a monthly basis, showing perce plete for all Project tasks and identifying actual start and finish dates against the A -d Baseline Schedule. 46 The Contractor shall use the Approved Baseline Project Schedule e duration of the Project and shall notify the Agencies of any anticipated s ► e cha ong with a plan for mitigating them, if applicable. 47 The Contractor shall obtain Approval from the Agenci all changes to the A. d Baseline Project Schedule. No revisions shall be consApproved or accepted wi this Approval in writing. 48 In parallel and concurrent with the Project Sc the Contr all report and track the status of all Contractor Deliverables via a to C at lists delivery dates (planned and actual), review cycles, workshops (if comment review meetings and Approval dates. Page 9 of 79 RFP. 9-1177 Exhibit B 2. STAFFING AND KEY TEAM PERSONNEL The Contractor is responsible for maintaining and assigning a sufficient number of competent and qualified professionals to meet the Requirements of the Agreement in accordance with e Approved Baseline Implementation Schedule. 2.1. General Staffing Requirements 49 The Contractor shall provide staff at all times sufficient to meet t, .l. irements. 50 The Contractor shall provide all staff and services to prof- io .11y operate C and provide professional customer service in accordance e procedures an• .es documented in the Operations Plan, SOPs, and the ' ements. Staff shall incl management, supervisory, financial, technical, and • ions personnel. 51 The Contractor shall ensure Key Team Perso, :re readily . • 'ble to the Agencies during the Implementation and Operations an• -nance % . 52 The Contractor shall submit replacement requests fr Personnel to the Agencies for review and Approval prior to replacement of an in. .1. Key Team Personnel shall not be replaced without the prior - oval of the Agenci - . the replacement. 53 The Agencies shall have the righ . cement of a tractor personnel in accordance with the terms and co ins o - -nt. 54 The Contractor shall replace Key Te. -rso m- . iith an acting replacement after the position is • •• • . Failure to • place open ' ey Team Personnel positions with a full-time , t shall res enalties as described within the Agreement and/or Perfo e s. 55 The Co • r shall prov . staffing pla the Operations and Maintenance Phase 90 days • • Go -Live. 56 The Co s • - . are trained and conduct themselves in a profession. that is based upon the best practices of customer service. The actor's a ee code of conduct shall be included in the Operations Plan. The for sh. 'de, update and maintain a complete organizational chart during both th menta. ` ase and Operations and Maintenance Phases and provide to the Agenci on requ• hik Key Pers 1 5: he Conti shall provide the following key personnel for this Project, shown Table l- ey ' . nnel, subject to the Approval of the Agencies. The list in Table 2-1 is not an e list of key personnel, but the minimum required Key Team Personnel to be d in the Contractor's organizational structure. 59 The Contractor shall attempt to fill Key Team Personnel positions with the minimum experience provided in Table 2-1: Key Team Personnel. The Agencies will use the experience levels provided in assessing and Approving Key Team Personnel. Page 10 of 79 KEY TEAM PERSONNEL Table 2-1: Key Personnel Respons Implementation Phase erations and intenance Phase Dedication Time On -site RFP. 9-1177 Exhibit B Dedicatio Project Principal - responsible for the oversight of the Project Manager and a point of contact for any escalated Project issues that cannot be resolved by the Project Manager. Should meet or exceed the following: • Full-time employee of the Proposer or its parent company for at least two (2) years at the time of Proposal submissio • Ten (10) years' experience in the toll industry • Five (5) years of senior management responsibility for m toll projects • Senior management responsibility for at least one (1) projec of $25 million or more in value Project Manager (Implementatio Day -to -Day contact person fo responsible for the overall m Should meet or exceed th • Five (5) years' industry or of environment m nt and deli mg: ce as a Project M ed customer ontractor's d shall be he Work. the toll • Project Manager for a olling Back Office System Deployment • at least o ect of $10 million or is desired Page 11 of 79 X s requested by the Agencies For all status meetings, workshops and reviews 1000/0 on -site from the beginning of On -site Installation and Commissioning Testing through BOS Acceptance As Needed from the Agreement's Effective Date 100% from Agreement's Effective Date RFP. 9-1177 Exhibit B KEY TEAM PERSONNEL Responsibili ' Dedica Implementation Phase ns and ance Phase Time On -site Ded Project Manager (Operations and Maintenance Phase) - shall be Contractor's Day -to -Day contact person for all CSC Operations matters and shall be res responsible for the overall management and P g delivery of the CSC -related Work. Should meet or exceed the following: • Five (5) years' experience in the toll industry or other related customer service operations environment • Project Manager for at least one (1) tolling CSC Operat • Project Manager for at least one (1) project of $10 milli more annually X For all status meetings, and orks relaopstive eviews relative to transition 100% on -site from six months prior to co -Live to End of Agreement t00% Deputy Project Manager - supports the Project Manager in delivery of the services and stands -in f'ect Manager as needed. Should meet or exceed the folio • Three (3) years' exp in the toll ind or other related customer se .erations environ • Three (3) years' nce in project ma For all status meetings, workshops and reviews t00% on -site from the beginning of On -site Installation and Commissioning Testing through BOS Acceptance 100%from the Agreement's Effective Date Quality Assurance Ma as onsistent qua throughout the design, deve . g and installation of the BOS e planning a entation of the CSC P g Ope lity Assur. Ensures consistent ns and ce Phase per the Assurance p ees deve . mplementation X For all QA related meetings and workshops and activities. For all formal testing and from co -Live through BOS Acceptance. SO% Page 12 of 79 RFP. 9-1177 Exhibit B EY TEAM PERSONNEL Responsibili ' Dedica Implementation Phase ns and ance Phase Time On -site De and ongoing management of the Quality Assurance Plan and all other quality related documentation. Should meet or exceed the following: • Five (5) years as Quality Assurance Manager on projects of a similar scope to the services on this Project • Three (3) years of experience in toll BOS and CSC operations • Two (2) years of experience in Quality Assurance • Specialized training and/or certification in e management x 100% t00% Software Development Manager - responsible for the Softwa and database design, integration and implementation, on-goin. resolution of Software bugs and development of new functionality. Should meet or exceed the followin, • Experience with technic- gement Software development project of . scope to thi ct • Three (3) years' ex as Software deve nt lead • Eight (8) years' ce in Software de i • • • Served as the So opment (1) project of simila o tprovided on Project. For all software and functionally related meetings and workshops. All formal testing through BOS Acceptance. 100% x For all Software- related functionality, upgrades and enhancements meetings and workshops. For all software performance and bug related meetings. As required Page 13 of 79 RFP. 9-1177 Exhibit B KEY TEAM PERSONNEL Responsibili ' Dedica Implementation Phase ns and ance Phase Time On -site Ded Technology Manager - responsible for management of overall BOS design, security (including PCI and PH), network and BOS Implementation. Im P • Ten (10) years' experience with system design and implementation • Ten (10) years' experience with systems security for systems which include credit card processing x r all BOS design ted meetings nd workshops and comment resolution meetings. From Go -Live through BOS Acceptance. 50"/0 • Direct project experience using the proposed solution • Experience with BOS design and implementation of a si scope to the systems provided on this Project x For all BOS-related functionality, pgrades and hancements meetings and workshops. For all BOS performance related meetings. As required Data Migration Manager - resp, 1 planning, implementation and monito the data tion and transition from the existin : ' i e new BOS. -. Should meet or exceed .wing: • Five (5) years' nce with datab. ,••' and/or design • Has performed similar le. ) data migratlo from an existing BOS to t • S For all data migration related meetings and workshops and comment resolution meetings 100%during data migration testing and through complete data migration and Go - Live until BOS is stable Page 14 of 79 RFP. 9-1177 Exhibit B KEY TEAM PERSONNEL Responsibili ' Dedica Implementation Phase ns and ance Phase Time On -site D On -site Installation Manager - responsible for the physical and all required testing of the on -site BOS, including all systems installed in Agencies' facilities. Should meet or exceed the following: • Five (5) years' experience with technology implementations and installations • Experience with the installation and configuration of sys and networks of a similar scope to the systems provi; this Project x For all BOS stallation •installation eetings and workshops 100%duri installation and through Go -Live until BOS is stable On -site Technology and Support Manager - responsible onsite technical and desktop support of CSC, Agencies and Thir Par Service Providers staff. Responsible for $' P Should meet or exceed the following: • Five (5) years' experience wi ks and end- user support • Experience with propos= olution For all BOS support and administration meetings and workshops. 100% from beginning of on - site BOS installation through Go -Live As required x 100% 100% CSC Operations Manag onstb icipa operations planning and the . rations throughout Operations and Maintenan the 0 P Sho a followin, For all CSC operations related meetings and workshops. 100./0 from a minimum of three (3) months prior to Go -Live As required Page 15 of 79 RFP. 9-1177 Exhibit B EY TEAM PERSONNEL Responsibili ' Dedica Implementation Phase ns and ance Phase Time On -site De • Five (5) years' experience with CSC management of a similar scope to this Project • Three (3) years' experience in toll industry customer service • Three (3) years experience in collections • Experience with multi -channel customer contact center and systems x l00% t00% Finance Manager - ensures the BOS and CSC Operations op in accordance with Generally Accepted Accounting Prin (GAAP )hll bCtid Public At(CPA) - sae a Certified Accountant Should meet or exceed the following: • Bachelor's degree in accounting or related field • Five (5) years of financial and accounting experience, including management or le • •osition (e.g. Accounting Manager, Sr. Ac • ting Lead) overseeing accounting °per. iant, high- volume, transaction/ •rocessing ironment performing revenue ent, process au d similar functions • Experience wit d BOS solution p y • Ability to package a t quanti X For all finance and reconciliation elated meetings d workshops. For all formal testing of transitional and financial reconciliation and reporting. 100"/0 from Go - Live through BOS Acceptance. As required x l00% l00% Page 16 of 79 RFP. 9-1177 Exhibit B 2.3. Other Required Personnel In addition to the Key Personnel list in Section 2.2, the Contractor must provide adequate staff to perform the Requirements. This includes, but is not limited to, the following dedicatedgtaff: • Human Resources Manager; • Training Manager; • Transition Manager; • Desktop Support Personnel; • Data Analyst and • Traffic Operations Center (TOC) staffing. 60 The Contractor shall provide a Human Resources er, with at least five ( experience as a Human Resource Manager on pr of a similar scope to this Pro responsible for all Project personnel and the tr of any exi staff. Responsible r human resources management during the Ope and Mai ce Phase. 61 The Contractor shall provide a Training Manager, ive (5) years experience in customer service, responsible for providing assessm nning, developing, delivering and evaluating employee training. 62 The Contractor shall provide a ;er who sha he Contractor's staff in planning and implementing the ac es r - . he transi 63 The Contractor shall provide on-si sktop ' BOS application technical support to all Contractor personnel a ; e thorize .. rs at all locations from 7 a.m. to 7 p.m. Mond. , Pacific : be on -call and available to come on -site 24x7x365. 64 The Cont shall provi data anal ecialist for the duration of the Agreement to assist : encies in for ng queries a ning analytics reports on their behalf. 65 The Co shall ting of two (2) TOC operators located onsite at the Anahe • Center/CS - ours per day and 365 days per year. e Contractor subsequent decisio screening may be re es with increased I Con the ne Operation a mutually uirements reen a dates for potential employment at the CSC. Screening and the ire sha .e based upon fair, equitable and job -related criteria. Additional d for the Contractor's Operation's staff prior to promotion or transfer to job s to sensitive or critical information. SC Operations Contractor is not selected, the Agencies encourage the new the Existing BOS and CSC Operations Contractor's staff for employment with . The Contractor is encouraged to coordinate with the Existing BOS and CSC actor to ensure that there is not adverse impact on the current operations and that a • eed to plan is put in place for the screening and transition process. The level of background investigation required shall be dependent upon job function (for example, a receptionist who has limited access to customer and financial information shall require a lower level Page 17 of 79 RFP. 9-1177 Exhibit B of investigation than a clerk in the finance department who may have access to customer and financial information). 66 All Contractor employees shall undergo screening, including but is not limited • • business/personal references; • illegal substance screening; • past employment history; • education verification; • financial credit history; • professional license and certification verific ' • military service verification; • criminal records including misdemeanor and fel ions and • I-9 immigration status. 67 The Contractor shall comply wit' .. . ws and reg related to Operating and staffing the CSC, including but imite. • Americans with Disabilities Act ;• • Occupationa ' • Health Ac , • Equal E ment 0 unity Com .on (EEOC); • Fe • air Credit R: ing Act (FC' • • Dri , 'vacy ' • e, Section 2721 (DPPA); • Californ . atute regarding protection of Personal Identifying Information (PII) • • Se tanda 68 The Contr. when co cting background investigations, shall consider and take into account the ing: • name se. married name, previous names, aliases and inves ' • ns must be completed and reviewed by the Contractor prior to the - e beginning work for the CSC. 69 T•ntractor shall maintain hardcopy and electronic, as applicable, backup docu entation on -site for all background checks. 70 The Contractor shall maintain records of adjudication and hiring decisions on each candidate interviewed or considered for a position. Page 18 of 79 RFP. 9-1177 Exhibit B 71 All staff shall understand, read, write and speak English fluently and shall be U.S. citizens or otherwise legally permitted to work in the U.S. 72 The Contractor shall provide for bilingual (Spanish) customer service staff o support Spanish-speaking customers who call or visit during all business hours. Page 19 of 79 RFP. 9-1177 Exhibit B 3. SYSTEM DEVELOPMENT AND DESIGN REQUIREMENTS 3.1. System Development Meetings and Workshops To ensure the design Requirements for the BOS are fully understood by the A: - s and the Contractor, a series of Requirements and design review steps are specified follo sequential design process. The Conformed Statement of Work and Requirements Do • t (CSWRD) is developed in coordination with the Agencies and the Contractor, upon sele► the Contractor. The CSWRD shall be the basis for the Contractor to develop a Require bility Matrix (RTM). The RTM details the Requirements in tabular format with colu . t allo - rification that each of the Requirements in the CSWRD have been addressed i th . esign and .. -nted in the System Detailed Design Document (SDDD) and the Mast st Plan (MTP) a test procedures. The RTM shall be the basis for all design, d ment and testing of d documentation to be developed by the Contractor. The ETTM System Contractors shall attend meetings an shops as red and at the Agencie discretion based on the meeting content. 73 The Contractor shall establish and maintain a So e d development program to ensure compliance with the BOS Requirements. 74 The Contractor shall employ appr - techniques and m logies to develop the BOS Requirements and ensure compl , - : usiness Rule e Project. 75 The Contractor shall, for all Phase d Opti. • icable) ctionality, follow the design, development and test proc: at min •d Implementation Phase Software design, development and to pr► 76 Prior to conduc ' shops, Reents reviews, focus group meetings or design reviews, the actor develop ., - cessary documentation for the Agencies to review a submit t cumentati review no less than 10 Business Days prior to suc ngs. 3.2. Busines T hall co ment erati ss figure the B orkshops series of Business Rules workshops with the Agencies to address the y information required by the Contractor to design, develop and ted documentation and processes. 77 The Contra the Agencie Implementat all man. • e, facilitate and conduct Business Rules review workshops with discuss, update and modify the Business Rules to accommodate the f the BOS and CSC Operations. The Busin ertis les review workshops shall include Contractor and Agencies staff with e current and future business operations. 79 actor shall facilitate and conduct a minimum of three Business Rules workshops. 80 The workshops shall continue until the Business Rules are updated to the satisfaction of both the Contractor and the Agencies. Page 20 of 79 RFP. 9-1177 Exhibit B 3.3. Software Walkthroughs The intent of the Software walkthrough is to provide transparency into the planning process for the Contractor's Software development to ensure the Contractor is on track to deliver t e Project on schedule and to obtain the Agencies' feedback on the direction of the development to the full rollout of the Software. Lastly it allows the Agencies to observe the BOS in operatio e Software detailed design reviews, these walkthroughs shall demonstrate actual transa► /trips in a test environment. As part of the walkthrough process, the Contractor shall valid. ; uirements and ensure Contractor's understanding of the Requirements. 81 The Contractor shall manage, facilitate and conduct the walkthtiis. 82 The Contractor shall conduct a series of Software roughs including t demonstrations and/or planned functionality to soli ' t from the Agencies dun development of the BOS Software. The Contractor gment each meeting by functio area and schedule each walkthrough meeting twith the pa • ants' availability. 83 Prior to the Software walkthrough the Contracto • rovi • ting of the functionality that will be covered, high-level use cases do be demo • identify all Requirements that need clarification and discussion. 84 During the Software walkthrou: • ntractor shall ou . d demonstrate how the BOS Requirements will be met. these meetin, 1 be documented in a revised RTM document. 85 Prior to the Software walkthrough, t. ntrac a : nd submit high-level use cases that shall be demonstrated to t e or review . Approval. 86 To the extent • oduct sha i emonstrated in an environment that allows data to flow ill in tal integrat: • S. 87 The So walkthrou all demonst to the Agencies that the Software design meet • chnical an - ' • : uire s. 88 Comment e- • provide• .. e Software walkthrough shall be documented and resolve • ontractor and the resolution shall be Approved by the Agencies. ctor s • responsible for identifying and correcting any Software issues or defec design duct that impact the Contractor's ability to deliver a BOS that meets th iremen shall apply to issues or defects found during or after Software walkthrou 'n the sub quent testing and implementation. Any such changes to address these issues be Approved by the Agencies in writing. ign Workshops The to - conduct a series of workshops with the Agencies to facilitate the design of the BOS rep red by the Agencies. 90 The ontractor shall manage, facilitate and conduct a minimum of three reports design workshops. Page 21 of 79 RFP. 9-1177 Exhibit B 91 The reports design process shall be iterative, and the Contractor shall conduct multiple workshops with the Agencies' stakeholders sufficient to obtain the Agencies' informed input. The Contractor shall bring its subject matter experts (SMEs) to the workshops, including as example, BOS, operations, maintenance and finance/account' . staff, as appropriate for the report type(s) being reviewed during the meeting. 92 SMEs must provide a means for fully explaining each report, its intende • fields and components and its connection with other reconciling an• • ose, columns, ' g reports. 93 The Contractor shall trace the reports to the Requirements demo Requirements are satisfied. • that all 94 Upon receiving feedback from the Agencies, the Co r shall develop/mob •e reports and submit the updated reports for review. 95 The iterative series of workshops and demons s shall con ' e until the purpose, layout and content of all reports are Approved Agencies. 3.5. Performance Reporting Workshops The Contractor shall conduct a series of Performance Measures reports. 96 Within the first three (3) months Approved by the Agencies, subjec conduct a series of Performance Mea allow the Contrac related data wi commenced Perform Contr Perfo Operati ed on the e BOS and su comments. The Co orkshops with the ign shall meet th hall take plac the Agenci and repor rkshops, t e associat in initial Ap be o s with the Agentfacilitate the design of the e or at another date tice, the Contractor shall wor ith the Agencies. This will rstand how the Performance Measures- e the Operations and Maintenance Phase has ntractors and the Agencies shall discuss the orting. These workshops shall allow the 1 (subject to formal testing) on how the ured and to accurately reported during the esign Review Meetings and Workshops SOPS and Business Rules documents, the Contractor shall design preli design document for the Agencies to review and provide for shal en conduct a series of design meetings, walk-throughs and cies to address the comments and to create the SDDD, defining how the S Requirements. Upon the submittal of an updated SDDD another review 97 e Bus' ules document, Operations Plan, SOPS, and the RTM shall be used to develop design and the SDDD. 98 Th ntractor shall schedule design meetings with the Agencies to review and fully understand the design Requirements. 99 The Contractor shall manage, facilitate and conduct the workshops and meetings. Page 22 of 79 RFP. 9-1177 Exhibit B 100 The Contractor shall demonstrate pre -production working products (such as beta versions) during the design review process, and stakeholders shall be walked through the workflow, utilizing screens and data flow diagrams. 101 The Contractor shall explain how the BOS design meets the RTM, the Busi the Agreement Requirements. ules and 102 The Contractor shall conduct as many meetings, workshops, and sub as deemed necessary by the Agencies to address all design ' satisfaction. review cycles Agencies' 3.7. Use Cases Workshops The Contractor shall conduct a series of use -case worksho the Agencies to develop use c� The outcome of these meetings shall be a series of se documethat shall be used conjunction with the Business Rules and test procedu alidate the rements. 103 The Contractor shall manage, facilitate and c workshops with the Agencies to develop the use cases test procedures to validate that all BOS Requirements h um of three use -case be used in conjunction with n met. 104 The use -cases (and associated t the RTM. be traced aga a Requirements within 105 The iterative series of workshops a case Requirements are satisfied and emonst se c re Ap tinue until the above use - y the Agencies. Page 23 of 79 RFP. 9-1177 Exhibit B 4. DOCUMENTATION The Contractor is required to provide various documents to support the BOS development and ongoing operations and Maintenance. All documentation provided under this Agreem • t shall meet the Requirements described below. An online Contractor -provided Electronic Document Management System (ED ill be provided for the Agencies' use. The EDMS will control the saving, versioning and stor- 'roject-related documents, including the Contractor's Deliverables and other operatio . p • umentation provided by the Contractor that must be available to the Project team. ontrac 11 save all Contractor Deliverables and other support documentation to the E 4.1. Contractor -Developed Documentation 106 The Contractor shall utilize a Contractor-provi• - , S that is . • -ssible to the Proj7r team by username and password, to contra 4'roject-rela •cuments from first submission to Approval. 107 All Project documents submitted under this Agreeme . e available to all authorized Project team members using the EDMS during both the I - ntation and Operations and Maintenance Phases. 108 Each document shall be proper lei, •,ted, numb. •y revision, revision history, and version and shall inco . to sig for au i rship and Approvals. The Contractor shall provide a logic. dexin: •f access for the Agencies' Approval to be used to locate docum- 'n t. S. 109 The Contractor . cceptable ards agreed upon by the Contractor and the Agencies w • . ating . ents and 1 itting revisions. 110 All doc ation submi. .y the Contra under this Agreement shall be accurate and com • Agreemen - " • ts. 111 A table o -nt- a docu that includes multiple pages and/or multiple sections, sh. . mitted by the Contractor to the Agencies for review and comment the s . on of the preliminary draft as part of the Deliverables Expectation The A! will review and provide comment on table of contents Submittals within Busin, s. 112 The Delive s Expec . on Document shall include all subsections and a summary narrative for section describing the assumptions and approach. The Contract all submit preliminary draft and final draft documents to the Agencies for review and ent, followed by 100 percent complete documents that incorporate all the encie ' w comments. 114 cies shall have the right to require additional interim drafts from the Contractor at ditional cost should the documentation submitted not be of adequate quality, have missing or incorrect information or if it does not satisfactorily address the Agencies' review comments. Page 24 of 79 RFP. 9-1177 Exhibit B 115 The Agencies shall review and Approve all documents submitted. For documents containing less than 100 pages, the Agencies will review and provide comment on preliminary draft documents within 15 Business Days. For documents containing at least 100 pages, the Agencies will review and provide comment on preliminary draf • ocuments within 25 Business Days. The Agencies shall review and provide comment • nal draft and final documents within 10 Business Days. When multiple document . ubmitted to the Agencies simultaneously, or within one week of each other, the . er of Business Days required for review shall be doubled. 116 The Contractor shall provide a Customer Review Form ( r with e. bmitted document. The Agencies shall populate the CRF and provi• • th- Contractor itten comments on all submitted documents. The Contract° • respond in writ all comments through the CRF. The Contractor may sche► d conduct meetings to . and resolve any remaining questions and issues co • ng the comments and respo provided. The Contractor shall then prepare a rev' ersion of th - • cument for Approva by the Agencies. 117 The Contractor shall submit two (2) hard copies an. • e► c version of all Contractor developed documentation for Agency review and A 8 . less otherwise directed by the Agencies. Acceptable electronic formats are Mi Word 2016 (or higher), unsecured and indexed Portab • .8 ent Format (PD el (as appropriate) and professional CAD applications fo ` - - ared docu on. 118 The Contractor shall update docu r thro . : the Implementation Phase and the Operations and Mai - P .hall be submitted to the Agencies for Approval. The Contractal tain a 88 ent Submittals list on the EDMS identifyin: • s of docu • date submitted, the nature of changes and identify what _ within th - mentation. 119 All docu 8 ion submi . y the Contr. under this Agreement shall be the property of the cies and shof be marke8 h "Proprietary" unless agreed to by the Agen 4. • he Quality Plan program, how to ad ror occurs (continu The Contract program i ents Plan clude s about how the Contractor will plan and implement the QA errors (quality -related events) and how to make improvements before an quality improvement). The Quality Plan will address all phases and Work. all develop a CSC Operations Quality Plan that details the Contractor's QA cise manner customized to this Project. 121 Ian shall include the Contractor's QA approach related to overall project ent and controls, including but not limited to: • quality management and organizational structure; • project management; Page 25 of 79 RFP. 9-1177 Exhibit B • project controls; • project documentation and updates and • project scheduling. 122 The Quality Plan shall include the Contractor's QA approach related design and development, operation, Software maintenance and BOS administra luding but not limited to: • overall design; • Software development, initial and on -going; • Software development standards and documen , • testing; • adherence to Security Standards; • data migration; • installation; • quality management of all BO . - • . • munica and Notifications; • adherence to Performance Meas , • configuration - • ent; • change • :ement; • mo ► g and admi ation and • op - al trans' 123 The Quali include the Contractor's QA approach related to CSC Operations, • 'ng but 'ted to: • q ► 'o anage • f every CSC Operations function; • quali . gemen stomer service during the operational transition; • ongoing 1 • mer Satisfaction Surveying and how the tool and information will be used; custo - -rvice quality improvements; . ce to Security Standards; • . . ality management and organizational structure; • quality management of customer service during the operational transition; • quality management documentation; Page 26 of 79 RFP. 9-1177 Exhibit B • Contractor's quarterly audit; • quality review and verification; • adherence to Performance Measures and CSC initial and on -going staffing. Al• 4.2.2. Software Development Plan 124 The Contractor shall develop and submit a Software Devel► -nt Plan (SDP) th des but is not limited to: • documentation of the Software development • ach to the application struct behavior, architecture, business processes . a structure • Software development organizational chart, •mg r= es and responsibilities, such as Software developers (by area of • . , system engineers, test engineers, Quality Assurance and Quality . personnel, configuration management administrator, de entation specialis anagement staff; • Software development langu. • -nt platforms . . ndards; • Software development meth gy, su cases, modeling and other development tools; • management - of of Softwa . rung and major releases; • descriptthe So , - develop ife-cycle and maintenance; • loc. . nd approac r . egregation o elopment and testing environments; • de ent pro - t tracking; • code re • • al testi hodology; regr: testin_, • Softwar: elopmen language strategy related to both development and Software maintena • develop , and integration approach for the major functional Modules; det. . oftware Quality Control processes; • i are documentation, standardization, review and usability; • samples of detailed Software documentation for both external and in -line documentation; • Software configuration and change management approach and standards and Page 27 of 79 RFP. 9-1177 Exhibit B • Software deployment approach, release notes and validation. 4.2.3. Requirements Traceability Matrix The RTM provides traceability between Requirements and BOS functionality in a format. The RTM shall be the basis for all design, development and testing efforts and entation to be developed by the Contractor. 125 Upon completion of the BOS Requirements review process thiacto deliver a RTM that details all the technical and functional Requirements BOS. 126 The Contractor shall develop and submit an RTM tha dies each Require d where it is addressed in the design documents, use c d test cases, including b limited to: • listing and multiple levels of categorizatio unctional, ces, Modules, etc.) of all Requirements; • identification of the source of all Requirements; • identification of the design s - - the SDDD that a the Requirement; • identification of the test proc- -s the Requi• • Identification of the test meth, valid. - 4 ent (e.g., via inspection, demonstration, analysis, test) an, • identificati • ' ess Rules . ted with each Requirement. 127 The RTM s, ild on th ecification mented in the CSWRD and shall capture all user ne- -ntified duri e Requirem, eview process. 128 Durin: esign an • . - , d S, the Contractor shall update the RTM to reflect a , ng: e - - • . and Requirements tracing that have been Approved b cies through the Project's change control management process. esign . • ting, the RTM shall be used to verify the compliance to the Req ts, use . - nd test cases. 130 Upon App of the , it shall be the basis for functional verification of design, developmen testing. Syst etailed Design Document (SDDD) 131 Co or shall develop and submit an SDDD that describes the design specifications ware and Software provided as part of the BOS to meet the Approved Agreement Re • • ments. The SDDD shall demonstrate that the Contractor understands the functional, technical and Performance Measures of the BOS and has the processes, system and Software design in place to provide a high -quality and reliable product that meets the Requirements. Page 28 of 79 RFP. 9-1177 Exhibit B 132 The SDDD shall be written in accordance with the QP. 133 The SDDD shall comply with data retention Requirements set forth in the Security Standards and Section 4.2.18 Records. 134 The SDDD shall include the use of diagrams, figures and tables, and it pply to all required environments, Contractor -provided systems, existing system oftware to be used by the Contractor, all Interfaces and all Third -Parry Service P and Business Partners. 135 The Contractor shall work with the Agencies' marketing dep rt t in develo e Self - Service website navigation and look and feel. 136 The SDDD shall include but not be limited to: • logical BOS diagrams for all environments entify all s stems, component , connections and Interfaces; • physical BOS architecture diagrams for all s that identify all sites, equipment and network layout diagrams; • telephony, IVR and ACD syst• • iagrams, includi outing options; • high system availability desi: • - •• •onents, g servers, storage, network, database and applica • detailed data center(s) power an • tal spe ions and the impact of the BOS on the A!: ' • rovided dat. f applicable); • detailed • enter k layouts . sage; • det. ' esktop com ► Hardware, are and peripheral configurations; • ac entity s • networ 7 • design details inc uding IP scheme; • ete bi , aterials, including Hardware, Software and support/maintenance _ • nts; • specifi. sheets 1 equipment including space and power requirements; • Disaster very and Business Continuity design, including network impacts; • detailed abase design, schema and entity relationship modeling, including trans. , and file sizing and processing calculations; • database data dictionary; • . ailed data management design and processes, including summarizations, archiving and purging; Page 29 of 79 RFP. 9-1177 Exhibit B • all documentation required under PCI and PII and to document conformance with the Security Standards; • Interface Control Documents (ICDs) for all external Interfaces and le upload functionality documenting both sides of the Interface; • detailed Software architecture, internal software component i es, logic and process flows; • detailed transactional and Violation processing logic and fl • detailed financial processing logic and flow, includin erface and map the Agencies' financial applications; • Self -Service Mobile Application flow diagram cable); • Self -Service Website site map; • application performance monitoring design; • all GUIs (including reports and screen formats); • format of all correspondenc els; • account management design a coun 4.2.5. Master Test The Contractor shall d test phases, the Con .r's testi Master Test Pla ) outlines compliance to equiremen Interoperable es, comp (M TP) mit a co ncepts an scope and uding integr ds nsive testing plan that describes the different roach and the administration of each test. The g concepts to be used to validate the BOS to the ETTM System, external entities and migration and transition of the BOS. 137 The Cont ovide an the Agencies' Approval that details the testing methodolog by the Contractor to demonstrate the BOS satisfies all Requirements. all co spects of the BOS testing and shall describe all test phases, scope and p . es to the BOS compliance to the Requirements, including but not limited to. • overall a k ach to testing, including tools and automation; • approac i sing use cases and test cases to validate all Requirements; appr• o entry and exit criteria; . ach/methodology to pass/fail criteria; • a s proach to the severity and priority descriptions and levels for each test; • approach to defect tracking; reported; resolution, and regression testing, including tools used to document defects; Page 30 of 79 RFP. 9-1177 Exhibit B • approach for each test phase including purpose, scope, system environment, duration location, and resources; • methodology for testing the Requirements and sample size for each phase testing; • approach for how data sets for each test are created including data ne o simulate logical days and cycles; • approach to validating BOS Requirements through the testing ; • approach to validating Performance Measures; • approach to validating all reporting Requirements; • approach to end -to -end testing, validation and filiation; • approach to validating BOS monitoring, lo: . ccess, Perf• ce Management and Monitoring System (PMMS) Requirements; • approach to data migration testing, compliance t. d s, correction of defects and Software release; • end -to -end testing to ensur, transactions , d their interaction are tested through their final sta: • Interface testing to ETTM Sys Interop- - and Third -Party Service Providers and Business Partners, • Security Sta , • financi, ity and ciliation; • re, . ncy/failover - cts; • DR • • cross-cha tmg to ensure testing is not only performed for each Interface (such elf-Ser , • ebsite, Self -Service Mobile Application, if applicable, and IVR) ally, b . • that testing is performed across each Interface to ensure con resen . . nd processing; .6. Indivi ntractor shal th actor's these e testing Test Plan and Test Procedures lop and submit individual test plans that describe the required test phases, concepts and approach for the administration of each test defined later in he individual test plans will provide detailed documentation of the individual ocedures. 139 Thee) ntractor shall provide a separate detailed test plan for the Agencies' Approval for each testing phase outlined in the Requirements and MTP, including: • Unit Testing Plan; Page 31 of 79 RFP. 9-1177 Exhibit B • System Integration Test Plan; • User Acceptance Test Plan ; • On -site Installation and Commissioning Test Plan and • Operational and Acceptance Test Plan . 140 All test plans shall take into consideration the separate ETTM Sy aces for the OCTA and RCTC 91 Express Lanes and expect some variatio dat missions, trips/transactions and images, processing, and some potential ions in B Rules. 141 The Contractor shall provide a detailed test plan, includi not limited to: • test agenda including location, dates, meetings, , observers and attendees; • test scripts for manual and automated test • detailed use cases and test cases mapped to th for ting; • test entry and exit criteria; • test preparation; • data to be migrated to suppor ing; • description of process for ensure uality ► i : mentation; • test data crea ' -ss and • descript' e en , ent used oftware versioning. 142 The Co • • r shall prov se cases an k cases for the Agencies' Approval for each testi a outlined i ' " cludin. not limited to: • use c- t c .; e case/t - description; • Requi . and Business Rules; • assum• • test data 'ables and their values); • steps to ecuted; exp esults; • fail criteria; • space to document actual results and • space for comments. Page 32 of 79 RFP. 9-1177 Exhibit B 4.2.7. Implementation Plan and Related Documentation The Contractor shall develop and submit an Implementation Plan and related documentation that identifies its approach that covers the major elements of the implementation, including coordination with the Agencies' ETTM System Contractors, Third -Party Service Providers and Bu Partners and others. 143 The Contractor shall develop and submit the Implementation Pla documents all implementation related activities for the Project for Agencies' revrdance with the Approved Baseline Project Schedule. 144 The Implementation Plan shall define all elements of imp a ation, inclu t not limited to: • the detailed implementation schedule, detailin: 'vibes for the implementati the BOS, including coordination with ETTM ' Contracto Third -Party Servi Providers and Business Partners and of required. ► he implementation schedule is Approved by the Agencies, the actor . bmit to the Agencies updates during the implementation p - tifying any proposed implementation schedule changes and Work p m the form of percentage completions; • resource allocation Require .1 s lementation . , s); • procurement and installation o comm • -twork; • Quality Control, Quality Assuran pe = nd tes ocesses; • special or u F ' 's entation ' ents and • an org. on chart contact in . tion, roles and responsibilities and includes ETT tem Contra ., Third -Par vice Providers and Business Partners and o . s required . • Go -Li kl. 145 Contract I develop and submit to the Agencies a full size (24" by 36") set of with i on notes, providing sufficient and accurate detail of all systems and net uts at . ' ities that have BOS equipment. 4.2.8. Disastecovery Plan isaster Recover, during and fac f the B n (DRP) is a comprehensive, documented statement of actions to be taken disaster to protect and recover the information technology data, assets and 146 actor shall develop, test, and submit a Disaster Recovery Plan (DRP) and su ent Disaster Recovery procedures that describe the approach, as well as procedures to take place in the event of a disaster for the BOS. 147 The DRP shall document the Contractor's approach to and planning for recovering from a disaster, including but not limited to: Page 33 of 79 RFP. 9-1177 Exhibit B • define what constitutes disaster, associated risks and severity levels and timeframes to address (e.g., earthquake, flood, electrical outage, general loss of access to building, etc.) • mitigation of disaster risks; • preparations in the event of a disaster; • organization chart illustrating Disaster Recovery team roles and responsibilities; • notification contact list, including contact information; • notification protocol; • sites and equipment for Disaster Recovery, pr d in a diagr m format; • Disaster Recovery process initiation and c on check ' • coordination with the ETTMS System Contracto d-Party Service Providers and Business Partners; • Software, system and data r: processes; • detailed logistical processes fo ivat . er Recov and systems; • detailed technical processes for . . tion . .. s site and systems; • detailed oper I ctions for . of Disaster Recovery site and • detaile • ical pr .es for re. tion of primary site (or moving to a new prime if the orig primary sit--stroyed) for systems and coordination with A. • ' operations 148 The DR clud- ation, including but not be limited to: • Recover Objective (RPO): maximum acceptable amount of data loss for all ' al BO -s after an unplanned data -loss incident; • Re Time b e (RTO): maximum acceptable amount of time for restoring a critic service egaining access to data after an unplanned disruption; • Level of ice (LOS): the combination of throughput and functionality required to sustain B usiness operations and • detaile cription of how site and BOS security shall be maintained to ensure conti ompliance with the Security Standards. 149 all be tested and updated by the Contractor annually. 4.2.9. Business Continuity Plan The Business Continuity Plan (BCP) is a comprehensive, documented statement of strategy, as well as the planning, actions and processes that allows the Agencies to continue BOS and CSC Operations Page 34 of 79 RFP. 9-1177 Exhibit B after experiencing a disruptive event. For BCP Plan development purposes, the Corona CSC and the Anaheim Processing Center/CSC will serve as backup facilities to each other. 150 The Contractor shall develop, test, and submit a Business Continuity Plan (BCP) that details the Contractor's approach to accommodating the staffing capabilities ishings, equipment, systems, network, applications and data components requir nsure the continuity and resumption and continuity of critical BOS processes. 151 The Contractor shall be responsible for providing a plan for usin CSC and the Anaheim Processing Center/CSC as backup facilities to each oth rde tinue CSC Operations in the event of a disaster at either facility. 152 The Contractor shall be responsible for providing a • •vel plan for resto C Operations in the event that both facilities become un- . 'le; however, the plan sh result in any costs to the Agencies for pre -staging • ment and personnel. 153 Changes to the operations BCP shall be refle r • the BCP w0 Calendar Days of Approval. The Contractor shall distribute, train a cate t ations staff on the BCP. 4.2.10. Transition Plan The BOS Transition and Data Migration Transition Plan that the Contractor will d BOS and CSC Operations Contractor's syste 4.2.10.1. BOS Trans' The Agencies require Contractor shall p Transition Plan migration too other data to t a comp include all edule and all for Go- ' Shutdown and dec Co e Age 'de Data M'gra and the tr. nsive Tra ects related 'ties required erations Tra Plan together form the ccessfully ion from the Existing new. ion from the existing BOS to the new BOS. The n Plan that fully describes the process. The ata migration including details of all data nsition of transaction/trip information and mg is to be performed by the Existing BOS and CSC Operations The Agencies may decide to have the existing BOS remain in limited ng and processing of some existing Violations. r54 The Con. shall nate with the Agencies, Existing BOS and CSC Operations Contractor, -xistingection agency, and ETTM System Contractors to develop and provide a de , • BOS Transition Plan and data migration strategy, subject to Approval by the Agencies identifies all aspects of migrating data and transition of all activities and systems ass • ed with the implementation of the BOS in accordance with the Security tandards. 155 : P . nsition Plan shall incorporate all aspects of the BOS transition, including but • d to: • data migration approach; • CSC Operations transition aspects; Page 35 of 79 RFP. 9-1177 Exhibit B • approach to data cleansing; • approach to the iterative and repetitive testing regiment and • approach to BOS Go -Live and roll -back process. 156 The BOS Transition Plan shall provide technical and operational detail ding but not limited to: • schedule including all anticipated downtime; • communication procedures; • mapping of all activities to be transitioned; • transactional and financial reconciliation an ting durin ansition; • approach for migration of debt from exist ection a to the new Collection Agencies; • reconciliation of the prepaid account balance in nd the individual customer account level from existing B P • new BOS; • management of any paymen • • s, pending nder orders or other financial transactions in proc: t the • 'tion; • management of all time sensit, •roce nc s . not limited to Violation escalations, acc • • t statements, . ► . nce notifica ions; • manage I • s in proce • coo on and In ce cutover ities required with Existing BOS and CSC 0 ons Contrac . TTM System , actors and Third -Party Service Providers a iness Par • trans' : in names and 1 . mig and transition team organizational structure, roles and • ibiliti • data tion tes . is and • other ac l es required for the Go -Live from an operations standpoint. The BOS Tra , • n Plan shall include detailed steps and relative timing in a phased cutover of the exis ' OS to the new BOS. 158 Njir gration process shall follow the standards and timeframes in accordance with ty Standards and include, but not be limited to the following: • all current and historical account information, including notes, contact history, statements, correspondence, scanned documents and past addresses; Page 36 of 79 RFP. 9-1177 Exhibit B • historical Violation trip data, all violations in collections, and all violations in progress; • all current and historical vehicle information; • all current and historical transponder information including statu • all Financial Transactions that affect the balance o nt including trips/transactions, all fees paid, all credits and all others; • all transponder inventory information; • all Collections Placement information; • tolls file - detailed information regardi toll transaction/trip inclu transaction/trip date, time, plaza, lane, • ., entry tra • tion/trip date, tim , plaza, lane, entry speed posted or rejec . tus, class a ► -s of vehicle, full fare amount, collected amount, discount amo ► ' • latio and a Flag to indicate if the transaction/trip is reconciled back to h • • archived data - data extr. ction for data that archived system including customer corresponden .ction/trip imag- h server files including CTOC, DMV, etc. 159 The data migration plan shall incl, an asse at wi •e migrated from the existing BOS data archive. 160 The data migratio • • all include • the protection and encryption of sensitive data, such as P 'ng the mi: of data. 161 The Contrhall provi sk and con cy planning that is broken into manageable option that the pro . can be eval at critical phases. 162 The da ation p - - s ut not be limited to: • compre alysis and mapping of existing toll system data between the existing '.Sand n- ,• • i • . . tion o 'onality and data to be migrated and any functionality and data that , it be mil • identific. of any existing data deficiencies, including proposed solutions; • identific• of any cleansing, transformation and pre-processing that needs to be perfor the data prior to its migration; ide - . tion of any cleansing, transformation and post -processing that needs to be ed on the data after its migration; • • . to validation and verification processes for the migrated data at critical phases of the migration and Page 37 of 79 RFP. 9-1177 Exhibit B • detailed data migration and transition checklists, responsible person and decision process for Go -Live. 163 The data migration strategy also shall include all of the trial migrations to b where the migration and validation process is exercised. A minimum of two migrations shall be conducted. conducted ccessful 164 The Contractor shall verify and demonstrate the ability of the BOS the Agencies' data is successfully migrated) to meet the Security Standards. 4.2.10.2. Operations Transition Plan The Operations Transition Plan shall be developed by the Con of how the Contractor will manage the transition of the e CSC Operations managed by the Contractor. �r and shall include an expl OS and CSC Operations to the 165 The Contractor shall coordinate with the Agencie e Ex' : OS and CSC Operations Contractor to develop and develop a detailed Opera on Plan that identifies the implementation and transition of all activities, • • d Agency -owned materials associated with the implementatio • of the CSC from the . : BOS and CSC Operations Contractor to the Contractor. 166 The Operations Transition Plan sh. clu ontractor age new operations for Go -Live while the existing Cont perfor 167 The Operations and Transition Plan s . d ow an • - re the Contractor will train the new and exis ' ithout disr rrent operations. 168 The Operati d Tran Plan shal ress what equipment owned by the Agencies the Contr ntends to r •, what exis ontractor equipment the Contractor intends to pur or assume a • for, changes e current offices the Contractor intends to make ervice antr., or intends to assume from the existing contract. 169 e Operatio ition Plan shall incorporate all aspects of the CSC Transition, including 'mited . • cus ervice 'n progress; • transpo inventor, • Violation k in progress; • all pri stomer collateral; documentation; • copy information owned by the Agencies; • transition of CSC facilities from Existing BOS and CSC Operations Contractor to the Contractor; Page 38 of 79 RFP. 9-1177 Exhibit B • post office boxes; • Postage meters; • Web domains and URLs; • Website static content (from existing to new website); • phone numbers; • Licenses; • staffing; • Service contracts; • training and • Go -Live. 170 The Operations Transition Plan also shall include c tion with the Agencies and Existing BOS and CSC Operatio Contractor regar e orderly shutdown and decommissioning of the legacy the Agencies e Existing BOS and CSC Operations Contractor after BOS 171 The Operations Transition Plan 1 inclu on s edule, detailing any operations' down time required and -xpec ra outages. 172 The Operations lan shall r ted for Approval by the Agencies as a part of the Operati rdance wi e Approved Baseline Project Schedule. 4.2.11. The End of Agre and the Contractor the Asr�ent. Agreeme tion Pia how the Contractor will support the Agencies to facilitate a sea less transition upon termination or expiration of rThe or sha op a detailed End of Agreement Transition Plan that identifies the trans if all ac and Agencies -owned materials and data associated with the Operation I CSC at t end of the Agreement. 4 The End of ement Transition Plan shall incorporate all aspects of the transition, including bu I limited to: cust. .ervice work in progress; . onder inventory; • a printed customer collateral; • all supplies and consumables on hand; Page 39 of 79 RFP. 9-1177 Exhibit B • hardcopy documentation; • softcopy information owned by the Agencies; • CSCs; • staffing; • training and • Contractor orderly shutdown of non-transitioned items, fa s and se 175 The End of Agreement Transition Plan shall be submitte pproval by the A a part of the Operations Plan in accordance with the A d Baseline Project Sch as 176 The End of Agreement Transition Plan shall be u and submit d for Approval by t Agencies every two (2) years over the term of eement. 4.2.12. Operations Plan The Operations Plan is a comprehensive of information ab w the CSC will be managed and operated. 177 The Contractor shall develop an• 'nt. •hensive 0. •ns Plan that details all aspects of the Operation of the ► 'ncludin • _ ' "'ted to. • A description of each department cti • ea and • mg sufficient detail for the Agencies to u - • the functi • sponsibilities of each department and how it will be s • and ope • all the cies' Busi Rules and p, -s related to the CSC Operations; • a t Terms and • detai . 's • ed to ope _ SC; stomer • ivacy policy; • physi rity including periodic access audit and reporting; • huma urces an. . ffing policies and procedures; • backgro heck processes; • employ de of conduct; Age Holidays and hours of operation, including the CSC and other CSC facilities, if le; • tailed scripts for common customer interactions; Page 40 of 79 RFP. 9-1177 Exhibit B • copies of each form, spreadsheet, manual tracking sheet, report, letter, email copy, and text copy (BOS and non-BOS generated) which the Contractor will utilize in the operation of the CSC; • Quality Control and verification procedures to ensure operati • eet the Performance Measures; • operations monitoring to ensure compliance with Requirement • a description of how the Contractor will communicate wit genci: aining to day-to-day operations and general issues and problems in. . ding but n b ed to: Case management, correspondence management, a ion procedures, . , ent control, and Submittals procedures; • a description of how the Contractor will unicate with the Agencies a Interoperable Agencies in handling cust disputes, d' als, payments an • reconciliation; • detailed structure and schedule for monthly and operations meetings with the ETTM System contractor and the Agencie ate meetings or combined at Agencies' discretion); • emergency response manage • including a d description of how the Contractor will communic. d re •• ergency tions and • processes and procedures instit . o en g satisfaction including the details of the Cu • mer Satisfacti • r ovider an • • rogram that will be used to monitor cus action wit 178 The Contr. , all prov pdates an • ges to the Agencies no less than annually for Approv. incorporatito the Plan. Operations Plan shall be a living Document and a • , shall be up • . and reviewe • • roved by the Agencies whenever changes are m. . ny ele - • , ered in the Plan. 179 The Contr.. blish a full revise • of the Operations Plan no less than annually. - ations hall be submitted for Approval by the Agencies in accordance with t e - d Bas - ' oject Schedule. 4.2.13. Stan • Operati • ns Procedures (SOPS) :1 The Contra • . hall develop and maintain the SOPS. The SOPS shall use detailed narratives and proce• •w diagrams in providing step-by-step procedures for every task the Contract • rforms. The SOPS shall detail both manual and BOS-aided steps and oce• 182 ed, new policies, procedures and changes to existing policies and procedures shall b - • dated in the SOPS quarterly. The Contractor shall distribute, train and educate the operations staff and the Agencies in accordance with the SOPS. 183 The SOPS shall be submitted for Approval by the Agencies as a part of the Operations Plan. Page 41 of 79 RFP. 9-1177 Exhibit B 4.2.14. Staffing and Human Resource Management Plan The Staffing and Human Resources Plan defines the required human resources needed to meet all of the Requirements for the CSC. It details the selection and assignment of an operations team. It describes how the staff will be recruited, vetted, trained, compensated, evaluated, •' •lined, and terminated. The Staffing and Human Resources Management Plan shall identify th - opriate skill sets and labor to manage the Work and to perform the tasks that produce the s i Deliverables, customer service and performance. It also shall provide for any additional n • resources such as tools, equipment, or processes used by the operations team. 184 The Contractor shall develop a Staffing and Human Res • urIrManageme that includes details of the Contractor's staffing program. 185 The Staffing and Human Resources Management P .11 include a hiring/assign schedule for anticipated resource Requirements f• duration of he Project. 186 The Staffing and Human Resources Managem - shall in . detailed description of the approach for retaining existing staff inclu • ly c • ation with staff, focused recruiting and incentive programs. 187 The Contractor shall develop and ovide an organizati. •proach for staffing in the Staffing and Human Resources Plan designed the Requirements. This includes but is not limited to: • organizational chart with all sta sitions i ► contr. ctors), head count and reporting relationships; • job descripti • ,taffpositio .sitiontype; • identifi of fu ns which ve been subcontracted, the name and resp • ities of th bcontracto d name(s) and contact information for S , ractor's key ► •nnel; • des of t ining the appropriate staffing levels for each positio edule • •ing the daily and weekly staff shifts and a description of how the for wi staffing to accommodate seasonal and dynamic changes in work vol • recruit rocess; • backgrou vestigation approach; • pre-e ent testing; , testing and re-training policies and procedures including refresher and dial training for both remote and local staff; • employee retention and career development program; • employee monitoring, performance evaluation and coaching; Page 42 of 79 RFP. 9-1177 Exhibit B • employee disciplinary process and; • employee termination process. 188 The Staffing and Human Resources Management Plan shall also include the personnel required to meet Project Requirements (on -site or remote Contractor's approach to providing on -site training and support for re on of all ell as the aff. 189 This Staffing Plan shall be submitted for Approval by the Ag Operations Plan in accordance with the Approved Baseline Pro' edu art of the 4.2.15. Reporting and Reconciliation Plan The Reporting and Reconciliation Plan shall include a com sive, detailed description of ac to be taken and information to be provided to the Agenci : : ted to all asof the CSC Operation related to reporting and reconciliation for OCTA and R. his docu gill identify each report and its associated delivery schedule and provide an expla of t . rt and its underlying data and how it is used. 190 The Contractor shall develop an • • • it to the Agencie proval, a Reporting and Reconciliation Plan that details t • 's reporting an ciliation process. 191 The Reporting and Reconciliation iden • cedures t the Contractor will use to perform, manage and rec, e all a SC. This includes both transactional and financial reconcili. in g alloc. •f all Contractor's cost and Third -Party Servi • - 'der and B i - . rtner associated revenue and/or costs, including sepa for the 91 ss Lanes. 192 Each reco • ion shall a separate on which identifies the reports used for the reconci ' , whether o the report is • rated from the BOS, received from a Third - Party e Provider ► • • ' . rtner , banks, Collection Agency, Lockbox Service Provid • or de ontractor. 193 The Plan sh. •e each provided report or report set and the schedule for providing • with a - of each report set. This includes but is not limited to: • d. • ncilia • ort; • month • nciliati • eport; • Quarterl • nciliation report; • annual ciliation report; des, • n of financial and cash/check handling controls for the CSCs; and, • operations and financial reports as needed to fully reconcile and meet the • • erations Requirements. Page 43 of 79 RFP. 9-1177 Exhibit B 4.2.16. Records 194 The Contractor shall meet all data retention Requirements, including durations for retention, as set forth in the Security Standards. The Contractor shall make every effort, within practical business and cost constraints, to purge the personal accou • rmation of an account that is closed or terminated. In no case shall the Contractor n personal information more than four years and six months after the date an . , is closed or terminated. The Contractor shall periodically audit the BOS tthat it is in conformance with the retention policy. 195 If specific documents or data retention Requirements are n s overed in • curity Standards, or the retention Requirement is greater in of plicable Require the Contractor shall maintain records, for the duration of t ement period, in co with the longer retention period Requirement. Othe cable Requirements inclu• are not limited to: • GAAP; • record retention policies for the Agencies; • IRS Requirements; • The California State Archives Schedule; • all applicable federal, state, loc. other • • ulator atters and • Security Standards. 196 Standards for r: ;ement antion may change during the Operations and Maintenance -. The I cies will e any updates to their internal policies and procedur- may im; the CSC a ropriate; however, it is the Contractor's respon ' to ensure it are of any c • s to all non -Agency standards, as described in the quirements - - • s orate e changes, as appropriate, subject where applica► he A• svisions of the Agreement. 197 The Contrac e e responsible for data retention and purging of all paper records, in nce wi Agencies' retention policy and all of the Requirements related to - ention. • event of a conflict between Requirements, the Contractor shall imme • otify t cies. 198 The Contra► hall mai . in records and data essential to providing objective evidence of quality, and • records shall be made available to the Agencies upon request. Quality-relat • cords and data shall include but not be limited to: insp - and test results; • s of Subcontractor Quality programs; • c ange request documentation; • Customer Satisfaction Survey results; Page 44 of 79 RFP. 9-1177 Exhibit B • operational reviews and walk-throughs and • results of internal and Contractor audits. 200 The Contractor shall maintain records in a manner that allows easy access a lysis. ll- 4.2.17. Management Reporting 201 The Contractor shall prepare and submit to the Agencies a so perations Report in an Approved format, on an agreed -upon day eac nth. Thi rt shall provide the information required for the Agencies to verify ntractor per ce as reported by the Contractor, including but not limited to: • Project Oversight Report; • Contractor Performance Report (includi formance t the Performance Measures); • monthly operations invoices for the correspondi • three-month and one-year lo' orward for budge ffing based on estimated volumes; • other agreed -to CSC Operation • orts; • updates to documents and plans h ha urr- . • revious month and • updated acti • and Appro mg minutes from the previous month. 202 The Monthl ations rt package detail the Contractor's performance against the Perf• ce Measur: ontractor •rmance Report) in tabular and graphical forma - Contractor use reports a her data from operations as Approved, to cond - nalysis o .. is ar - the results. The basis for the data must be the BOS an . ed against the appropriate BOS report(s). 203 data sha esented in a graphical and tabular format showing the Contractor's • ive mo • erformance over time. 4 4 The pr• . ion of ormation shall be clear, concise, and professionally organized and forma . 05 Any failures eet the Performance Measures shall be identified and details submitted, including the ractor's plan to correct such occurrences. The associated non-compliance performanc: stment for such failures shall be summarized and tabulated with the total on-com • - performance adjustment provided. 206 , m, the Contractor's Monthly Operations Report shall include the reports listed b - owever, the final list of documents to be included shall be developed and Approved as a . art of the Operations Plan. Page 45 of 79 RFP. 9-1177 Exhibit B • Project Oversight Report: This report summarizes the Contractor's Project activities for the reporting period, including major accomplishments, issues and summary reporting. The Project Oversight Report also shall include an updated action items list that tracks all open items to be resolved by the Contractor. The list shall include tas -scription, date created, owner, status, priority, impact/justification, completio date and notes pertaining to the completion of each task. A status of operation. ges shall be included in the Report. The Contractor shall provide status on all • . g and new BOS issues that affect operations. The Contractor also shall mak• • dations for innovations, processes and BOS improvements and other su: • ch. hich will improve customer service or increase operational efficienc, • Operations Reports: This suite of reports shall prow details required t• •rt the Project Oversight Report, including but not d to: customer contact , handling and Notification response; Case hand ' ansponder Fulfillment; paym- processed; customer disbursements proc: , the Agen ' and Interoperabl- Agency settlements processed; returned p. • is process & . rgebacks processed; inventory item Fulfillment and balancing, -con ' . . Reports related to ongoing Customer Satisfaction Surveys and QA . • translation services shall also be provided. • Refund Account reconciliat- • uest for reple -nt: The Agencies have different Business Rules rela -ssing of ref ome refunds may be issued by the Contractor; othe '11 be • e Agenc , , ever, the Contractor shall enter these refund chec o the A • ial accounting systems for issuance by the Agencies. The Co for s ► ovi • . t reconciliation reporting to the Agencies . - < st monthly a ance with t e Operations Plan. • Contracto , • r ' eport: Th. tractor shall be fully responsible for the CSC Operat' eeting o eeding req . • performance. Failure to do so may result in the . .ment of no pliance per ance adjustments as set forth in Volume IV P= ance Measu • Contractor use the Approved tracking and reporting me . o prov • • e against the Performance Measures. • Monthl s Invoices: The Agencies shall receive a Contractor's invoice for the - - iod cor • ding to the Monthly Operations Report. The invoice shall detail the c amo e from the Agencies. Contractor shall address costs that are netted o the Co s toll revenue payment to the Agencies, for example credit card fees . lection Any associated Liquidated Damages shall be allocated to the Agenci • • arately. e Agencies will not pay operation invoices that are not accompa by the complete and accurate Approved Monthly Operations Report package. Any perfo e deficiency the Contractor proposes to have excluded from the non- plia , • rformance adjustment calculation shall be documented on the Approved - m and explained in detail, with supporting documentation sufficient for the to make a determination as to the acceptability of the exclusion. If the Agencies nee • . dditional information to make a determination the Contractor shall provide such information expeditiously. Adjustments will not be considered until full required documentation is provided by the Contractor. Page 46 of 79 RFP. 9-1177 Exhibit B 208 The Waiver Form must be submitted within 30 calendar days of the affected invoice in order to be considered by the Agencies. 4.2.18. Training Plan The Contractor shall provide a training program to educate Contractor staff, the on the BOS and operations, as described in Section 5. The Contractor is resp Training Plan that describes the approach to training activities. es and others for providing a 209 The Contractor shall develop and maintain a Training Plan, grt to A by the Agencies, in accordance with the Approved Baseline Sched 210 The Training Plan shall describe the plan for trainin perations staff and - designated individuals and shall outline the requir erational/maintenance and knowledge for each position to be gained from ining. For h BOS position/us type, the plan shall include a training instructo e, training and other materials to be used in training. 211 The Training Plan shall include a schedule for regula ing, follow-up training and continuing education for staff. 212 The Training Plan shall descri • . ch to training istrators, end users at different levels, maintenance and o - - including t limited to: • overall description of the traini ogram; • training techni • - • training d= •; • how g will occu h staff wor• n live operation; • r - : training • e Ag ent; • names - ons of each . g class; ose o aining class; • w Id atte class; • qualifi Require nts for trainer; • minimu lifications for personnel attending the class; • duratio e class; tra. aterials, including syllabus, schedule, training goals, manuals, guides, other t materials and techniques to be used; • to preparation, such as test accounts and test transactions/trips; • required equipment and Page 47 of 79 RFP. 9-1177 Exhibit B • facility Requirements. 4.2.19. Maintenance Plans The Contractor shall develop and submit the Maintenance Plans listed below tha Contractor plans to perform the Maintenance of the BOS and all Hardware, So the BOS facilities and CSC throughout the Operations and Maintenance Ph. have appropriate BOS documentation available to all maintenance and S • ' e as required to perform their respective duties. 4.2.19.1. System Maintenance Plan ibe how the and systems at ontractor shall t personnel, 213 The Contractor shall develop and submit the Sy aintenance Plan that defines approach to services, staffing and resource lfill the B stem Maintenance Requirements. The Contractor shall identify th actor's ance responsibilities and shall include but not be limited to: • organizational structure, organizational chart and j riptions and responsibilities; • staffing plan; • approach to training; • detailed BOS monitoring Require • staff schedu • • ns; • third-p stem su ► t agreeme erview; • to of offsite da .rage; • sche► of nance activities, including anticipated Upgra• . -ment releases; . tion • stem Maintenance related communication methods; • mai ce pro • , communication protocols and Approval processes for BOS Upgra Softwar: . eployments, scheduled maintenance activities, change manage and scheduled downtime; • mainten procedures and communications protocols for unscheduled downtime; com tion Protocol for coordination with Interoperable Agencies and Third -Party e roviders and Business Partners and WICs; • munication protocol for coordination with the Agencies' other toll system vendors; • trouble reporting processes, notification protocols for issues and failures, and maintenance reporting processes; Page 48 of 79 RFP. 9-1177 Exhibit B • prioritization, response, escalation, and repair processes; • spares levels, equipment and third -party Software warranty tracking and return material processes; • monitoring maintenance performance for compliance with Performa asures; • sample maintenance reports and reporting processes; • processes for supporting internal and external audits; • Security Standards compliance monitoring, Upgrades feguards; • system intrusion monitoring and safeguards; • equipment replacement/refresh schedule; • Upgrades to third -party Software and tools a • processes in place to meet Performance Measures. 4.2.19.2. Software Maintenance P 214 The Contractor shall develop and it a So nancYPlan that defines the approach to services, staffing a sour o Software Maintenance Requirements and w. ranty provisio s in the Ag ement, including but not be limited to the fo , ents: • organ' .1 stru organiz al chart with job descriptions and resp , ities; • st. lan; • approa g and training; • ach to ng and prioritizing Software defects (bugs); • rep • catego I, prioritization and disposition of Software defects; • coverag: personnel locations; • all Softw. aintenance related communication methods; Maint- e procedures, communication protocols and Approval processes for Sof Upgrades, scheduled maintenance activities, change management and d ed downtime; • • • cumented change control procedures; • maintenance procedures and communications protocols for unscheduled downtime; Page 49 of 79 RFP. 9-1177 Exhibit B • trouble reporting processes; • escalation processes; • sample maintenance reports; • Software updates to comply with Interoperable Agencies' specifi Third -Party Service Providers and Business Partners Interface c changes and • Software updates to be compliant with Security Standards • processes in place to meet Performance Measures. . 4.2.20. Third -Party Documentation Third -Party documentation includes standard comme Hardware, Software, services and materials. cumentar third -party provided 215 The Contractor shall provide and maintain standa documentation for third -party p vided Hardware, provided under this Agreement f third -party do upon request. ercially available, updated e, services and materials tation shall be available 216 An electronic copy of all third-p Software installation and user manu Comme ith u -Shelf OTS) Hardware and vided to the Agencies. 4.2.21. Manu Various manuals Agencies to u be provid nd the oper educate a ide BOS administration staff and allow the of the BOS. 217 Whene , sible, . n 8-1/2" x 11" sheets; foldouts shall be 11" x 17". 2 nual sude, but not be limited to: • a et; • revisio ory; • Table of nts; • list of it tions (if applicable); list rence drawings and exhibits (if applicable) and • is list (if applicable). 219 All manuals shall have a consistent look and feel and shall be professionally written and presented in clear and organized fashion. Page 50 of 79 RFP. 9-1177 Exhibit B 220 All manuals prepared for the Agencies under this Agreement shall be produced, or editable, using Microsoft Office 2010 Suite (or higher). In addition, electronic copies of manuals shall be provided in unsecured Portable Document Format (PDF), if requested by the Agencies. 221 Any special Software required to produce scalable typefaces or other g shall be provided by the Contractor as part of the documentation for the manuals. 222 All manuals shall be submitted and Approved as a condition of Go -Li 4.2.21.1. Manual Submissions and Quantities 223 The Contractor shall submit two (2) hard copies of eac manuals listed belo 224 The Contractor shall submit electronic copies of a als listed b low. 225 All manuals shall be maintained in electronic f the Co r-provided EDMS. 226 The Contractor shall be responsible for producing a quantity of the manuals for the Contractor's use, sufficient to fulfill the Contractor rements. 227 The Contractor shall submit the 'nal manuals de below for the Agencies' review and comment, in accorda oved Baseli ementation Schedule. All final versions of manuals shall ovi ved be stem Go -Live. 4.2.21.2. 4.2.21.2.1. Manuals to mitted BOS Us 228 The Cont shall deve l : nd submit . User Manuals to be used by CSC Operations staff to . to the BOS . • r training pu -s. 229 The Co •r shall - y to cover job categories and functions. The manuals • e of the p • s, procedures and policies developed by the Contractor t equired to fulfill the Requirements for each of these categories and • . An e . of a functional area is finance, which should include all basic financial re .. 'ties an. ions, including the entire reconciliation process. 30 Each BO anual nclude but not be limited to: • screen i, -s detailing the step-by-step activities needed to fulfill a specific functiona • flowch. • provide the CSC Operations staff a clear understanding of the workflow; ns, reports and data fields, clearly explained using sample formats applicable BOS and • samples of all reports, included in the manual or as an attachment to the manual, with any specific instructions that may apply to a given report. Page 51 of 79 RFP. 9-1177 Exhibit B 4.2.21.2.2. BOS Finance and Financial Controls Manual 231 The Contractor shall develop and submit the BOS Finance and Financial Controls Manual, which shall include but not be limited to: • detailed descriptions of all procedures to balance and reconcile the BO • detailed descriptions of Financial Account Posting, reporting and r liation to each of the Agencies' Bank Accounts; • detailed descriptions of reconciliation of transactions/trips evenue the B 0 S with each of the Interoperable Agencies and for paym s ade to the A and Interoperable Agencies; • processes and reports used to reconcile third- ayments processed and m deposited in the Agencies' banks; • detailed descriptions of reconciliation of ections ty and all exceptions processing; • detailed descriptions of the screens, reports and fu that allow Contractor or the Agencies' finance personnel • • • • endent auditors ss, understand and work with all financial aspects of t • complete descriptions of all re , 'bath) - and a echnical description of the screens, reports and func • illustrations a • •' torial diagr. •monstrate t e step-by-step operations required fo the balanc: econciliation functions and • includ- an attach t to the m. , samples of all relevant reports, with any spe ' structions tr ay be appli to a given report. 232 Repor ded in t n. cial Controls Manual shall have correct and accurate . 233 • - :OS Fin. d Financial Controls Manual shall be used to train the CSC finance - and tq cies' finance personnel. 4.2.21.2.3. BI Iinistrat. #nual 234 The Contract hall provide a BOS Administrator Manual that serves as a guide to the overall mana; ent and administration of the BOS, and it shall include but not be limited to: det. ' ardware maintenance activities and schedule; • ed database maintenance activities and schedule; • detailed Software monitoring activities and schedule; • detailed monitoring procedures for file transfers and exception handling; Page 52 of 79 RFP. 9-1177 Exhibit B • detailed procedures and processes for all maintenance activities; • detailed procedures for backup, archiving and purging data; • detailed procedures for testing and executing Disaster Recovery usiness Continuity; • detailed schedule for all preventative maintenance activities; • scheduled time and maximum run time for all BOS jobs and ces • technical contact lists for all third -party technical cont. • technical contact lists for Hardware, Software , i ers and third -party s agreements; • details and copies of all third -party syste • rt agreeme , • general information, such as maintenance s ' 4 de . nduct and other human resource aspects and • details of the security access configuration, us: -ss privileges and controls and user tracking processe sure system N and to maintain data integrity. 4.2.22. As -Built Documentation Prior to the Agencies' shall be provided th 4.2.22.1. eptance o inal BOS iplementation Phase, as -built documentation and Implementation. ed Design anent are changes ma rior to the Agencies' Final BOS Acceptance shall submit the As -Built SDDD that includes uring the system development, implementation for shit two (2) hard copies in addition to an electronic version of the . Acceelectronic formats are unsecured Portable Document Format Office . Suite or higher and professional CAD applications. rawings shall provide the Agencies with a complete set of As -Built Drawings, which ered as two (2) hard copies of the complete sets of drawings. The same shall ed in electronic format for all equipment, network and Hardware installed and fu - d as part of the BOS. As material changes are made to the system by the Contractor shall update the As -Built Drawings to reflect the current status. The As -Built Drawing sets shall include but not be limited to: Page 53 of 79 RFP. 9-1177 Exhibit B 238 • all schematics; • logic diagrams; • Hardware layouts; • wiring diagrams; • interconnection diagrams; • installation diagrams; • cable schedule; • Interface details; • facility build -out details and • network diagrams. 239 The Contractor shall update the lat•st drawings with re s changes are incorporated during the installation process. - 18 letion of the i ion, the Contractor shall gather all red line drawings. 240 The red line drawings shall be v• d and 1 • into a nal As -Built Drawing package. This final as -built package 1 incl I _ tallation drawings, shop drawings and sketches, plans and oth, a I es that ,, a used to install the BOS. 4.3. Operatio The operations accordance provided CSC and training, orde the entire operation. C nlicab essary to establish and operate the CSC in any required modifications to the Agencies - Anaheim Processing Center, staff recruitment s, establishm- all necessary services and developing all SOPS for ntractor shall coordinate with the Existing BOS and CSC Operations ns of the Approved Baseline Schedule. 1 The CS -tionsr and the Transition Manager shall lead the Contractor's staff in plannin: implem g the activities required for operation of the CSC. These tasks include but . et limited to: • obtain a I ugh understanding of the functions and capabilities of the BOS; prod required plans and documentation; • CSC staff; • .ordinate with Third Party Service Providers and Business Partners; Page 54 of 79 RFP. 9-1177 Exhibit B • make any required Approved modifications to the facilities (see Attachment A: OCTA/RCTC Building Layout for design layout of existing facilities and Anaheim Processing Center; • plan and conduct training; • Assist with the selection and implementation of survey sol , IVR, system recordings, Self -Service Website, and Self -Service Mobile Applic. , ase II) and • meet regularly and coordinate with the Agencies, the Exist' • an • . erations Contractor to perform the Work. 242 The Contractor shall develop and conduct an Operatio -adiness Demonstra d conduct walk-throughs for each facility with the Age 243 As an outcome of the Operational Readiness D • . ration and k-throughs, a punc' list shall be developed and resolution of each i • ( roved by • encies. 244 The Contractor shall track, status and resolve . - on punch list items (as designated and Approved by the Agencies) prior to tr. and track, status and resolve all post -transition punch list items as designated and i ed by the Agencies) during the Operations and Maintenanc til resolved, the of post -transition punch list items shall be provided in all rmance rep • i meetings. Page 55 of 79 RFP. 9-1177 Exhibit B 5. TRAINING The Contractor shall provide comprehensive training for all aspects of the BOS and CSC Operations including training, operational procedures, policies and guidelines, and rules of cond t, including customer Interface. Training shall be delivered to the Agencies' personnel a ntractor's personnel. Training shall be ongoing throughout the Implementation an rations and Maintenance Phases. 245 The Contractor shall be solely responsible for supplying the B0991K11 mate cessary to complete the delivery of the training program. 246 The Contractor's program shall include but not be limi computer instruction, t aids and manuals as required. 247 Contractor's training shall be hands on and ctual BOS are in the training environment. 248 The Contractor shall produce all training materials, nd manuals in hard copies. 249 When changes or new functional'. s rovided in the BO ontractor shall update the training materials and train staf' !es/new func 250 All Agencies training shall includ. evie •tion o of the appropriate Agencies' processes and procedure • actual :• 251 The Agencies shall ha e the right to a .ining sessi I s. 252 The Contract• • compreh, a training related to all aspects of the BOS administra ' :OS funct ly and CS ations. 253 The Cs or shall em : training man. o lead all training courses and subsequent ongoi ' ing activ' 254 The Cont . train Agencie staff to view all real-time aspects of BOS • •cesses/qu. d CSC Operations statistics/queues, as well as research and report on s of th - . The Co •r shal train staff from other areas of operations or management for peak per' s , ergenc mporary assignments to provide for staff redundancy. 56 The Contact: training manager shall identify the training needs, plan, design, and develop all th : ining curriculum and materials for the implementation and management of the CSC's • sing training program. The types of training include, but are not limited to: cus ' service and integrity skills ("soft skills") training; • cies' FasTrak, Violation and payment processing Business Rules and facility . ecific information ("content training"); • different operational and facility characteristics of each facility; Page 56 of 79 RFP. 9-1177 Exhibit B • use of the BOS, including all customer contact systems and any other applicable systems; • CSC Operations SOPs and • PII, PCI, data and physical security. 257 The Contractor's training program shall include training at different td for different reasons during the course of the Operations and Maintenance P ing but not limited to: • new hire - this training provides the new employe horough, in-dep . ing covering all of the skills and information required to nderstand and perfo . r job; • refresher - this training provides addition ing focuse topics on which th attendees have been previously trained hich the g manager or other Agency management staff identify as requ dditi raining for a group of employees; • remedial - this training is indiv' • ually focused on the of a particular employee(s) based on customer satisfa , • • back, managem servation or employee request; • new job/promotion - this train require I. • • •loy e changes jobs or gains additional responsibilities and • new content - this train • uired when the Agencies introduce a new program • ' scant cha • the SOPS or the BOS. 258 Contract• ning shall -r all funct areas depending on the specifics of each indivi • er role and ' i nctions. 5.1. Training em 0 on Overview Course 9 The Co personne Operations. r shall requir e a system operation overview training course for the Agencies eneral understanding of all aspects of the BOS and CSC The Contract sufficient to hall ensure class sizes and the number of training hours provided are ide a general understanding of all aspects of the operation. 5.1.2. omer Service Representative Course This course for customer service personnel who need to understand all aspects of the direct customer service. Page 57 of 79 RFP. 9-1177 Exhibit B 261 The Contractor shall provide a customer service course for staff that need to understand all aspects of the direct customer service functionality, with focus on contact management, account management, Violations processes, payments, Business Rules, Express Lanes facilities characteristics, external facing website, etc. 262 The Contractor shall provide an appropriate number of training sessions e customer service course, ensuring class sizes and the number of training hours pr are sufficient to provide an understanding of all aspects of the operation related t r service. 5.1.3. BOS Finance and Financial Controls Course This course is for financial management and auditing personnel of the Operation, particularly those related to financial management. eed to understand . ting, reconciliation, au cts 263 The Contractor shall provide a BOS finance audit trainourse for financi7 management and auditing staff that need to u . nd all as ► I f the operation, with focus on financial accounting, reconciliation, audi ,• an. ' t. 264 The Contractor shall provide an appropriate numb • aining sessions for the BOS finance and financial controls cour ensuring class sizes . , e number of training hours provided are sufficient to provi tanding of all a- of the operation related to financial accounting, reconcilia anagement. 5.1.4. Operations Management C This course is for CSC performance reporti call statistics, ima quantity of all N exchan_es), i ew queu tions pendi center and r shal ersonnel perationa c.); all BO d sent, tran uration. ng hands-on training on the BOS including ormance monitoring (for example, call queues, itoring (for example, mail queues, status and der Fulfillments, status of Interfaces and file Management Course for all personnel who rstanding o .OS reporting and monitoring. This course also of the telephony system. ctor shwide an appropriate number of training sessions for the Operations Cours •, ing class sizes and the number of training hours provided are ovide a ed understanding of the operations of the BOS and how to n and re orts from the BOS. Course 267 - Co r shall provide a BOS Authorized Users training course for all personnel who detailed understanding of the operations of the System and how to access in ion and reports from the BOS on items such as status, alarms, performance, tran actions and revenue. Page 58 of 79 RFP. 9-1177 Exhibit B 268 The Contractor shall provide an appropriate number of training sessions for the BOS Authorized Users course, ensuring class sizes and the number of training hours provided are sufficient to provide a detailed understanding of the operations of the BOS and how to access information and reports from the System. 5.2. Training Materials 269 All training materials should comply with applicable PCI and PII s 270 Draft copies of all training materials shall be submitted by t e for review, comment and Approval prior to final printing o tractor to ncies tities required fo ng. 271 The Agencies shall have the right to require the Co r to provide additional in drafts at no additional cost should draft training als submitted not be of adequ quality or have missing or incorrect informatio 272 Contractor shall provide regular updates to train teri to the BOS or operational processes. corporate any changes 273 For each training course, the Contr ctor shall provide th sections. rials listed in the following 5.2.1. Instructor Guides 274 The Contractor shall provide an instr or each tr�g course, including but not limited to: • course . . a; • co jective; • proc- for _ _ . on; resource acilities required, including Desktop Environments, power and . unica' -quirements; • det.. - sson p . • a descriof training aids and items to aid in on-the-job performance (such as where applicabl, I cket guides or reference sheets); • tests to ► i ministered to assure satisfactory completion and ins . ns for using any audio-visual support equipment or materials. 5.2.2. "Training Aids 275 The Contractor shall provide all training aids necessary to successfully complete the course agenda and meet the course objective. Page 59 of 79 RFP. 9-1177 Exhibit B 276 The Contractor shall provide a way for all trained personnel to access training documents, aids and tips in an online, electronic format for ongoing reference. 5.2.3. Student Workbook 277 For each course, the Contractor shall provide a student workbook, incl ut not limited to: • course agenda; • course objectives; • schedule of sessions; • copies of all overheads and visuals and • lesson outlines and summaries. 278 The Contractor shall supplement the material pro additional material (as necessary), such as operations a used, appropriate cross-referen be included in th the complete set of training mat o the studen . a student workbook with manuals. If such material is nt workbook to identify 5.3. Scheduling and PreparatioTng' 279 The Contractor with the Age • participan • ontracto , e a minim 1 g for each .11 notify to 2) weeks notice to the Agencies and work mg session. The Agencies will identify a list of dule their participation in the training. 280 The C • for shall per all schedulin Page 60 of 79 RFP. 9-1177 Exhibit B 6. TRANSITION REQUIREMENTS The transition of the BOS and CSC Operations is a major undertaking that will require careful preparation, planning and coordination in multiple functional areas and on many leve to ensure a smooth transition. The Contractor is responsible for the execution of transition from 'sting BOS to the new BOS and the existing operations to the new CSC Operations in ace ce with the Transition Plan. Close coordination will be required between the ETTM Sy ontractors, the Existing BOS and CSC Operations Contractor, the Agencies and the Contract 6.1. Schedule and Transition 281 282 The Contractor shall transition existing systems and o . ns to the BOS in acc. e with the BOS Transition Plan and Data Migration Project Schedule. The Contractor's schedule shall be sufficientl changes, such as early completions or delays in normally be expected in a multi -phase schedule. 6.2. Transition from Existin CSC Operations transition includes all act CSC Operations from the Existing BOS an existing operation which will need to be t impact on the Agencies and their customers. transition in accordance ansition Pl Operations Contracto transition gy and the Approved Ba to acco ate modifications or n of phases that would d CSC Oper. Contractor assume r• .bility for the ongoing ctor. ere are aspects of the in order to minimize the ctor's ition Manager shall lead the st coordinate with the Existing BOS and CSC the Approved Baseline Project Schedule. 283 The Co r shall ma and conduc transition in conformance with Transition Plan proved Bas ro.ect Schedu 284 The tran Operations siness cti a d with the Agencies, the Existing BOS and CSC , the ETTM System ontractors and all Third -Party Service Providers s and Approved by the Agencies. The the exis or sha 'de the capability to transition open Collections Placements from lection as well as new Collections Placements after Go -Live. 286 The Contra the Transitio impacts duri hall prepare internal and external communication procedures, as part of n, to effectively and professionally manage communications of potential e BOS transition. 6.3. e e of Operational Readiness Prior to the Contractor shall demonstrate to the Agencies that the successful transition is complete, a that the Contractor is ready to commence complete operation of the CSC and performance of all of the Work. Page 61 of 79 RFP. 9-1177 Exhibit B 287 The Contractor shall demonstrate that the CSC Operation has achieved Operational Readiness in accordance with the Approved Baseline Project Schedule. 288 Procedures for demonstrating for the Operational Readiness Demonstrati • shall be provided by the Contractor to the Agencies for review and Approval at hree (3) months prior to the scheduled demonstration date. 289 The Contractor shall have completed all of the predecessor tasks . -stones in the schedule in order to achieve Acceptance of Operational Readiness, ' . not limited to: • selection, build -out and equipping of all Contractor op d facilities; • development and Approval of all required docum n; , • recruitment, hiring and training of all staff i dance with Operations Plan an• sub -plans; • Implementation of all applicable aspects of Plan and all operations mobilization activities and • Completion of Operational s Demonstratio the BOS, facilities and Contractor staff. 6.4. End of Agreement Transitio The Contractor acknow the successful opera expiration or ter providing thes an orderly an As part of the E requiring the trans the n of the A ces. The Co 'ent transit' vices it pr d said se ent by an or agrees to or. ran under the terms of the Agreement are vital to shall be continued without interruption. Upon e parties, a successor may be responsible for ise its best efforts and cooperation to affect encies may wish to operate and maintain BOS, ment, leases and license from the Contractor to the Agencies. ractor ooperate with any future transition of the BOS to a future BOS Con s req the Agencies. 291 The Cont describing t Requiremen contractor. shall d with the successor, an End of Agreement Transition Plan ture and extent of transition services required as well as the operational cessary for the migration of operation from the Contractor to the new 2 he Contr th shall update the End of Agreement Transition Plan no more than six (6) to the transition date. 293 ractor shall provide sufficient experienced personnel in each division/element of Wo during the entire transition period to ensure the quality of services is maintained at the levels required. Page 62 of 79 RFP. 9-1177 Exhibit B 294 The Contractor shall provide sufficient staff to help the successor maintain the continuity and consistency of the services required. 295 The Contractor shall provide the necessary Software and BOS support services • assist the successor in setting up the systems, transferring of appropriate licenses a , rd-party Software and transitioning all BOS data required to sustain uninterrupte• ce in areas in which the Contractor is responsible for the Work. 296 The Contractor shall support the Agencies during the procureme - - pdating all system documentation and providing new documentation a , ired . -tails the current system. 297 Within the End of Agreement Transition Plan, the Cont shall provide descri.. •f the equipment, leases and licenses that are availa purchase and transfer t• Agencies as part of the End of Agreement Transiti 298 The Contractor shall not prevent the successor onductin ' iews with Contractor employees outside of normal business hours in ner ill not disrupt current operations. 299 The Contractor shall not preven employees from ch their employment to the successor if the employees wish 300 The Contractor shall provide f e o ition of cilities, equipment, materials, documents, inventory an rk in pr succe or. Page 63 of 79 7. TESTING REQUIREMENTS 7.1. General The Contractor shall provide the full range of test planning, testing design and servic ensure the BOS adheres to the Requirements. The BOS testing regimen shall take implementation period identified in the Approved Baseline Project Schedule Master Test Plan and Individual Test Plan. RFP. 9-1177 Exhibit B uired to during the all follow the The Agencies require that configuration changes be treated as equivalen w. elopment changes within the testing process. Wherever possible, the Agencies re that t tractor implement testing processes which are automated and efficient. The Requirements described in this section detail the labor, m , facility and support s necessary to test the BOS for functionality and performa s integration to all Third - Service Provider and Business Partners. 301 The Contractor shall prepare and conduct the tests in c ance with the Master Test Plan and applicable individual test plans. 302 The Contractor shall prepare and conduct the va sts (outlined for reference immediately below and with detai - • Requirements in s nt sections), including but not limited to: • Unit Testing; • System Integration Testing; • User Accepta• 4_; • On -site ation a . mmissiom esting and • Op • al and Acce ce Testing. 303 The C • or sha or Agencies approval and use specialized automate. . ' are, whe - , ible, to, including but not limited to: ate test ; • c e case • re -defined input and output; • contro utomat• sting; • exercise nditions, configurations and scenarios; • conduct rmance testing; con curity and PCI testing; • ct regression testing; • compare actual test outcomes to expected outcomes; • test reporting; Page 64 of 79 RFP. 9-1177 Exhibit B • conduct load testing; • conduct user Interface testing; • conduct sustained operational testing and • conduct data migration testing. 304 The Contractor shall make the BOS available for use by the Agencie e readiness of the CSC Operations staff during operating hours and as ne d e testing period. 305 The Contractor shall provide all necessary resources an ies to conduct all t 306 During the Implementation Phase, the Contracto provide an "online comme Software" defect tracking system, accessible by t ncies via br er-based Internet, t document and track all defects identified as pa OS testing subsequent actions taken to correct those defects. 307 The Agencies' Approval of any aspect of testing sh elieve the Contractor of its responsibility to meet all Requirements. 308 The defect tracking system shall the following, ' g but not limited to: • rating (severity) defects; • categorizing defects; • prioritizing . • loggin • ate/time I efect was ted; • th= who report • • defect; • the - us : , • the detai to reproduce the defect; eloper orked on the defect; • life-c cking . • reportin Tes'equence and Logistics 309 for shall obtain Approval from the Agencies and shall have met the entry s prior to start of each test, including but not limited to: • Approval of all predecessor tests; • Approved test procedures for each individual test; Page 65 of 79 RFP. 9-1177 Exhibit B • Approved test schedule; • Approved inventory of test cases and scripts; • successful closeout of all outstanding pre -test issues; • successful dry run testing with results provided to the Agencies; • test data set is created and loaded into test environment; • submittal of the latest Approved version of the RTM showi validat 'nst the Requirements and • site and BOS is ready to test. 310 After the completion of each test, the Contractor bmit for t Agencies' review a Approval a test report that documents the res he test. 311 The test report shall include the results of the t a es and issues identified; comments provided by the Agencies; the test data a ective action/resolution of each item, and the results of any re -tests necessary to sfully complete each testing phase. 312 The Contractor shall facilitate an n in the testing and witness each test. The Contractors , . rovi. es with ccess to the test data and results of the test. 313 Testing shall not b idered comp • Agencies un it all anomalies and "punch - list" items are c the final . ort is Approved by the Agencies. 7.2. Req 7.2.1. Unit Testing is defi opute are testing met od by which individual units of source code, sets of am Modules together with associated control data, usage procedures, LCUU1- LCSLCU LU UCLC11111i1C WilCL11C1- L11Cy cue 11L 101- USC. ti U1111 LUU1U UC dil e Modu , is mor only an individual function or procedure. Unit Testing is the first vel of testing a erform to System Integration Testing. 314 The Contrac all conduct Unit Testing, including but not limited to: • testing f functional elements of the BOS for conformance with the Requirements, Appro sign and Business Rules; e f 100% of all BOS components and negative testing for controlled systems es • testing using actual data generated by the existing ETTM System and simulated data as needed; Page 66 of 79 RFP. 9-1177 Exhibit B • testing with Third Party Service Provider and Business Partners and Interoperable Agencies test environment; testing each Module of the BOS application Software for compliance to codi standards related to screen validations, Web navigation, configuration changes, P ncluding all errors, exceptions and failures, backend programs and processes g simulated data); • testing the desktop computer Interfaces and all peripherals; • testing of user roles and security elements • all necessary Hardware and Software for the test; • all necessary personnel for the test and • updated RTM, SDDD, Operations Plan a mess Rul unctionality can be reconciled to the documentation. 7.2.2. System Integration Test' SIT) System Integration Testing (SIT), or end seeks to validate the Interfaces between i meets its Requirements. The Contractor sh process escalation and transaction/trip and depending on defects found and their severi testing as part of the SIT is defined as . is and the of Software testing that .letely integrated BOS loge al days to accommodate mg cycles may be executed o conduct load/performance 315 The Contra all be r: sible for • 1 igrated from the Agencies' existing systems as an en eria for the . It is antic' • that significant data will be migrated and the ac . to to be mi: , : will be defin • the test plan. 316 The Co qr sh. . all include end -to -end Integration Testing, Interface t- ty testing, per • ance/load testing. 3 ent Th' $ Service Providers and Business Partners and Interoperable Agency ment q s are not available, the Contractor shall test using simulated Interfa data t• •te the data exchange. 318 The Contra hall use a most newly provided, developed or updated ICDs for all Interfaces an rtals. The Contrac all conduct SIT, including but not limited to: testi unctional elements of the BOS using the procedures for Software integration including the end -to -end testing from receipt of transactions/trips through g to the accounts and Violation processing; • validation of migrated data, reports testing using migrated, simulated and keyed -in data; Page 67 of 79 RFP. 9-1177 Exhibit B • verification and validation that the various BOS environments are operating per the Requirements; • load/performance testing of the entire BOS in terms of user access, inclu g internal and external users on all channels (for example, Self -Service Websi -Service Mobile Application, IVR); • load/performance testing of the entire BOS in terms of transacti rocessing; • full Disaster Recovery failover testing; • full Disaster Recovery failover recovery (back to prim OS) testing; • validation of all Performance Measures; • adherence to the Security Standards; • archiving and purging process testing; • comprehensive PMMS testing; • testing using actual data, . • , • .ted real-time (a a real, live production environment) by the existin.- ; • all Interface test scripts and do entati. • to confi at the Interfaces are operating properly; • testing, as direc • • 8 the Agenci • g to test en ironment systems provided by the A: - ' d-Party ' Providers and Business Partners and Interope • gen available) • exce testing; • to e deskto • . d all peripherals and • sustain: - s test. ser Acceptance to validate the oper esting (UAT)1 ned as the testing phase where actual BOS users test the system of the B0 in, according to Requirement, designs, and specifications. shall provide all needed support for UAT to include providing ovisioning/aging system, running batch jobs, and developing test scripts 321 Co or shall provide a UAT environment that is production like and separate from environments. 322 Ten 0) Business Days prior to the commencement of UAT, the Contractor shall train staff from the Agencies and the CSC Operations test team selected to perform UAT. 323 The Contractor shall provide all UAT testers with access to BOS test scripts. Page 68 of 79 RFP. 9-1177 Exhibit B 324 The Contractor shall provide test data for UAT that is an extraction and sub -set of production data. 325 During UAT, the Contractor shall develop and retest necessary revisions identif d by users during the testing process. 326 The Contractor shall provide technical personnel to support UAT. 7.2.4. Regression Testing Regression Testing is defined as is a type of Software testing tha ies that Softwar- •usly developed and tested still performs correctly even after it w ged or Interfaced w er Software. The purpose of Regression Testing is to ensure tha es have not introduced ne and to determine whether a change in one part of the So ffects othe marts of the Softwar 327 The Contractor shall develop a plan for utiliz procedures that shall execute specified test scripts any regressions to the Agencies. omate anual regression test cific intervals and report 328 The Contractor shall conduct regr testing in a Contr prior to each Software release. ovided test environment 7.2.5. On -site Installation and C Transition and Go -Live Onsite Installation and equipment installatio ing Testin OS opera to Migration, ned as a series of checks and tests to verify nd inter -systems operation. 329 The Co • or shall con • . nsite Install and Commissioning Testing using the BOS prod environme A - - • • t not h d to: • testin: d- trates t - . , completely installed and operational in the products. •nment and the Disaster Recovery location; re an • - to is loaded; • PCI tion v b • ility testing, certification of elements not available/tested during 'ous testi -, • all necess ardware and Software for the test; • testing configuration and setup; tes ' user roles; • ng of internet connectivity and speed; • testing the speed of the BOS while performing various functions; • testing of cutover to generator in the event of power failure; Page 69 of 79 RFP. 9-1177 Exhibit B • testing of phone system including IVR; • testing of Self -Service Website and Self -Service Mobile Application; • all necessary personnel for the test and • updated RTM, SDDD and Business Rules so functionality can be ciled to the documentation. 330 The Contractor shall provide evidence of readiness to conduct ig ransition and Go -Live at the BOS production environment, including but united to. • evidence to confirm that the technical performance • • ata migration proc or the existing BOS is adequate; • testing of the exact procedures and tools th• be used fhe migration of dat from the existing BOS to the new BOS; • evidence that data from the Agencies has b-. -a :nd transformed for BOS compatibility in accordance with the BOS Require • The Contractor shall utilize t• ecurity Standar• • cil's Prioritized Approach method to indicate how eac - • ent is being a • - d. This approach shall be submitted to the Agenci: one • tantiating ce for review and Approval • the transfer of certain historical • o t• that . main in the BOS and • a data mig -nsition chto verify the data migration and transition processe• ompl- accordan ith the Transition Plan; 331 Upon A. al of the Ons' stallation a , mmissioning Testing including evidence of readi i e Contracto A • • • n Data M ion and Transition. 332 Upon ve n . . • rova • : migration the Contractor shall Go -Live. perational and supported, and/or tion Acceptance Testing tance is defined as a test focused on the readiness of the BOS to be ome pa f the production environment. Following Go BOS produc of limite , the Contractor shall conduct Operational and Acceptance Testing on the nvironment in live operations that provides the following, including but ion that the BOS is in conformance with the Requirements for a period of 60 ecutive days, onsite in the BOS production environment; successful access of images from the ETTM System and receipt of the trip/transactions; Page 70 of 79 RFP. 9-1177 Exhibit B • reconciliation of all BOS data, transactional and Financial Transactions for a period of 60 consecutive days to verify all data and accounts are being properly processed, reported on and reconciled; • reconciliation of all transaction/trip and image workflows and filter erify all transactions/trips and images are being properly processed through S; • reconciliation of all electronic Interfaces and portals, includi Party Service Providers and Business Partners and Interoperable Agencies; • reconciliation of all account Postings, Financial Transa do , events, et . count history entries; • reconciliation of all Financial Accounts in the BOS o (2) monthly financial pe • archiving and purging process testing; • disaster recovery testing; • verification of PMMS operations; • adherence to required financ• 't and reconciliatio irements and • adherence to required BOS P- es and rep 334 The Contractor shall identify all an• 'es and -verity and priority, and all anomalies shall be addressed to the acti• e A• 335 If anomalies ar- that are a erity and high priority during the testing period, the 0 • • na ceptance g for those functions and any other impacted functions • areas sh. - restarted hall continue for 60 consecutive days from the day st was resta . 336 The 0► •nal and continue until all the Requirements have been ver • d e • in . . ith the MTP and detailed test procedures are completed . ed by the Agencies. 7.3. BOS Acc nce 7 Upon the suc the closure o required fo e Acce ful completion and Approval of the Operational and Acceptance Testing, unch-list items and completion and submission and Approval of all items se closeout, as set forth in in the Agreement, the Contractor shall be given for the BOS Implementation Phase. • Page 71 of 79 RFP. 9-1177 Exhibit B 8. INSTALLATION REQUIREMENTS This section details the Requirements for the installation or enablement of the BOS at the primary and Disaster Recovery/Business Continuity sites as Approved by the Agencies. 8.1. Installation Program The Contractor shall develop and provide an installation program or prow • ocumentation that addresses all aspects of the installation or use of the BOS, inclu 1 i ion design, submissions and coordination for a COTS based solution or service ements d-based approaches. 338 The Contractor shall be responsible for the design, , rement; installation; c configuration; checklist walk-through, and testing ► ardware, Software, equip Interfaces and communications provided as part r :OS, if req ' -d. 339 The Contractor shall install or enable the BOS a. primary d CSC locations which meets the specifications outlined in the Requirem- 340 The Contractor shall install or provide the Disaster Re . :OS and Business Continuity at a location which meets the spe ' ions outlined in th- rements. 341 The Contractor shall provide, ins r . ecure all co , 'cation lines required for the primary BOS facility, the i er Re - : usines tinuity facilities and Agencies' CSC locations. 342 The Contractor shall vide, install o .. d secure co ection points to the BOS as required to acc ccess and nication with Interoperable Agencies and Third -Party S ro and Busin ' artners. 8.2. Co ce to St 343 The Cont ere to a ntation standards, applicable laws, ordinances and codes as , including but not limited to: urity ds; • thos the on uipment manufacturer; • the Nati lectric Code (NEC); • the Instit f Electrical and Electronics Engineers (IEEE); the 0 ional Safety and Health Administration (OSHA); and city codes, as applicable and • e State of California, for areas including but not limited to electrical codes, seismic considerations, calibration, configuration and environmental. Page 72 of 79 RFP. 9-1177 Exhibit B 8.3. Equipment Installation Requirements The Contractor shall be responsible for installation of the BOS, including at the CSC and WICs, as described in these Requirements. 344 The equipment installation design and Implementation for the BOS and perations shall include but not be limited to: • provision of uninterruptible power supply (UPS) at the CS to support Contractor provided systems; • Interface with and electronically monitor via the PM a y Agency o actor provided emergency power generation at the CSC an ; • furnishing, installing and testing the Interfaces . nectivity to the ETTM Syste • validating the connectivity to all Inter • e Agencie sescribed in these Requirements and • validating the connectivity to all external Inter . rd-Party Service Providers and Business Partners as described in these Requir- 8.4. Implementation Checkli The Contractor shall complete all implem Requirements prior to the Go -Live date esta Ch�D rov d Contract Deliverables 345 The Contractor s . • op a chec racks the progress and completion of all implementatiI the BOS, erations and Disaster Recovery. 346 The chec , all detail t items requ to complete the implementation process for all Har► -, Software, e ,ment, Interfa d communications provided as part of the BOS, . g termin. • - tion 347 The check -1 ed to identi . screpancies and exceptions, and the Contractor shall be resp • or all corrections. .st sha • d to document all changes identified, and all such changes shall be Appro the Ag- 349 A represen (s) fro e Agencies shall have the right to observe and Approve the implementa The Agencie 11 have the right to perform independent inspections, and the Contractor shall be res ble for the correction of all discrepancies and deficiencies identified during insp . 351 f the checklist, signed and Approved by the Contractor, attesting to the co teness of the implementation, shall be provided to the Agencies upon the completion of the implementation activities. Page 73 of 79 RFP. 9-1177 Exhibit B 9. GENERAL MAINTENANCE AND SOFTWARE SUPPORT SERVICES REQUIREMENTS 9.1. Operations and Maintenance Meetings 9.1.1. Monthly Performance Review Meetings and Reporting The Contractor shall conduct Monthly BOS Performance Review Meeting -ncies. These meetings shall provide the Agencies with a detailed understanding a ew o ntractor's and the BOS's performance for purposes of receiving guidance fromhe :encies, Age -rsight, work planning and invoicing. 352 The Contractor shall manage, facilitate and cond •nthly BOS Performance Re Meetings with the Agencies throughout the 0. ns and Ma' enance Phase. At � minimum, the Project Manager (Implementati .se), Projec :ger (Operations and Maintenance Phase), Software Development M. and a ' actor's CSC Operations Manager (in -person) shall attend these meetings. 353 The Contractor shall schedule and conduct the Monthly . ' •rformance Review Meeting with the Agencies to occur no mone (1) week a submission of a Monthly BOS Report package by the Cont '. 354 Performance reviews, including the vision - d per • ance reporting, shall be provided by the Contractor to th encies ) month after Go -Live for the previous month. Any Monthly to Fee a I ents associated with non- performance sh. - assessed fourth month following Go -Live, for the previous (thirformance; ever, this does not relieve the Contractor of required p • ance pr the thir th and shall not constitute a waiver of any Agency r' r remedies er the Agre : t in this regard. 355 The for shall are . • ressed and resolved or are placed on the action 356 In addition tvoicing and payment Requirements, the Contractor shall provide the month ormance reports to the Agencies, including all required information e ng actformance relative to the Requirements, before an invoice shall be conside paym e monthly performance reports structure shall be identified in the Maint Plan. .2. Month OS and Operations Coordination Meetings the Operati nd Maintenance Phase, the Contractor shall conduct bi-weekly meetings to coo • the g operation of the CSC. The Contractor shall be responsible for scheduling these opics for the meeting shall come from the Contractor; the Agencies may provide addition. The Agencies may attend these meetings at their discretion. Page 74 of 79 RFP. 9-1177 Exhibit B 357 The Contractor shall manage, facilitate and conduct the Monthly BOS and Operations Coordination Meetings with the Agencies during the Operations and Maintenance Phase in order to understand and prepare for supporting the resolution of BOS-related and Toll Facility related issues and other activities which will affect the CSC Operation 358 During the Monthly BOS and Operations Coordination Meetings, the ' address BOS and operational topics for which input is needed from the but not limited to reviewing the Contractor's defect tracking repor coordinating Upgrades and Enhancements Approved by the Cha , • n reviewing Security Standards and compliance; coordination o duled : resolving issues related to personnel and reviewing the Co ctv is CSC and actor shall ies, including •ritizing fixes; • and (CCB); ntime; , • • ort. 359 The Contractor shall identify all known BOS and operat sues and required dis • topics and provide them to the Agencies in advance meeting and update the ag- again just prior to the meeting. _ 9.1.3. Weekly Coordination and Status Meet Contractors During the Operations and Maintenance P the Contractor and the ETTM System Co through possible solutions. The Contra these meetings and topics for the meet Contractors and the Agencies. 360 361 362 se, there will be a s • rovide details onsible for hall the Con The Contractor shall manage, facilita Meeting with th= tem Contr coordination • e ngoing is meetings. Durin accur changes of t Contract. discus . g an 9.1.4. Chan A ring the Operation actor shall be r develope tion and Stat TM System working meetings between and open issues and work nating and scheduling r, the ETTM System ct the - ly Coordination and Status hese meetings shall be for the purpose of The Agencies shall be invited to attend these eetings, the Contractors shall review the ie any discrepancies, and to coordinate any s, bug fixes, Upgrades and Enhancement). identify all known BOS, ETTM System and operational issues and ics and provide them to all attendees and the Agencies in advance • the agenda again just prior to the meeting. ntrol B and Meetings d Maintenance Phase, the Contractor shall conduct the CCB Meetings. The sible for conducting and scheduling these meetings in accordance with the ge control process. Page 75 of 79 RFP. 9-1177 Exhibit B 363 The Contractor shall manage, facilitate and conduct CCB Meetings with the Agencies (meeting may be combined with the ETTM System Contractors CCB meeting at the Agencies' discretion) on an as -needed basis. These meetings shall be for the purpose of providing status, reviewing, Approving and prioritizing BOS changes (such Software enhancements, Software Upgrades, Hardware Upgrades, major bug fixes) erations changes (such as, policies, Business Rules, operational procedures, p scripts, and staffing). 364 The Contractor shall solicit and identify all known statuses and ' regarding the CCB and provide them to all attendees and the cies in meeting and in accordance with the Agencies' change contrgr ess. e Agencies a of the 9.2. Safety 365 The Contractor shall adhere to all applicable s. " tandards a on or around energized equipment, including b ► invited t• 'delines for working ollowing: • The Agencies' safety procedures and guidelines; • local code; • State of California, code, stan 1 , • cedures an • , nes; • Occupational Safety and Health inistrat . • National Electrical Manufacturer •ci. NEMA) . • National El- NEC). Page 76 of 79 RFP. 9-1177 Exhibit B 10. CONTRACT DELIVERABLES REQUIREMENTS LIST The following table identifies the Deliverables/Submittals which shall be required for this Project. This table is provided for convenience only; it is the Contractor's responsibility meet all Requirements. CDRL ID 1. CDRL Name Baseline Project Management Plan (including Baseline Project Sch 2. Quality Plan 3. Software Development Plan 4. Requirements Traceability Matrix 5. System Detailed Design Documents 6. Implementation Plan and Related Documentation 7. Disaster Recovery Plan 8. Business Continuity Plan 9. Transition Plan (including BOS tion . to Migrate ategy and Operations Transition Plan) 10. End of Agreement Transition Plan 11. Operations Pla 12. Standard 0 ng Proce . (including CSC Operations and TOC procedures) 13. Staffi uman Reso Management , 14. Rep • d Recon 15. Training 16 ' • enance ' cluding System Maintenance Plan and Software Maintenance Plan) T Docu •n 18. Manuals 19. As -Built Do ntation Master Test and Test Procedures Unit Tes ' • cumentation 22. t- egration Testing Documentation 23. ► cceptance Testing Documentation 24. Regression Testing Documentation 25. Full Software Integration Testing Documentation (includes Approval of all associated updated documents: SDDD, Requirements Traceability Matrix and Business Rules documents) Page 77 of 79 26. Onsite Installation and Commissioning Testing Documentation RFP. 9-1177 Exhibit B 27. 28. 29. Operational and Acceptance Testing Documentation Training Materials and Manuals Training Report Page 78 of 79 RFP. 9-1177 Exhibit B Page 79 of 79 RFP 9-1177 Exhibit B Exhibit Volume II: 305 Tech RFP 9-1177 Exhibit B CONTENTS 1. STATEMENT OF WORK AND REQUIREMENTS 1 1.1. GLOBAL SYSTEM REQUIREMENTS 1 1.1.1. Environments 1 1.1.2. BOS Functionality 11 1.1.3. Interfaces 22 1.1.4. Performance Management and Monitoring System 31 1.2. BOS MAINTENANCE AND SUPPORT REQUIREMENTS 1.2.1. BOS Hardware Maintenance 1.2.2. BOS Network System Maintenance 1.2.3. BOS Administration and Software Suppor 1.2.4. Payment Card Industry (PCI) Security S ds and Co 1.2.5. Interoperability Requirements 1.2.6. Preventive and Corrective Maintenance Re 1.2.7. Certification of PCI DSS Compliance es 1.2.8. Emergency Response Management 1.2.9. Disaster Recovery and Bu- ontinuity 1.2.10. Incident and Revenue Lo 1.3. FUTURE FUNCTIONALITY 35 8 e 41 42 43 46 46 47 47 48 1.4. ACCOUNT MANAGEMENT 49 1.4.1. General Account Managemen 50 1.4.2. Vehicles, Li - 'lates and Tr. s 56 1.4.3. Accoun 59 1.4.4. Fees, ' ies an. nsactions. 63 1.4.5. Re ed Accoun lenishmen , 65 1.4.6. tments and ' rsals 66 1.4.7. punt Status- 68 1.4.8. t Fla • 70 1.4.9. Tra ► 72 O. Incom .tomer Communication 73 TRANSACTION/TRIP PROCESSING 75 ransfer 75 entification 77 ability 78 g - Operations and System Performance 80 n/Trip Processing Lists 81 Validation and Transaction/Trip Posting 82 ND UNREGISTERED ACCOUNT NOTIFICATIONS 89 mg Notifications 89 istered Account Statements, Postpaid Invoices and Violation Notices - Genera199 1.. ustomer Statements - Registered Accounts 101 1.6.4. Customer Invoices - Postpaid Accounts 102 1.6.5. Violations Notification 103 1.7. PAYMENT PROCESSING 111 1.7.1. Payment Processing - General Requirements 111 1.5.1. 1.5.2. 1.5.3. 1.5.4. 1.5.5. 1.5.6. Page i of iii RFP 9-1177 Exhibit B 1.7.2. Payment Methods and Handling 117 1.7.3. Merchant Service Provider (MSP) 120 1.7.4. Payment Processing and Lockbox (optional) 121 1.7.5. Credit Card Processing 122 1.7.6. ACH Processing 123 124 125 1.7.9. Online Wallet Payment Processing 126 1.7.10. BOS Bank Interface Requirements 126 1.7.11. Refunds and Disbursements 127 1.7.12. Bankruptcy ....129 1.7.13. Shift Management 30 1.8. CASE MANAGEMENT 1.8.1. Case Creation 1.8.2. Case Assignment and Tracking 13T 1.8.3. Case Escalation 139 1.7.7. Check/Money Order Processing 1.7.8. Cash Processing 1.10. CUSTOMER SATISFACTION SURVEY 1.9. COLLECTIONS AND REGISTRATION HOLD 1.9.1. Collection Agencies 139 140 1.9.2. Collection Placement and Management 141 1.9.3. Collection Agency System Phase II) 144 1.9.4. License Plate Registratio • Release 145 1.9.5. Customer -Initiated Revie 148 1.9.6. System -Generated Evidenc- age 150 150 1.11. TRANSPONDER I ' ' • :Y 152 1.11.1. Invent° . nd Tracki 152 1.11.2. Tran . er Or : 156 1.11.3. In y Fulfil1m: 157 1.11.4. ponder Inve y Recycling 160 1.11.5 sponder T: 160 1.11.6. onde or the Customer 160 1.11.7. Inv: . my and Retur Manufacturer 161 .8. Inven ,posal 162 ER PO 162 ervice e 162 vice Mplication (Phase II and Optional) 172 173 Systems Requirements 173 178 181 181 182 182 183 1.14.1. General Financial Requirements 184 1.14.2. Transaction Recording 184 1.14.3. Customer Transaction Settlement 186 1.14.4. Reconciliation and Settlement - General Requirements 191 1.12. . 1.12.2. S 1.13. CUSTOM 1.13.1. Telep 1.13.2. IVR S 1.13.3. Erna' .13.4. Fa .5. TACT SYS MS t 1.14. NCIAL REQUIREMENTS Page ii of iii RFP 9-1177 Exhibit B 1.15. SEARCHES 194 1.15.1. Search General 195 1.15.2. Transaction/Trip Search 197 1.15.3. Account Search 198 1.15.4. Case Search 198 1.15.5. Comment Search 200 1.15.6. Transponder Search 200 1.15.7. License Plate Search 200 1.15.8. Notification Search 200 1.15.9. Operating and Computing Environments - Data Wareh 1.16. REPORTING REQUIREMENTS 1.16.1. General Reporting Requirements 202 202 �203 1.16.2. Informational Reports 1.16.3. Financial Management Reports 1.16.4. Operations Reports 2 1.16.5. Interface Reconciliation Reports 237 1.16.6. Data Analytics (Business Intelligence) (Ph. nd al) 248 FIGURES FIGURE 1-3 CUSTOMER TRANSACTION SETTLE TABLES TABLE 1-1: REGISTERED TRANSPONDER -BASED (FA, NT TYPES 49 TABLE 1-2: REGISTERED ' CCOUNT 49 TABLE 1-3: UNREGIS ICENSE -BASED ACC► TYPES 50 187 Page iii of iii RFP 9-1177 Exhibit B 1. STATEMENT OF WORK AND REQUIREMENTS The following subsections describe the Statement of Work and the Requirements for the Back Office System (BOS). These Requirements are numbered to track obligations per the Agree • ent and any changes which may occur during the Project. Many of the Requirements contain u specific items and required database fields. The intent of these "including but no to indicate to the proposer the intent and scope of the Requirement. During d number of items and fields will vary; however, all items and fields shall b unless the Contractor is formally relieved of the Requirement by the Age 1.1. Global System Requirements The global System Requirements define the overarching Re and system comprising the production and non-producti The Contractor is encouraged to provide innovative solu the implementation of Upgrades and Enhancements. The and/or premise -based solutions. The entire technical solutio and all Third -Party Service Providers and : usiness Partners m within the continental United States. The Agencies process more than one millio 2 Merchant by the Payment Card Industr Requirements also include Requirements fo Agencies' privacy policy and ► . ional Institute general information sec Connecting the BO' . oth the A: ies' Electro Interoperable es inside a utside Califo Business Par eauires a w' ' - • f extern require the Co develop new/mo • r rfaces at t m and enviro appropna are provide Perfo BOS the Co nce an nts 'ng lists of d to" lists is he naming and es by the BOS ents for the Hardware, So ironments • the BOS. at sim r amtenance, security and rmitted to use cloud -based ons with access to the system 'de and perform the services tions per s and Techn lassifying it as a Level Co ncil. The global System ith California statutes, the logy (NIST) best practices for oll and Traffic Management (ETTM) Systems, and to Third -Party Service Providers and terfaces. Providing for these Interfaces will ntrol Documents (ICD) when applicable and es' direction. Management and Monitoring System (PMMS) shall monitor the vide incident and work order management capabilities and data is Operations and Maintenance Phase performance as further are Support Services section of these Requirements. ultiple environments as required to complete the design, development, ery and Acceptance of the BOS and properly operate during the Operations e. It is the Contractor's responsibility to provide additional Agencies -Approved ld the ones listed herein be insufficient for the Contractor to deliver the ton. The layouts of Corona CSC, WIC and Anaheim Processing Center/data center m Attachment A: OCTA/RCTC Building Layouts and Attachment B: BOS Network and Server Room Layouts. 1 The operating environment of the BOS shall include, but not be limited to: Page 1 of 248 RFP 9-1177 Exhibit B • the primary BOS; • a secondary instance of the BOS to be used for Disaster Recovery (DR) and to support Business Continuity; • telephony system; • the Interactive Voice Response (IVR); • Automatic Call Distribution (ACD); • systems for all servicing all channels of customer munication; • Desktop Environments installed at the CSC a facilities; • network and communications elements 'led in Attac ent B: BOS Netwo and Server Room Layout; • network and communications elements le tachment C: Equipment Lists (for any Equipment that the Contracto o reuse); • all required Interfaces an , • a data warehouse (optio 2 The primary BOS server environ shall be one o a combination of the following locations: • the data :0 North Ri Irive, Suite 200 Anaheim CA 92808; • hos a Tier 3 , center faci. • • d on a well-: 4 lished cloud • e provider. 3 The pri ' OS se .ve a dedicated infrastructure such that: • if ins -premise at an Agencies facility the entire Contractor -provided BOS nd inf . ure shall be dedicated to the Agencies BOS implementation. • ted at . 3 data center facility or by a well -established cloud service p r, the -s dedicated BOS application shall run on dedicated virtual mac and/or ontainers such that only upgrades to the data center/cloud infra ture and the Agencies BOS application would potentially affect the uptime of th S and there is no possibility of functional or infrastructure upgrades req ' to service other toll customer's applications would cause any downtime or of e BOS in any way. 4 ctor shall be responsible for all modifications to the data center, CSC and WIC fa to accommodate the BOS and the Contractor's preferred operational approach, incl ing but not limited to: (Note: The Existing BOS and CSC Provider's BOS will remain collocated in the data center for a period of time beyond Go -Live and the transition to the new BOS and CSC Operations.) Page 2 of 248 RFP 9-1177 Exhibit B • data center (see data enter section below for additional detail; • Network equipment (see network section below for more detail); • CSC offices, cubicles and space layouts; • CSC power and wiring; • security system modifications and • CSC Surveillance CCTV system modifications. 5 The operating environment of the BOS shall include • s provided, sup nd maintained on -site including Desktop Environments, a . ed telephony elements required office equipment (for example, copiers an • : ge machines) and installed a following locations (refer to Attachment A: OCTe C Building outs for detail abo the CSC and WIC layouts and Attachment B: B t ork and S: ' oom Layout): • Corona CSC/WIC (primary CSC)- 301 Corp • ' er ircle, Corona, CA 92879; • Anaheim Processing Center/CSC- 180 North RI Drive, Suite 200 Anaheim CA 92808; • OCTA Store (WIC at OCTA ' Main Stree • _e CA 92868; and • Data Center - 180 North Riv: •w Drive eim CA 92808. 6 The Contractor sh. ensure the : i operation. in accordance with the Performance M: cribed in , equirements, for the Implementation and Operations a• to 'hases. 7 The Con .r shall prov .11 computin vironments required to sustain the day-to- day o ► ons of the BOthe Go -Live da • cluding but not limited to: • . ucti • • _ ithin the continental United States; • a D' ment at a secondary location within the continental United States in . differ- , e zone, or cloud -based equivalent; • ing en , ent located at the Corona CSC location; • a t • , vironme and • a de • ment environment. The Contrhall not allow access to PII to any individuals or entities outside of the U.S. • ivid d entities outside of the U.S. shall only have access to the development t with no PII. 9 Th- :encies shall have logon access to all BOS environments. Page 3 of 248 RFP 9-1177 Exhibit B 10 The Contractor shall keep all BOS environments current with all major releases of operating systems, databases, Software and firmware. Releases shall not be more than one release behind the manufacturer's latest major release unless Approved by the Agencies. The Contractor shall also make the necessary Software changes required o ensure compatibility with the evolving IT environment. 11 With the exception of the development and test environment, which testing and development cycles, the Contractor shall keep operati Software and firmware consistent across all environments, inc configuration and patch level. nge as part of s, databases, limited to 12 The test environment shall be sufficiently sized to succes test Software ch nd their effect on the production environment, including 1 d stress testing. 1.1.1.1. Operating and Computing Environments uction The Contractor is expected to provide a BOS solution thedicat: ted and/or cloud -based system and as such should provide for the following computing environment Requirements for production. 13 The BOS production environ use new Hard d Equipment for any equipment installed on -premise . e es or at a ho cility. Any Equipment listed in Attachment C: Equipment that he Cont is exempt from this requirement. 14 The BOS production environment high avai ility fault -tolerant design configuration of • age, datab. i backup systems and connected using high- speed inter- s .nd netw• fabric, including any ancillary equipment necessary .vide a co to product' stem which meets the Requirements. 15 In the of a comple ure of one or • of the components or sub -systems in the BOS p on env' .nents or sub -systems shall fail over to the seconda . t t r i e. • - : nd availability Requirements for the individual component ystems of the BOS shall not be affected. • and entation of the BOS production environment shall ensure no single- poin re exi . hin the configuration and the BOS shall continue to operate without . ss in tht any single component of the configuration fails. 17 The operati tem usefor all servers shall be a multi-user and multi -tasking operating system from anufacturer that is widely recognized and used in the United States for complex, hig ume database operations. 1: ' he opersystem shall be compatible with all Hardware, Software and other BOS o or the duration of the Operations and Maintenance Phase, including but not the Relational Database Management System (RDBMS); • the Contractor's application Software; Page 4 of 248 RFP 9-1177 Exhibit B • the Contractor's proposed network and communications topology and • all Desktop Environments and peripherals defined in these Requirements. 19 The operating system shall fully utilize the high availability BOS server archi e. 20 The operating system shall be the latest stable version at the time ementation (unless otherwise Approved by the Agencies), field -proven and have documented Upgrade path and be supported by the manufacturer. 21 The Contractor shall provide a highly reliable and secure RDB the stor mages, user accounts, transaction/trip data, Violation data and all , -r data. 22 The RDBMS shall be the latest version at the time o ementation (unless oth Approved by the Agencies) and field -proven t. ate in a complex, high-vol transaction environment. 23 The RDBMS shall be certified with the operatin: appr, e application Software and shall fully utilize the high availability BOS serv: q i • 24 The RDBMS shall support Upgrades to the operati , em, applications, memory, processors and other component 25 The RDBMS shall have a clearl c rade path •e supported by the manufacturer. 1.1.1.2. Operating anQ,�puting Envir�e�Disaster Recovery (DR) 26 For DR purpo for shall p e a DR computing environment of equivalent size and c. , ies to timary BO secondary location within the continental United S . nd in a diff: t time zone the primary BOS. 27 The . vironmen — hal ontinuously mimic the BOS production environ . ter _ . data and shall be capable of performing all functions o tion environme , at the same performance and availability levels - • ibed in t -quirements for the primary BOS. n ' - to pro. o , the bandwidth provided to the DR site shall provide for the same perfor . nd re.. of latency as the production BOS for both customers and CSC Operation . 9 The DR envir ent at the DR site shall be capable of being brought on-line and made fully operational i t ordance with the Performance Measures. n the eve • : catastrophic failure of the primary BOS, the secondary BOS at the DR site -11 be • e of sustaining BOS operations indefinitely, or until such time as the primary . e brought back on-line or a new primary site is identified and made fully o. anal. 31 The Contractor shall provide validation that the DR procedures and environment is capable of providing Business Continuity in the event of a catastrophic failure of the primary BOS. Page 5 of 248 RFP 9-1177 Exhibit B 32 The DR server environment shall be located at one or a combination of the following locations: • a Tier 2 data center facility and • a well -established cloud service provider. Al 1.1.1.3. Operating and Computing Environments - Data Warehouse The data warehouse provides for the running of data analytics (Business also allows the Authorities to either directly or upon request to the C • or, qu reports without having to compete for production reporting r ou es. The da environment stores all required data (to be defined during the I ntation Phase) fro production BOS, as well as historical and summary data impor m the existing BOS dir P� and Optional) eporting. It a and run house ew 33 The Contractor shall provide, as part of the • tion enviro• •nt, a separate dalr warehouse environment for business intellige r analytics ing. 34 The data warehouse shall be dedicated, and the req • • e • eporting shall not depend on the data warehouse in any way. 35 The Contractor shall be responsihe design and ex- • of the extract, transform and load (ETL) process from BOS during igration during the Implementation Phase and from t •w . • :OS after t . 36 The Contractor shall provide valida, that all • • to the data warehouse is complete and accurate. 37 The data ware - ent shall • ated from production in near -real time. 38 The data use envi 1 ent shall ► , •able of being updated via an ETL process from the . uction Syst: a a one-way 'cation. 39 Becau- data w. - , ctionality, if the option is executed, the Contract• ex • is • om the existing BOS, that is not being imported into the ne • n BOS, as part of the data migration process. However, the design of a ware • atabase schema, ETL process and the data analytics application shall . post k • Phase II task. 1.1.1.4. Oper• • nd Com + ting Environments - Training 1 The Contract I all provide a non -production training environment, independent from the producti ► d DR environments, to support the initial and ongoing training of the CSC Operation Agencies personnel. 41 tr workstation environments shall be located at the Corona CSC site unless the •r can submit and gain Agencies' Approval of an alternative location. 42 The training desktop environment shall replicate the production Desktop Environments, including all peripherals as dictated by the position being trained. Page 6 of 248 RFP 9-1177 Exhibit B 43 The number of training stations shall be determined by the Contractor to meet the training needs in accordance with the Transition Plan and on -going remedial and new training of personnel. 44 The Contractor shall provide the capability to restore training environment ses and to periodically refresh the training environment data from the productio , using data cleansing procedures Approved by the Agencies. 1.1.1.5. Operating and Computing Environments - Test 45 The Contractor shall maintain a BOS test environment th environment configuration for the purpose of testing an and Upgrades prior to being put into production. atches the BOS tion ing software Enhan is 46 At the Agencies request, the Contractor shall p access to t independent testing and verification to soft nhanceme being put into production. est environment fo Upgrades prior to 47 To the extent possible, the test environment shall int Providers and Business Partners and Interoperable systems. ectly to Third -Party Service test and/or production 1.1.1.6. Email, Chat, Fax and Text Mewing 48 The Contractor shall provide the ca ity f nua , ed and system triggered outbound/inboun• • -• .1 (including achments) and texting that meets the outbound/inbo ,ndence Re ents. 49 The Contr. shall pro the capab for outbound/inbound fax that meets the outbou • ound corre dence Requi nts. 50 The C • or shall . f chat sessions that meets the Requirements. 51 The Controvide the capa • y for multiple outbound domain name emails to • spam b . 4 may provide an alternative solution. Pr for sh. ide the capability for Authorized Users to view system -generated status i - tion fo onic messages (such as, email, texting or fax) that are sent from within th- , applic. . For example, an Authorized User (e.g., customer service representati erifies that email messages have been successfully sent from the BOS. Hardw Software and Other Equipment 53 e Co • • r shall assume maintenance, administration and Upgrade of the CSC - CCTV and security access systems as detailed Attachment C: Equipment List. ractor shall be responsible for replacing and Upgrading these systems as required ove e term of the Agreement to meet the Contractor's operational and security approach, the Requirements and the Security Standards. These replacement or Upgrade of these systems shall be accounted for in the Contractor's proposal pricing and will not be separately paid for by the Agencies over the term of the Agreement. Page 7 of 248 RFP 9-1177 Exhibit B 54 The Contractor shall provide completely new Desktop Environments for all CSC Operations personnel. 55 Immediately after Go -Live and upon Agencies' Approval, the Contr for shall decommission and securely box, package, label and provide to the Agencies position the existing Desktop Environments and other CSC equipment not reused ontractor. 56 The Contractor shall integrate with the BOS all Agencies' provided o ed 6c and T21 transponder readers/programmers for use in the CSC. 57 The Contractor, with the Approval and assistance of the A ies, shall e any additional 6c and T21 readers/programmers required for CSC on a cost pa ugh basis. 58 All Hardware and Software shall be new, comm available products currentl production, of the latest design/version at e of purc (unless otherwise Approved by the Agencies) and field -proven' olume re operations, including but not limited to: • Hardware; • Software; • firmware and • other supplies, equipment • pone► 59 All Hardware and • e shall be o , �. rom multiple sources readily available to the Agencies, u • e Approv: e Agencies. An exception to this may be the Contractor's -dev: d Softwar- 60 The Co• or shall pry e a dated i e for all materials procured under this Agree . Shipping bi t• • - etained a opies furnished to the Agencies along with the inv► which 61 All commer . re provided as part of the BOS shall be enterprise class. Enterprise - • plicati • - designed to be robust and scalable across a large organization and izable - t the specific needs of the BOS. Note: Do not construe this to require enterel soft , enses. It is the Contractor's responsibility to provide the proper level of s • e licens 62 The solution , ished and installed shall be appropriately sized for capacity, as required to support gr, in traffic volumes at the Agencies' Toll Facilities. It also shall be scalable, allowing for , ional transactions/trips, images and Toll Facilities to be added for all BOS unctions continuing to meet the Performance Measures. 63 C► for shall use field -proven Hardware, Software and equipment configurations t . ort future Upgrades to processors, memory, storage, operating system, database an • er system components. 64 Licenses and Software media (or online access for downloading media) shall be provided to the Agencies for all Hardware, third -party Software and firmware procured, furnished and installed as part of the BOS. Page 8 of 248 RFP 9-1177 Exhibit B 65 The Contractor shall retain authorized copies (backups) for all Software media as required for use in periodic BOS maintenance, Upgrades or system restores for a minimum of one year. 66 All Hardware and equipment provided to support BOS and CSC Opera ' networked and fully integrated with the functional BOS (including PMMS Environments. shall be e Desktop 67 The standard Point of Sale devices shall support Europay, Master (EMV) chip integrated circuit card and contactless Near Field Commun(NF 'ces. The Contractor shall ensure compliance with EMV chip guideline for ip card tran s and International Standards Organization (ISO)/Internatio ctrotechnical Co on (IEC) 18092 specifications for contactless NFC transac ' 68 Check scanners (for remote deposit capture) shall ' e, but not b limited to: • high accuracy Magnetic Ink Character ition (MI e; • compliance with "The Check Clearing Act ntury" (Check 21); • check defacement features and • alphanumeric Optical C ition (OCR) nt recognition. 1.1.1.8. Agencies Provided Data Cente The Contractor shall propose the best solu Contractor's BOS soluti the instal center, the following ly. delivery the BOS application. If the equipment in the Agencies' provided data 69 The Co• or shall be r ,nsible for d ining and paying for any and all required data , furnishings , .. - • -s, inclu but not limited to: • c• -r r wiring . ring management/distribution; • ' ies; • po d pow- tribution; • unint ptible power supply (UPS); • gene ;• • y; mmunications and • network. Page 9 of 248 RFP 9-1177 Exhibit B 70 The Contractor shall procure, design, furnish and install an electronic Interface to monitor the performance of all data center power management, fire suppression, UPS, generator and environmental controls components. When redundant/standby systems are activated, or when conditions exceed/are outside of the range of the operating R irements, Notifications and Alerts shall be generated and reported to the PMMS. T all be no loss of data in such conditions and the integrity of the BOS shall be main 71 The Contractor shall provide or take over the maintenance of dat detailed in Attachment C: Equipment List. quipment as 1.1.1.9. Network, Communications and Telephony 72 The Contractor shall provide all required network e9 -nt and communications connect the CSC and BOS to all required systems ies, Contractor personnel, Ag Authorized Users and customers, including: 73 • ETTM Systems network communicate. descri • Attachment B: BOS Network and Server Room Layout; • Agencies' staff locations; • CSC and WIC sites as d- :ttachment B::. ork and Server Room Layout; • all agencies designated Thi rty Servi ► . nd : usiness Partners; • all Contractor designated Thi r ice Prow• - s and Business Partners; • all Co •d BOS en ents; • c ers accessi e BOS or C telephony, IVR and all other channels and • omers acce- '' is the -rnet. 74 The Cont . h. . ide the to - . systems for all CSC Operations personnel at the Corona CSC . the Anaheim Processing Center/CSC. Note: The telephony system at i Store .t OCTA building) will continue to be provided by OCTA. The . or sha .de new or assume maintenance of all network equipment as detailed i chmen ipment List. 76 As part of th; .lementation Phase, the Contractor shall replace any network equipment and commun i ons to increase throughput as required to meet the Requirements. The Contra, ay assume maintenance, administration and Upgrade of the designated ' I S net and equipment throughout the Operations and Maintenance Phase, as 1: ttachment C: Equipment List. 78 Thwork connection to the ETTM Systems shall be of sufficient bandwidth to support the transfer of images, transactions/trips, Transponder Status Lists and other required files. Page 10 of 248 RFP 9-1177 Exhibit B 79 The Contractor shall increase throughput and bandwidth as needed to eliminate system latency and meet the Requirements. 80 The Contractor shall provide network monitoring Software to track the BOS n twork and all communications lines. All network notifications and alarms shall be r d to the PMMS. 81 The Contractor shall provide the capability for time synchroniz one or more certified time server(s). The Contractor shall provide for redund ' e sources should the primary source be unavailable. 82 The Contractor shall ensure proper synchronization with TM System's ti ces. 83 The Contractor shall provide secure remote access ull capabilities of the B Agency Authorized Users working remotely. 84 The Contractor shall be responsible for ring that OS networks and communications are compliant with the Securit rds. 1.1.2. BOS Functionality The BOS functionality Requirements b • • design of a G 1 e BOS. Through the GUI, Authorized Users (from within the CS (coming t a website or mobile application) will access a user account a her i , ithin thS. This section of the global Requirements also includes Require ntrolling user access to the BOS, logging and security controls and main . g e data rough regular purging and archiving of stale records i ance with t Standards. The GUI design understandin operation. The to modify. (GUI) computer i of menu-driv try design standards for ease of readability, erations, user customization and intuitive SR or customer minimizing screens and clicks 85 The Contrac provide a secure, browser -based GUI for the BOS application, Self- - Websit 11 external Interfaces. The . or sha ide for secure communications with the BOS application, all custome is and rnal Interfaces, such as Hypertext Transfer Protocol Secure (HTTPS) or ar. The GUI shall ere to accepted development standards and specifications, including but not limited , orld Wide Web Consortium (W3C) and HyperText Markup Language (HTML) V- 5 or current standard. 88 or shall follow Payment Card Industry Data Security Standard (PCI DSS) and security practices in the design of the GUI for the BOS application, all customer po and all external Interfaces. 89 The GUI design and development shall incorporate human factors and usability engineering and be optimized for speed, as well as provide the following controls, including but not limited to: Page 11 of 248 RFP 9-1177 Exhibit B • menus (such as pull down, popup, cascading, leveling, etc.); • allowing for multiple windows within the application, such as to navigate back without having to re-enter a user account; • informational messages; • positive feedback; • exception handling and error dialogs, including loggin ror PMMS); • control icons, links and action buttons; • data entry fields, combo boxes, check boxes; • display (read-only) fields and • general and context -specific help men 90 Data entry screens shall have Configurable mandat at require data entry prior to continuing through the process. 91 The Contractor shall provide fi lidation and fo rification upon existing data fields applicable to pre-defi 'o • ndards, inc ut not limited to: • alpha -numeric; • date; • time; • s• character• ah; • •1. ber .a _ . ividual issuing Jurisdiction rules) fields; trans • numbers; • • hone • r; • e • dress; • ZIP • Istal codes and • che, git, checksum, Modulus-10 or other verification algorithms for fields such a • s it Card number. 92 ‘4r . ctor shall provide field -level "tooltips" or other interactive help, Configurable by t' , -m administrator, that provide specific guidance on any field presented, including but •t limited to: • alpha -numeric fields; Page 12 of 248 RFP 9-1177 Exhibit B • date fields; • time fields; • special characters; • username and password; • length restrictions; • license plate number (based on individual issuing Juri on rules • transponder fields; • telephone number fields; • email address fields; • ZIP or postal code fields and • Credit Card number fields. 93 The Contractor shall provide th for Authorize to maintain drop -down lists, including but not limited to: • add items; • deactivate items; • set eff: - and deact Imes; • items; • n gle item vis . ; , • • • ff; • dis . • er; • char': •'splay order; the de . -1ue and • c the de . .lue. 2.2. BOSAp tion Requirements The Contr shall provide navigation optimized for speed and with identical screen esent nd user experience, regardless of the browser used. The BOS application and advise if the browser being used is out-of-date or not supported, as well as i here updates can be obtained. 95 Help menu/dialogue box shall be provided for each screen, each editable field and each selectable option within each screen. Page 13 of 248 RFP 9-1177 Exhibit B 96 The Contractor shall provide workflow and application help menus that integrate seamlessly into the user interface. 97 The Contractor shall provide help menus that provide clear descriptions and w procedures for all standard tasks. k-through 1.1.2.3. User Accounts, User -Roles, User -Role Management and Contro User account management and role management is an important compo o t all security of the solution. Authorized Users are Approved users that have role-b• redenti. -ccess the BOS as an employee of the Contractor, employee of the Agencies, r• 'arty Service er, or contractor of the Agencies. 98 Authorized Users shall access the BOS using an , Mated, role -based login anag. uniquely identified and authenticated using a st .assword po ' 99 The Contractor shall provide the capability for • ivileg: ounts to use tools with administrative capabilities conforming to the conce. vilege. 100 Allow for full integration with Microsoft Active Direct 1) or similar access system Approved by the Agencies so use required to ente . to passwords for system access (the BOS shall prompt ' credentials . $t allow pass -through authentication), and that all rulr p. • urity (fo ple, characters or rotations) are enforced and passed een the - • the a. plication. 101 The Contractor shall provide the cap. e (Con i:. . •le) BOS user accounts. 102 The Contractor • the capab • create a new user account having the same role/rights . xisting account. 103 The Co • or shall pro the capabilit .11ow first name, middle name and/or last nam - hanged wi i• • • o create • w user account, such as to correct an error or mak• ge be •rce. 104 The Contra provide the capability to search for Authorized Users using • rable c . The . or sh. ide the capability to track user accounts created dates and disabled . inform. ince user accounts may be enabled and disabled repeatedly over a pen • time (be se of leaves of absence, etc.). 6 The Contracts all provide the capability to search and view all information about a user account on a icular date and time. 1 ' e Con shall provide the capability to control all access rights within the BOS • u : assignment of user -roles. 108 Th. shall prevent the direct assignment of rights to an Authorized User, and all rights must flow from a user -role. 109 The Contractor shall provide the following user -role capabilities, including but not be limited to: Page 14 of 248 RFP 9-1177 Exhibit B • allow Authorized Users to belong to multiple user -roles; • allow the deactivation of a user -role, provided no active Authorized Users are assigned to that role; • ensure modifications to roles are immediately propagated throu • :OS and to all Authorized Users currently assigned to the role; I • prevent BOS access to users who are not assigned to a us: • provide a built-in "read-only" capability that can b. ded to a •r-role, allowing user accounts assigned to that role to vie ormation on the and print reports (but not make changes). 110 The Contractor shall provide the capability for an ized User to view the summar permissions of a user created with multiple user . 111 The Contractor shall provide the capability fo rized to manage user -roles, including but not limited to: • create new user -roles; • change access rights; • assign and un-assign user s to us • assign and un-assign user a its trole , • adjust . • d • de- :te user-r 112 The Cs or shall pro he capability uthorized Users to manage multiple levels of acc trol base • • udi : but not limited to: • b . al level, for exa . e, user -role X is denied access to the user account man. , t functionality; ailed '. al level, for example, user -role Y is allowed access to the user nt ma •nt functionality but denied access to close user accounts f and • field el, for example, user -role Z is allowed access to the user account man ent functionality but denied access to the tax-exempt checkbox. 1 he Contr shall provide the capability for Authorized Users to deny/allow access or w r y access, based on user -roles, including but not be limited to: specific menus; • specific items on a drop -down list; • specific individual screens; Page 15 of 248 RFP 9-1177 Exhibit B • specific functions on a screen; • specific fields within a specific screen; • specific types of transactions/trips; • specific processes; • specific reports; • specific activities based on account status; • specific search capabilities; • specific transaction/trip approval privilege • specific workstation location access; • specific workstation time restrictions an • specific time restrictions. 114 The Contractor shall provide t, •'lity to configur as part of a user role definition, so they can be viewed oles. 115 The Contractor shall provide the ► ility to to the MMS for logging and notification based on the assignmen, oval • - ole (Configurable as new user -roles are created . 116 The Contracto he capabi search for all Authorized Users with a specific role and all : ccounts 1 a specific , s right. 117 The C•, or shall pr► - the capabi o search and report on user -roles for a parti gate, distin_ - • •n an a, ie user account (able to access information accordi , . s role • . nt (temporarily unable to access information because osword or expi rom lack of use) and a disabled user account (a -r accoun . ger able to access information because of the intervention of an '• -d Use : The B 0 keep . • istory of all user -role details with effective dates so the exact rights for . icular u .le can be viewed by Authorized Users at any point in time. Loggin hanisms echanisms ide chronological recording of system events and user account activities. Th docum- a sequence of activities that have been affected at any time during a specific opera or event. 119 TheWntractor shall provide comprehensive, system -wide logging capabilities ensuring every change to a BOS record of any type is logged with a date/time stamp, including the Authorized User (and IP address) that made the change. 120 The Contractor shall ensure that system clocks are synchronized. Page 16 of 248 RFP 9-1177 Exhibit B 121 The Contractor shall provide the capability to log all changes to user accounts. 122 The Contractor shall provide the capability to log all changes to the Processing Exception List. 123 The Contractor shall provide BOS reports, including but not limited to: • reports of logged activity by activity type and • reports of logged activity by user accounts. 124 The Contractor shall create a log when a user -role is assign c nged or rem om a user account. 125 The Contractor shall provide screens so Authorized can view all log files. 126 The Contractor shall provide the capability t nd track al activities and user accounts viewed by specific user account with ' e stam workstation location. 127 The Contractor shall provide Configurable Alerts to or all functions of the BOS which are logged. 128 The Contractor shall provide log. ' • cludes actions t 'thin a user account with date and time stamp. 129 The Contractor shall provide loggi, f all cha .dd, d ete, modify) to Credit Card information. 130 The Contractor s . • e logging o ogin attempts, including but not limited to: • use . •;• • _ nating Inter 'rotocol (IP) . •ss; • • tim. ccess . 1 The Co r shal ' • e logging of all customer login attempts, including but not limited to: • Unif Resource Locator (URL); • use ount; • ser/platform including version number; originating IP address; • date; • time and Page 17 of 248 RFP 9-1177 Exhibit B • success/failure. 132 The Contractor shall provide audit logging capabilities that provides the ability for view access by CSR and/or by account to have the review of users that have accessed a account or Case even if no changes have been logged. 133 The Contractor shall create a log of all changes to system configurati • settings and record the user name, date, time and IP address from which the cha ade. 134 The Contractor shall be in compliance with all PCI DSS log req •ts while preventing any logging of Credit Card numbers or card verifi . •n value d. luding debugging and error logs. 135 The Contractor shall be in compliance with all PII to equirements while prey• . any logging of PII data, including in debugging and ogs. 136 The Contractor shall provide the capability nerate an o the PMMS when debugging logs are turned on within the product iron 137 The Contractor shall prevent tampering with log file 138 The Contractor shall provide t bility to log an changes to applications, databases and operating system 1.1.2.5. BOS Security Standards, PII a The Contractor shall provide security and acc These Security Standard e as standa the term of the contra n accorda with the Security Standards. practices and California statutes evolve over 139 The Co the 1. to: d is approac : OS and use rity shall continually provide adherence to le ecifications . ons, police d standards, including but not be limited • co _ ,ith PCI DSS; rotecti • confidentiality of PII in accordance with the Agencies' privacy . cy; • p ing the c. : entiality of PII in accordance with Section 31490 of the Streets an ways Code and other applicable California statutes; • prot g the confidentiality of PII in accordance with the recommendations in pu ion 800-122 from the National Institute of Standards and Technology or subsequent versions; cryption of data in accordance with NIST SP 800-111 Guide to Storage Encryption Technologies for End User Devices; • protecting the confidentiality of PII in accordance with the California Civil Code Section 1747.08.; Page 18 of 248 RFP 9-1177 Exhibit B • account for information security management risk as described by NIST Cybersecurity Framework special publication 800-39; • conformance to applicable best practices for information security ma ement as described by the ISO/IEC 27000 standards; • the security Requirements and • all California and out-of-state DMV security requirement ds. 140 The Contractor shall establish and maintain a formal, documen andate , d CSC Operations information security policy that shall be com • 'cated to all Con and Subcontractors personnel in a relevant, accessible, an rstandable form an e regularly reviewed and evaluated to ensure its opereffectiveness, compliance all Security Standards, applicable laws and regul. ., and to address new threats a risks. 141 The information security policy shall address all .ble except in the context of Contractor's routine back-ups or as otherwise se •proved by the Agencies, Contractor shall institute strict physical and logical se ontrols to prevent transfer of BOS data via removable media. 142 The Contractor shall provide st 4 encryption , ensitive information, including PCI and PII) stored with taba or being itted (in -motion). 143 The Contractor shall use strong enc 'on m: S FIPS-179 (128 bits and higher) or RSA (2048 bits and higher : n , alent if Ap . oved by the Agencies. 144 The Contracto -ncryption . that are considered sensitive information and stored on a r iately s . - d servers. 145 The Co or shall pre any unauth • 1 user, system or database administrator from g encrypte . • . ' n une pted form, while providing the capability for Aut' . User mation in unencrypted form to perform tasks based on a - 1 4 tractor - nsure that no cardholder data, such as Credit Card numbers or card + - - value ► in any BOS environments. 47 The Con shall - - that no PII data is in the BOS environments other than production, nd test. 8 The Contract all provide comprehensive user credential controls that are compliant with PCI sta I s, including but not limited to: • - t the creation of 'generic' user accounts - all user accounts shall be . ociated to a specific person. For example, use the unique employee ID as a equired field for each user account. Duplicate IDs would be rejected and • prevent a user (role -based) from logging in at two different machines at the same time, while allowing a single user on a single machine to have multiple sessions open at the same time. Page 19 of 248 RFP 9-1177 Exhibit B 149 The Contractor shall provide the capability to configure different user credential controls for different types of users, including but not limited to: • Authorized Users who will access the BOS; • Third -Party Service Providers and Business Partners that acc e BOS via external Interfaces and • customers who will access the BOS via the Self-Servi Self -Service Mobile Application and the IVR. 150 All Hardware shall be integrated with the PMMS and confi • d to provide PM is in relations to out-of-date security software and patch ver ' 151 All Hardware shall be integrated with the PMMS a • igured to provide PMMS alert relations to all attempted intrusions, virus attac. somware a s, spamming, denia of service and attempted/successful unauthor' cess. 152 For any Hardware removed from the BOS, the . all provide a notarized statement, detailing the removal or destruction met . , the data sets involved, the date of destruction, and the comp . ny or individual wh • • rmed the destruction. The statement shall be sent to the A: • 'thin fifteen (15) . r Days of removal of the Hardware. The destruction or er. 1 • information . • t to this Section shall be in compliance with industry B: racti T SP 801 uidelines for Media Sanitization) 153 The Contractor shall •rovide a repo al ity inci• • . The agencies or its third - party designee • of obligate • • rm audits, security tests and intrusion tests of BOS enviro• y also inc •ut are not limited to, interviews of relevant personnel, - , of docu tation, and echnical inspection of systems. 154 The C• or shall pro for Agencies' •w any original security reports related to secur -ssments • . ha dertaken to assess BOS and shall notify the Agencie ecu ' . - - hival Agencies information c Requirements for a etention schedule t viding the Agenci he Cont nti e Control Mechanisms ore, are subject to the law governing the retention and disposition red as record. The Requirements for archiving and purging include ting the activities in a way that maintains compliance with the Contractor provided as part of the Contractor's Maintenance documentation, while ethod to Approve the disposition of records before they are deleted. s archival and purge processes shall be in compliance with the data uirements set forth in the Security Standards and Volume I, Section 4.2.18 156 The ontractor shall provide the capability for fully automated and Configurable storage of historical data (archival) and the permanent deletion of inactive or obsolete data (purging). Page 20 of 248 RFP 9-1177 Exhibit B 157 The Contractor shall provide the capability to store 100 percent of the BOS electronic information in accordance with the data retention Requirements set forth in the Security Standards and Volume I, Section 4.2.18 Records. 158 The Contractor shall provide the capability to store 100 percent of the : ' ectronic historical information indefinitely if they have enduring significance to the ' ies activity (i.e., permanent, evidentiary, and/or historical value) in accordance the retention schedule. 159 Archival and purge routines shall be Configurable for eac• •acte• element, including but not limited to: • transactional data; • all formats of customer PII data; • Images (Violations -related and I -Toll- ); • documents; • Notifications; • BOS logs and • third -party provided files. 160 The Contractor shall provide the cap. y to . I e . . . onthly interval. 161 The Contractor s - • - the capab • urge archived data on a periodic basis. 162 Authorized . shall ha e capabilit \ equest retrieval of archived data through the Contract• cketing syst ncluded in MS. 163 All a data shal - • • erm. nt, long-term storage media and shall be maintai . sec _ ird-party commercial data storage facility. 164 Servers shal ansaction/trip and summarized data, all images and BOS logs online • cified r. • f time and then archive that data. Data s *urges rdance with the data retention schedule. 166 The Contra, hall pro - the capability to notify the BOS maintenance personnel via the PMMS a Con . ble number of days in advance and require Authorized User approval for when archiv. d purging jobs are to be executed, including but not limited to data elements im , • d, date range applied and data size impact. 16 er su 1 archival of data and confirmation via the PMMS, the deletion of online data tomatic, without user intervention and shall generate a message to be t ed according to the PMMS rules. Absolutely no transactions/trips shall be deleted unl- . confirmed to be successfully archived. 168 The BOS servers shall be sized to accommodate for the restoration of selected archived data (one -year minimum). Page 21 of 248 RFP 9-1177 Exhibit B 169 Authorized Users shall be able to generate queries from the restored data. 1.1.3. Interfaces The Contractor is responsible for working with the Agencies, Interoperable Agenci Operators Committee (CTOC) and Third -party Service Providers and Business P developing, documenting, testing and implementing all required Interfaces a als. 1.1.3.1. General Requirements for External Interfaces Electronic Interfaces are required to provide BOS connectivity. The ch cal specificar these Interfaces are documented in ICDs that have either already been ped by the Agen hall be developed by the Contractor. The ICDs include Requireme data format and trans criteria for acknowledgement and validation of transmitte and procedures for recordin reconciliation as appropriate for each Interface. Ifornia Toll in designing, 170 The Contractor shall develop new or comply wit ' g el c Interfaces. 171 The Contractor shall provide for guaranteed trans data for all Interfaces and portals. 172 The Contractor shall provide for • conciliation o nsmitted and received data and files. 173 The Contractor shall provide the c. lity for s to access and view the contents of files, including compress, e ed files, are received by the BOS and transmitted b - 4 in a reada • Authorized Users shall have the capability to save the co r les. 174 The Contr shall prov he capabili r sending real-time Alerts to the PMMS for Interfa . data trans • n failures, in, g but not limited to: • ime da d monitoring Interfaces; • wo r Interface for managing and monitoring steps within each Interface; atus a • ry of executions; • ehensi, -duling of file transmissions; • too viewing data and/or contents of files received via Interfaces and portals (co sed or encrypted); • co ensive reporting for transmitted and received t data and files; • integration with the PMMS and notification of failed transmissions and capability to manually execute a failed transmission. 175 When using File Transmission Protocol (FTP), the Contractor shall utilize Secure File Transmission Protocols (SFTP) for the transfer of data and/or files via Interfaces and portals. Page 22 of 248 RFP 9-1177 Exhibit B 176 The Contractor shall provide the capability to transmit and receive multiple files during each scheduled batch. 177 The Contractor shall provide the capability to transmit and receive multi a full and incremental files in a day. 178 The Contractor shall utilize file naming conventions that prevent the rite of data and/or files. For example, include the date and time of transmission. 179 The Contractor shall provide file handling and processing th ide for a complete log of the data and/or file transfer process. 180 The Contractor shall provide validate records and id errors in the recei to and/or files, including but not limited to: • mandatory fields; • data formats; • data validity (for example, user account nu and in the BOS); • duplicate records; • unexpected response; • checksum/record count ve . tion an •► • incorrect status. 181 The Contracto the capabi . correct and re -transmit data and/or files. 182 The Contr shall provi e capabilit process re -transmitted data and/or files. 183 The ctor shall pr • .. ability t . nsmit the error details to the transmitting entity, . as rec • 184 The Contra • rovide the ability to identify missing records/transactions/images - • uest th - mission of such missing records/transactions/images. . The . or sha - cile the transmitted records to the records received and accepted by the re. : entit . 186 The Contrac, hall provide the means to identify Interface issues by validating the file transmission ess, including but not limited to: • cre and transmission of data and/or a file at the scheduled time, even if there . . records to transmit; -termination if the data and/or a file was transmitted or received at the scheduled time; • creation of Alerts to the PMMS if data and/or a file was not created or received at the scheduled time; Page 23 of 248 RFP 9-1177 Exhibit B • creation of Alerts to the PMMS if received data and/or a file was not acknowledged; • creation of Alerts to the PMMS if records in the received data and/or file had errors when processed; • provide details in real-time to the PMMS of each failed record an. • creation of Alerts to the PMMS when a response has n • • received for individual records within the expected duration. 187 The Contractor shall provide data and/or file transmission a • conciliati. , orts as described in these Requirements. 188 All responses received from third -party Interfaces a actions required of the . party to a file transmitted by the BOS shall be as ed with the original transact . including but not limited to: • Violation data and images; • images of check copies for a payment; • Notifications to custome - • smitted by the Co Agency; • comments and dispositi r a ' , the respon nd • emails received from the tomer r- •eci is transaction/trip or Violation. 189 The Contractor , e the capa , Authorized Users to obtain the history of updates to a io 190 The Con . r shall pro a dashboa . t tracks the progress of data and/or file trans - . ns through stage and the knowledgements by the receiving entity, inclu 11 not limi • tr. A rips eligible for tr. nsmission; Ile an e a created with file name; • d/or • .-nsmitted; • file or data ceived; • file a sr data accepted; • fil• /or data rejected; • and/or data re -transmitted; number of records in the file and/or data set; • number of unique user accounts and • number of failed records. Page 24 of 248 RFP 9-1177 Exhibit B 191 The Contractor shall provide the capability for Authorized Users to configure the relevant parameters related to file and/or data transmission for each Interface. For example, scheduling the time -of -day that a specific file is transmitted. 192 The Contractor shall monitor the disk capacity where files and/or data are ited and send an Alert to the PMMS and third -party entities (if applicable) if folders ar capacity (Configurable) or full. 193 The Contractor shall provide the capability to automatically archiv processed data and/or files after a number of days (Configurable). 194 The Contractor shall provide the data to reconcile file tran- ions. 195 The Contractor shall conform to any existing ICDs, i g any updates required time of design and develop all new ICDs that a . uired to be developed. It is Contractor's responsibility to ensure all ICDs (in► g existing) a curate, updated an meet the Requirements of the BOS before d: • ng the In •s. Standards -based Interfaces shall be used when available and all Int • shal . proved by the Agencies. 196 The Contractor shall implement required updates t. aces at the direction of the Agencies at no additional cost to t Agencies. 1.1.3.2. Interface to the Agencies'E This Interface connects the BOS with bot transactions/trips, images, toll rate informat to the BOS for processing a transmitting M Systems for transmitting er fi • se plate files and other data to back to the ETTM Systems. 197 The Contra all com ith the exi ETTM Systems ICDs. 198 If the :' plementati• quires an up to either or both ETTM Systems ICDs, the Cont shall devel• - - D and c inate all design, development and testing with th. Syst- 199 The ETTM es may include many data fields, including but not limited to: ip tran ID; • 1; • tim p for when the trip started; • amo of time that was being allotted for travel from the pricing sign to the toll zo• • . pancy setting applied for the overall trip; Clean Air Vehicle identifier for overall trip; • motorcycle identifier for overall trip; • image -based or a tag -based trip identifier; Page 25 of 248 RFP 9-1177 Exhibit B • total fare assigned for the trip; • total fare that was in effect at the time of the trip; • primary transponder ID for the overall trip; • license plate number for the overall trip; • Jurisdiction of the license plate for the overall trip; • license plate type for the overall trip; • segment identifier; • lane identifier; • lane mode identifier; • Straddle - This is a yes/no type identifi het e vehicle was straddling the lane line when it went through the toll • timestamp for when the t -- • saction occurred; • transponder items belo a erated for e nsponder read at the toll zone, with all of the s ction - • for eac sponder; • transponder ID; • timesta ► e transpo read; • tra • der sta • sponder typ • sonde • pn sponder identifier; • • uffere • • onder read identifier; • us tra , er read identifier; • lic - • late num • er selected for the transaction based on confidence values; • jun on of the license plate selected for the transaction based on confidence val • se plate type selected for the transaction based on confidence values; OCR confidence; • occupancy detection system occupancy assigned (if applicable); • occupancy assigned; Page 26 of 248 RFP 9-1177 Exhibit B • Clean Air Vehicle identifier; • motorcycle identifier; • Image items below shall be enumerated for each image captured a oll zone, with all of the subsections being listed for each image; • file name for the image; • camera that took the image; • timestamp for when the image was captured; • license plate number reported by the OCR/i view system for the ind image; • jurisdiction of the license plate repor the OCR/i view system for the individual image; • license plate type reported by the OCR/im system for the individual image; • OCR confidence value • e plate assign he OCR/image review system for the individua g- . • payment type identifies her the saction registered as an Image -Based or a Transpon , : as sacti. 200 The Contractor . ce to OC xpress Lanes ETTM System to obtain and acknowledg- •erc• all transak s/trips, associated transaction and Violation images in i ance wit ICDs to be •loped during Project design. 201 The : ctor shall In ce to RCTC's • press Lanes ETTM System to obtain and ackno , - 100 pe - - . • I /trips, associated transaction and Violation images i a r the eveloped during Project design. 202 TTM Sy terface shall be capable of the following Configurable functionality, • but no • d to: • g the . • hensive and incremental Agencies Tag Status Files and License P . tatus Fi : or both the CTOC Agencies' and Interoperable Agencies') in rea e and at scheduled intervals (e.g., every 10 minutes). The BOS shall sup 1 sending the Tag Status File and Plate Status File as single file or as sep. • files; • - g Interoperable Agency transponder statuses periodically (incremental and prehensive) multiple times per day (e.g., every 10 minutes); sending rental car files (incremental and comprehensive) multiple times per day (e.g., every 10 minutes); • sending Plate Correction List from customer disputes and audit checks no less than every hour; Page 27 of 248 RFP 9-1177 Exhibit B • sending Processing Exception List maintained at the BOS no less than every hour; • receiving Transponder -Based Transactions/Trips; • receiving Image -Based Transactions/Trips (including license p number, Jurisdiction, and type, if required), and • receiving other files (such as toll rate schedules and variabl • . information). 203 The Contractor shall provide the capability to positively ac , dge message receipt, negatively acknowledge or reject a message ( and r- - data transmissions from each individual ETTM System. 204 The Contractor shall receive and store color and and white images fo transaction that comprises the trip, separately f oth the OCTA and RCTC E Systems including: • ROI image(s); • full rear image(s); • full rear straddle image • overview image(s). 1.1.3.3. Interface to the Interoperable cies _ This Interface connects t the Inter Agencies for data exchange. 205 The Contr. shall pro the Interf WRTO/CTOC Interoperable Agencies and Region. ational Hu ► A r the functio described within these Requirements and in ac ce with late re WRTO C ICDs. 206 The Con sh. ,!lee __ to obtain and acknowledge 100 percent of all transaction • images from Interoperable Agencies. actor ovide the capability to transmit 100 percent of all Interoperable Agen 01 mer t . . ons/trips and images to their respective Interoperable Agencies. 208 The Contrhall pr• the capability (Configurable) to transmit the Agencies' plaza update (incl, _ addition of new plaza facilities) information to Interoperable Agencies. ' • The Contrac , shall provide the capability (Configurable) to receive Interoperable Agencies' pl , pdate (including addition of new plaza facilities) information. 210 - Co , or shall provide the capability (Configurable) to transmit the Agencies' - . er Status Lists (TSLs) to Interoperable Agencies. 211 The i ntractor shall provide the capability (Configurable) to receive Interoperable Agency TSLs from Interoperable Agencies. Page 28 of 248 RFP 9-1177 Exhibit B 212 The Contractor shall provide the capability (Configurable) to transmit BOS customer license plate numbers to Interoperable Agencies. 213 The Contractor shall provide the capability (Configurable) to receive license pl a numbers from Interoperable Agencies. 1.1.3.4. Interface to California and Arizona DMV This Interface connects to the California and Arizona DMV to obtain i address, vehicle make/model, CAV designation, VIN) about vehicles toll amount. ail to p h as name, pay the 214 The Contractor shall provide and administer a dire Interfaces for the purp obtaining registered owner information for vehicle lling in the Express Lanes Faci and the placement and release of vehicle Regist olds, inclu • California DMV; • California Temporary License Plate DMV data • Arizona DMV. 215 Whenever available, the Contrac a -line DM ce allowing for real time look ups and updates. If mu •DMV e avail to provide the same information, during the Implement. Phase _ 1 direct the Contractor as to which Interface to implement. 216 The Contractor • proval fr • alifornia and Arizona DMV to be a processor for both RCT OCTA. 217 The Co •r shall main all security irements required by both California and Ariz V. 'al Car Service Providers ntal Car Service Providers to exchange transactions/trips, vehicle, ents and payment information with the BOS, for rental cars that ities. hall provide the capability to transmit and receive vehicle information companies using a Rental Car Service Providers. shall provide the Interfaces to Rental Car Service Providers for the escribed within these Requirements and in accordance with ICDs to be ring Project design. tractor shall provide the capability to schedule and automatically send periodic (Con igurable) detailed rental car account toll transaction/trip files to Rental Car Service Providers. Page 29 of 248 RFP 9-1177 Exhibit B 1.1.3.6. Interface to Tranporation Corridor Agencies (TCA) for the Dispostion of Rental Car Trips The Transportation Corridor Agencies (TCA) intends to host rental car plates and transponders and collect tolls on behalf of other CTOC agencies. 221 The Contractor shall provide the capability to transmit and receive from TCA in a separate TSL and License Plate Status File IOP file . information 222 The Contractor shall provide the capability to provide TCA wi amo plates and transponders in the rental file and process payment m TCA. e for the 1.1.3.7. Interface to the Agencies' BOS Bank This Interface is to the Agency -provided bank to retrieve ired bankirjg information. 223 The Contractor shall provide an Interface to the Bank ieve, process and store all information required to support the all-electro b conciliation process. 224 The interface shall support the use of Positive Pay to de ck fraud. 1.1.3.8. Interface to California Fran This Interface is to the California FTB Tax intercept information. 225 1.1.3.9. FTB) Tax It Program • ide an receive all required tax The Contractor s • • an Interfa, California FTB to retrieve, process and store all informatio - . re . port the tercept process. ces to Ag co ing Systems 226 The Cont • ur. ose of is ovide an In to OCTA's financial accounting system for the and checks and other accounts payable checks. - . ctor s ovide an Interface to RCTC's financial accounting system for the purpo . ocessi cy issued payments. 228 The Contra purpose of r. hall pro de an Interface to OCTA's financial accounting system for the I ing financial activity to the general ledger. The Contrac , urpose of hall provide an Interface to RCTC's financial accounting system for the ding financial activity to the general ledger. 1.1.3.1 / face/Connectivity to Contractor -Provided Services The Contra or shall provide connectivity to service providers for which the Contractor is responsible. The Requirements are not prescriptive as to the Interface type or method. Page 30 of 248 RFP 9-1177 Exhibit B 230 The Contractor shall provide connectivity to Contractor selected Third -party Service Providers and Business Partners as required to meet the Requirements, including but not limited to: • Collection Agency 1 (Direct Access to BOS is Phase II Functionali • Collection Agency 2 (Direct Access to BOS is Phase II Functio , • Customer Satisfaction Survey Provider Subcontractor; • Lockbox Service Provider (optional); • Merchant Service Provider 1; • Merchant Service Provider 2; • 3rd Party ROV Lookup for all 50 stat cluding California and Arizo District of Columbia, U.S. Governmen • Print/Mail House Provider (optiona 1.1.4. Performance Management and Monitorin The Performance Management and Requirements for all Hardware, Softwar equipment, jobs and Interfaces in real-ti before they impact end users. The PMMS can be tracked to resolution. System (PM ports BOS maintenance components nitoring BOS processes, ations in mance or availability actio able trouble tickets that 231 The Contractor • a PMMS t• orts BOS maintenance Requirements for all Hardware, So • an BOS com i ts, in accordance with these Requirements. 232 The Con real-t. shall prow. PMMS that tors, Alerts and generates trouble tickets in . r all BOS pro s, e • uipment, j , nd Interfaces, including but not limited to: • nic. I - , • elect 4wer issues; perat es; • are issu. • Soft issues or failures; • dat issues; • lies to the system design; sues with customer portals (Self -Service Website and Self -Service Mobile Application); • file systems and file system issues; • issues with jobs, processes or data flows; Page 31 of 248 RFP 9-1177 Exhibit B • BOS health - overall and by component; • BOS and application performance; • BOS utilization - disk space, disk IOs, CPU, memory, throughput igurable thresholds); • security events; • logs and • access controls. 233 The PMMS shall provide comprehensive recording cap s, including but not lim • log aggregation (from disparate systems dules); • event correlation (cause and effect ass ); • log shipping and • log management function 234 The PMMS shall have the ability _ ess or failure ation regarding data management activities, including 6 of h • backup; • DR data d synchro atus; • dat. val an • • restores. 235 The Co • r shall r •. • itors, alerts and tracks, in real-time, unusual or potent . u • activity _ _ • y users and systems, including but not limited to: ,• ultiple e replenishments coupled with closing of customer accounts; • ed ope • d closing of customer accounts; • ref over a do lar amount (Configurable) and • mul deposits and refunds on the same customer account. 2 he PMM 1 monitor that all BOS components have current and up-to-date virus, •wal Spam protection and other security Software that prevent single point of ty from external threats, virus attacks, ransomware, spam protection and u • rized access. 237 The Contractor shall provide a PMMS that monitors, alerts and tracks, in real-time, unusual or potentially fraudulent activity, including but not limited to: Page 32 of 248 RFP 9-1177 Exhibit B • attempted network or system intrusions; • attempted malicious attacks and • Unexpected changes to security settings on firewalls and other securstems. 238 The PMMS shall include, but not be limited to the following capabilities: • receiving and monitoring status messages for all BOS Har oftware; • grouping, sorting and filtering by message type, time, ment, s m, etc.; • local trouble ticket manual entry or email entry s; • automatic work order generation; • storing data in a relational database t for data r ry and flexibility in reporting the raw data (including dash and ad- porting); • generating (automatically) monthly perfor ts; • tracking service requests; • assigning priorities and . - ; • notifying (automatically) enance .. . repo s, text and email; • assigning trouble tickets to en. • ersonn • , • reassi, ly) trouble s to other maintenance personnel; • e ng (auto .11y) troubl: ets to other maintenance personnel; • cording time y $ • ledgemen maintenance personnel; • 'ng • ac nt by all subsequently assigned maintenance pe cordi • of repair; • ing ti go uipment recovery; • rec g completion of service calls; • atta nt of common document type, such as Microsoft Word, Portable Do nt Format (PDF), email and screen capture images; • ding automatic Alerts for trouble tickets not closed in a specified time; aintaining and tracking repair maintenance activity; • calculating response times, repair times and down time from the data entered by the maintenance staff and automatically generated by the BOS; Page 33 of 248 RFP 9-1177 Exhibit B • accepting and updating trouble tickets from mobile hand-held devices and smart phone entries; • role -based security; • automatic system exception reporting for all processes that are , ning; • automatic system workflow exception reporting for all that are not processing correctly or are hung up in the BOS and • providing hard copy reports on issues, failures and tro , resolutio s. 239 The PMMS shall record all configuration data in a con ' ion management • . e, which shall be updated after each system component :e, including application patches. 240 The PMMS shall provide system maintenanc . onnel with ns, dashboards and reports within the PMMS that allows for the ve • n an • oring of all processes, programs and scheduled tasks. Failures shall be i , MS screen accessible to maintenance personnel. Event and error logs shall Tided to assist maintenance personnel with investigating probl • s. 241 All PMMS screens, dashboards a be available • orized Users from the Agencies. 242 The PMMS shall provide Authorized s with • gement and performance reports from the PMMS that include • e ited to: • summ. ailed alar . Ty; • ance page nd respons tory; • • rk order sta • acking; • - • en ory • • racking; • equi . vailability; ventiv- predictive maintenance; • c ive mai ce; • resp and repair times for each of the priorities; • equ' nt use history; • ment repair history; otal System availability; • sub -System availability for components of the BOS, IVR System, Self -Service Website and Self -Service Mobile Application; Page 34 of 248 RFP 9-1177 Exhibit B • equipment versions, Software versions, firmware versions and serial numbers for all equipment installed under these Requirements; • incident logs and lost revenue estimates; • performance reports detailing compliance to the Performance M: s; • a detailed list of parts replaced as a result of maintenance ac r • status of removed parts and equipment with an aging s • r pa • er repair or replacement (serial numbers, being repaired in m. enance s' . rchase replacement part); • performance reports; • an exceptions report summarizing all or signific occurrences durin_• the period and • trend analysis for repetitive failure. 243 The PMMS shall support the management of preventive tive maintenance schedules. 244 The PMMS shall provide the o automatical rate work orders for preventive/predictive maintenan s 245 The Contractor shall provide a PM at supp r - I agement, including but not limited to: • trackin I Hardware . ware items; • tr. _ all Syste , : rdware an ware locations; • ing all Syst- ardware and are versions; • ' g all - agreements; • mai _ a list of vendors from which products were procured; ociati • riginal purchase order number to the individual item; • ting th al vendor to the individual item; • ass 'ng all warranty information to the individual item and • pro g an Alert prior to warranty, license, and certification expiration. 1.2. enance and Support Requirements The Req is described in this section detail the Contractor's responsibility for providing Maintenanc and Software Support Services for the BOS, and associated communications and support to operations, including but not limited to: • Hardware maintenance (servers, storage, network switches, firewalls, routers, etc.) if required; Page 35 of 248 • network administration; • system administration; • administration of Agencies -provided CSC facilities access systems; • administration of CSC Surveillance CCTV systems at CSC facilities; • database administration; • Maintenance and Software Support Services; • monitoring services; • on -site desktop and application support services within t and WICs; • application support for the Agencies staff and • BOS security. In delivering the Maintenance and Software Support S the following services, including but not limited to: • well documented maintenance schedules and process • change and configuration manager • on -site support of the BOS; • complete around -the -clock mainte of the . • significant participation with the Age sta •t • ample spare parts �y and supp • ents. RFP 9-1177 Exhibit B the Cont is expected to provide ocesses and 246 The Contr shall be r onsible for •rming all maintenance activities and fully suppor .nd maintai , the BOS f Go -Live throughout the Operations and Main. e Phase. 247 The Cont s ovide ma e, including but not limited to all equipment, Hardware, , cloud -based systems, and systems provided under this Agreement, i : maine associated with the compliance with the terms of the Software ,. , 48 The Cont shall p , aintenance and Software Support Services, including but not limited to: oring; p entive; predictive; corrective, and emergency Maintenance and Software Su 1 t Services, as well as any required and planned Upgrades and Enhancemen I be performed on any and all BOS elements. To ensure performance is optimized, all system administrative functions, if not erwi omated, shall be performed at regular, scheduled intervals as part of the - Maintenance and Software Support Services in accordance with the . nce Plan. Page 36 of 248 RFP 9-1177 Exhibit B 250 The Contractor shall provide on -site Desktop Environment and BOS application technical support to all Contractor personnel and Agency Authorized Users at all locations from 7 a.m. to 7 p.m. Monday - Friday, Pacific Time and be on -call and available to come on -site 24x7x365. 251 Continuous monitoring of BOS operations shall be performed to veri functional, processes are being executed as scheduled and that the BOS is operati Performance Measures. Continuous monitoring shall include but not be limited t • verifying system alarms and Alerts; • verifying processes/programs/job have successf mpleted as sche • evaluating sample transactions data and ag data trends for exception • confirming trip/transaction and image ission to rom Express Lanes ETTM Systems; • performing routine diagnostics; • reviewing comparative reports to identify pote stem degradation; • confirming successful d. ch as the TSL; • confirming data transmis o an . .1 Inter ; • correcting identified perfor , e iss • confir . and DR sy . e synchronized; • m • ng back • abase admin. ion and mom ‘ _; • - .1 Sys . • eva ►. , orage Requirements and iewin_ logs and Alerts. 52 The Cont shall v. that all BOS components obtain virus protection and security updates as as they a available. ' 3 The Contract hall provide advance notice and obtain Approval when purge jobs that permanently -te data from the system are to be executed, including but not limited to: data eleme, pacted, date range applied and data size impact. 254 or shall re-establish or re -install system files, programs and parameters, as , following a failure or damage to the system and return the BOS to a fully - op - onal condition. 255 The Contractor shall maintain and test up-to-date Software backups (all system Software and data) in accordance with the Maintenance Plan that is secure and protects the integrity of the data. Page 37 of 248 RFP 9-1177 Exhibit B 256 The Contractor shall provide backups performed on physically separate Hardware and Software from the data being backed up. 257 The Contractor shall maintain accurate equipment inventory status and upda4status. 1.2.1. BOS Hardware Maintenance 258 During the Operations and Maintenance Phase, the Contractor regularly Upgrade all BOS environments to maintain a high-level of p ance, 'lity and provide for the implementation of the manufacturer's ur t system urity firmware/software. These Upgrades shall be accounte• ' the Contractor's sal pricing and will not be separately paid for by the Agen ' , er the term of the Agre 259 During the Operations and Maintenance Phase, t tractor shal Upgrade the Deskt Environments and office equipment no less th. three (3) to maintain a high- level of performance and reliability. These - des sha accounted for in the Contractor's proposal pricing and will not be sep. •a•y the Agencies over the term of the Agreement. 260 BOS Hardware maintenance shall ' de but are not limi • BOS servers, storage de •vices and k equipment at the primary BOS site, includin: •ro• . •n-prod .n BOS environments as required; • BOS servers •rage devices, ices and ne ork equipment at the BOS DR site; • all . ctor-pro • desktop ' are and peripherals; • ardware any ipherals that ract with the BOS to the extent that the actor -in . • • ations are negatively affecting the operation o •rip , • all CS equipment. For example, copiers; ' ACD a • • hony systems and • se. access . C Surveillance CCTV systems. .Z. BOS N : • rk System Maintenance The Contr. shall be responsible for assuming full administration and maintenance • pons ‘ s for the networks and network equipment identified in Attachment B: BOS • d Server Room Layout and Attachment C: Equipment List. The Contractor shall • . e if any of the network equipment requires replacement for the BOS to meet the sec y and Performance Measures. Any replacement costs shall be included in the Contractor's proposal pricing and will not be separately paid for by the Agencies over the term of the Agreement. Page 38 of 248 RFP 9-1177 Exhibit B 262 During the Operations and Maintenance Phase, the Contractor shall plan to regularly Upgrade the network hardware to maintain a high-level of BOS reliability and provide for the implementation of the manufacturer's current system and security firmware/software. These Upgrades shall be included in the Contractor's proposal pricing and ill not be separately paid for by the Agencies over the term of the Agreement. 263 The Contractor shall maintain and monitor the BOS network, includi ection of the primary and DR BOS locations. 264 The Contractor shall proactively monitor the WAN networ conn and its components to respond to any fault or problem. 265 The Contractor shall monitor all communications with i ing systems and Thi Service Providers and Business Partners. 266 The Contractor shall monitor all network Aler alarms, as as detect intrusio attempts and prevent intrusions. 267 The Contractor shall perform the necessary suppor ired of the Interoperable Agencies in order to keep day to day operations and s current, such as operating system Upgrades. 268 The Contractor shall Upgrade a etwork secur provide the required software and monitoring tools to e t ays in co ce with the Security Standards. 1.2.3. BOS Admand Soffpport Services 269 Software mo, ions ed to mai and support the BOS as a part of the normal course of ess shall • e conside pgrades or Enhancements paid for by the Agenci:•se modifica . include but t limited to: 270 Update port new mobile devices, mobile browsers, desktop b • eratmg s obile and desktop customer experience trends, mobile pay nds in mobile device and desktop navigation techniques, as well as look a for the Self -Service Website and Self -Service Mobile Application; • n cha . • con tion or 9 ameter changes; • all ch s to CTOC ICDs and related reports; • all es to ICDs and Interfaces to Contractor -selected Third -Party Service P rs and Business Partners; nor changes to reports;, software or code; • Software modifications required to ensure BOS is compliant to existing Security Standards and Page 39 of 248 RFP 9-1177 Exhibit B • changes for the Contractor's benefit that improve the Contractor's ability to maintain and support the BOS and to meet the Performance Measures. 271 The Contractor shall provide Maintenance and Software Support Services for elements of the BOS, including but not limited to: • operating systems; • databases; • BOS application Software; • third -party Software; • Software change management; • Software configuration management a • Software version control. 272 The Contractor shall maintain all secure website certi or all websites, including the website serving the Agencies' ma • • content, if require 273 The Contractor shall provide M. - _ • Software Su ervices that include monitoring, preventive, predictiv• cor ' • • to ensu S performance is in accordance with Requirements. Thi 11 includ = . •• ited to: • any daily, w-ekly or perio• ance requi •d to maintain the BOS at require • q ce levels ( ndexing and tuning databases and archiving and ► : , • party Softw •r firmware es, updates and Upgrades, as required and •e compliant Security Stan, , including but not limited to: performing rity Soft - • , Upgrades and operating system Upgrades; • Ap . ustments and up • ates to the BOS data based on a criteria and condi . A • proved by the Agencies to correct failures and issues; itorin: or logs and system logs; • ance o -ups and backup Software; • mai nce of all BOS environments; • inst on of new Software and confirmation of successful installation; • data replication to DR site is occurring as configured and replication is not fling beyond an acceptable threshold; verify time synchronization is occurring as configured, and system clocks are not drifting or otherwise incorrect; • modifications to IVR call flow needed to correct routing and call flow problems identified during normal operations; Page 40 of 248 RFP 9-1177 Exhibit B • creation of ad -hoc reports requested by the Agencies; • generation of queries as requested by the Agencies; • analysis of data as requested by the Agencies and • modifications to the Self -Service Website and Self -Service Mo ' r plication to keep up-to-date with the Agencies' policies and general info q . 274 Software support services shall include monitoring and corre ctio • sure BOS performance is in accordance with Requirements, to include . = •ase ma •nt and operation. This shall include but is not limited to: • investigation and analysis of errors and exc s and taking corrective . including correcting the problem and repr ng the data; • monitoring notifications and initiatin ctive actio plication programs to meet Requirements; • updates to the BOS to support Upgrades to or third -party Software and • updates to the BOS to su ► .11 changes to Busi les and BOS Configurable parameters and deploy , . _ • duction. 275 The Contractor shall monitor, Up: and ' 1 S is al s in compliance with the Security Standards. 276 The Contractor sh ure mainten. of conflict with or cause interruption in service or caus service to :encies or their customers. 1.2.4. The PCI Secunt awareness of the Stan • -DSS). s e Contractor I date. The Contract outlined in the Main 4 Standards and Compliance the development, management, education and tandards, inc g the PCI DSS, Payment Application Data Security Security Standards provide guidance for merchants, vendors and o mitigate data breaches and prevent payment cardholder data fraud. nsible uring that PCI compliance is fully achieved prior to the Go -Live further ired to ensure that the BOS continues to be PCI compliant as ce and Operations Phase Requirements. The Contrac or the app he ti d the BOS shall be in compliance with the PCI DSS for a Level merchant to merchant level as defined by the PCI Security Standards Council in place OS Go -Live. 278 actor shall ensure that the BOS is in compliance with any individual additions to the Security Standards since the last major version (version 3.2 published in April 2016) or the current version published by the PCI Security Standards Council and all future versions. Page 41 of 248 RFP 9-1177 Exhibit B 279 The Contractor shall utilize the PCI Security Standards Council's Prioritized Approach method to indicate how each PCI Requirement is being addressed prior to Go -Live. The Prioritized Approach shall be submitted to the Agencies along with substantiating evidence for review and Approval. 280 The Contractor shall ensure the BOS is in compliance with PCI-DSS for an ercial Off - the -Shelf (COTS) Software that will be used in payment applications. 281 The Contractor shall provide, prior to the BOS Go -Live: • PCI Attestation of compliance by either a qualified ISA n indepe SA, or as required by PCI DSS; • vulnerability scan by an Approved scanning and • internal and external penetration testin ts. 282 No more than three (3) months after Go -Live th actor s ovide a complete ROC, including details about the BOS environment and e methodology, as well as documentation regarding the BOS's compliance statu PCI DSS Requirement. The ROC shall be provided which outli es a clear plan and s (in writing) to achieve full PCI compliance no more than si s after Go -Live. 283 The Contractor shall be responsib p C prior to cceptance. 1.2.5. Interoperability Requirem The Agencies currently anticipated that re Requirements app Interoperabili payment, co Interoperable A the Agencies' custo Inter • - • e Agenci iles id e Agencie CTOC Agency in The BOS and Interop compliance with t ated transactio agreement n 1 existing udes excha s, vehicl . Th The transac ion, th erability a nal Inter future Int and proces is with CTOC Agencies and, in the future, it is ble agreements will be established. These rability. transactions/trips, customer, transponder, econciliations between the BOS and the sactions/trips from Interoperable Agencies for ve used Interope . ble Agency roads, as well as transactions/trips for omers on the Agencies' roads. The Interface supports the transmission in the respective ICDs. actor shall support direct connection and/or connection through diary to ally (non-CTOC) Interoperable Agencies. le Agencies perform validation checks to confirm the transactions/trips are nteroperable Agency ICD and reject any transactions/trips that are not. ips shall be Posted to a user account in accordance with the Interoperable epared to work with other ICDs to send and receive transactions/trips and d other data files. 284 ThMrontractor shall support all Interoperable Agency activities as required by the Agencies, including but not limited to: • attend technical meetings; Page 42 of 248 RFP 9-1177 Exhibit B • review and provide comments on documents; • support Interoperable Agency testing as requested; • support modifications to Interoperable specifications and • be compliant with the latest published Interoperable specificat. 285 The Contractor shall support the addition of Regional and Nation directly or through a CTOC designated intermediary. 40 bility either 1.2.6. Preventive and Corrective Maintenance Reents 1.2.6.1. Preventive Maintenance 286 The Contractor shall provide preventive mai ce on the Hardware, servers communications network and Software as req 287 The Contractor shall in accordance with the Appra maintenance schedule, periodically inspect all equipment, both major compo d support components (such as fans, cabinets, environmental co trol units, filters, sto its) that constitute the BOS and shall make repairs, clean tments and rep • nts of components as necessary to maintain the equip • erating con. 288 Servers and storage devices shall b: iodicall erify at storage space is not reaching maximum thresholds; dis •not e aged; Software is of the latest version per the configuration m. a atabase, a data is being processed and transferred in ate manner. checks should be performed automatically whenever po • u e checke ually if the task cannot be automated. 289 The BOS e monitor: ensure per ance is optimal and meets the Performance Meas cluding but mited to: • gene • BOS .. es; statis' • S - vice W • . : ccess times and • Self-ce Mobile Application access times. ` All equipme d systems shall be included as part of preventive maintenance, in accordance the original equipment manufacturer's guidelines. Any variations or ceptio : 1 be noted by the Contractor and Approved in advance by the Agencies. 291 maintenance shall be communicated to the Agencies a minimum of seven (7) Ca . . r Days in advance for approval by the Agencies and shall be scheduled for times when the CSC is not operating. Page 43 of 248 RFP 9-1177 Exhibit B 292 Preventive maintenance shall be scheduled to be performed by BOS administration staff between 12 AM and 4 AM PST. Any preventive maintenance tasks that need to be performed during normal BOS operating hours that is not part of the Approved Preventive Maintenance Schedule shall be Approved in advance by the Agencies. 293 The diagnostic aids, tools and equipment required to perform preven ' aintenance equipment analysis shall be provided by the Contractor to the Agen ' necessary to meet the Agencies' maintenance responsibilities. 294 When preventive maintenance requires a BOS Service to b e una customer, a Notice shall be Posted 24 hours in advance of e tage on the Website, Self -Service Mobile Application and through the customers are a impending outage. e to the rvice the 1.2.6.2. Corrective Maintenance 295 All Work performed by the Contractor to correc nts, s and failures to meet the Requirements shall be considered corrective m uch problems include but are not limited to: • failure of BOS functions. • failure of processes and • • report failures and issues; • applicatio • es; • data •ven •nciliation res; • es in trans g and recei les from the various third -party Interfaces; • • rs and e. - • e • , ng data received from the ETTM Systems, • er. : • nci • . .arty entities; • netw. 4 ures and issues; ` or co • t performance issues; • • . s or ina. .'bility and • non orming availability levels. When a BOS 'ice becomes unavailable to the customer due to an unplanned outage or emergent otice shall be Posted on the Self -Service Website, Self -Service Mobile lica ' d IVR as soon as possible so customers are aware of the outage. 1.2.6.3. 4X7 Maintenance Coverage 297 The Contractor shall provide continuous (24x7) coverage for all monitoring, system administration services and maintenance -related activities sufficient to meet the Performance Measures. Page 44 of 248 RFP 9-1177 Exhibit B 1.2.6.4. Recording of Maintenance Activities 298 The Contractor shall be responsible for logging all reported maintenance activities. The Contractor also shall be responsible for documenting in detail all informatid issues related to a failure condition, providing a corrective action report wo weeks including all actions taken to complete the correction and a root cause 1.2.6.5. Maintenance Priorities, Response and Repair Times 299 Response and repair time is defined as the time from failur: o rTpair/correct ' h the BOS being returned to normal operations. The Contracto • respond to calls a it times noted in the Performance Measures according t• •llowing priority levels: • Priority 1: Any malfunction or fault that imp. ' - BOS and C Operations ability serve customers (for example, Self-Servi 4•site functi• • unavailable or not operating properly; BOS functionality unay. or nor :trig properly for CSRs servicing customers; phone system not tak 1 of taking all calls; IVR unavailable or not operating properly; notificati • • stomer communication not being sent immediately when eligible through all • els), results in the loss of revenue, compromises sec es a hazard to . • nel, causes the loss or potential loss of any BOS dat. edundancy he BOS components. • Priority 2: Any malfunction or that de: - ance •ut not the BOS or CSC Operation's ability to serve c ers. • • les such as inaccurate reporting, inabilit to reconcile re e • f BOS fun onality that does not impact customer ac • a or serve or loss of functionality that impacts the Agencies' • o iency. • Prior' Any malfun or fault th. the potential to result in a degrading of the B i ' CSC Opera ' performance has not yet and is not anticipated to i tely imp . - 300 Any down' . part of schedu e • . nd approved preventive maintenance, including • -duled ne+ • are releases not associated with a maintenance event shall not affect •rmanc- ures calculation. However, in this event the Contractor does not ma - i S avai . • d/or fully restore CSC Operations within the approved schedule window, result' . wntime shall be included in the Performance Measure calculation 01 Response an. air times for every BOS maintenance event shall be recorded and reported by the Contr. , and such reports shall be provided to the Agencies. 3 t o incide • :11 be closed by a technician before the equipment or Software service has •ed •very. For example, if a service is degraded because of a loss of a redundant t, the incident cannot be closed until the redundant component has been re • • and service has returned to normal. Page 45 of 248 RFP 9-1177 Exhibit B 1.2.7. Certification of PCI DSS Compliance The Contractor is responsible for providing certification of PCI DSS Compliance. 303 The Contractor shall complete a PCI DSS assessment by either a qualified Int Security Assessor (ISA) or an independent Qualified Security Assessor (QSA), or a red by PCI DSS, at the interval required for PCI DSS compliance, including a to ROC. The Contractor shall be responsible for providing the ISA or QSA at no al cost to the Agencies. The Contractor shall fully cooperate with the Agencies o e Agencies in responding to the assessor's requests and implement r es if ues are identified. 304 The Contractor shall complete a full penetration vulner and exploitation tes results of which shall be provided to the Agencies • interval required for PC compliance throughout the Implementation and 1 ons and Ma' tenance Phases. 305 The Contractor shall be responsible for provi • ' OC on a .1 basis, no later than the original date thereafter. 306 The Contractor shall provide all documentation req. ender PCI, including but not limited to network diagrams an ► detailed policies a • cedures, available to the Agencies. 307 To evaluate the security risk t► e tify pot- vulnerabilities, the Contractor shall perform penetra and vu • is i accordance with PCI requirements. 308 The Contractor ment and :tely report to the Agencies any PCI DSS issues/vulner. i uring mo t penetration and vulnerability tests or upon new Softw. ease. 309 The C I or is respo • for correcti deficiencies at the Contractor's cost and ensu e BOS is -• • iant , d ensuring security risks are handled appropr. 310 e Contract. urnish copies of all PCI assessment, testing, scanning and compliance tation g the ROC to the Agencies, upon completion of quarterly and annual ass activioughout the Implementation and Operations and Maintenance Phases. .2.8. Emerg Response Management ontractor shall sponsible for emergency response management throughout the Operations 'ntenance P 311 : ctor shall immediately respond to any emergency situation that has already i the BOS or could potentially damage the BOS. The Contractor shall be prepared to p forth all necessary resources to divert or correct an emergency condition. Page 46 of 248 RFP 9-1177 Exhibit B 312 Such emergency conditions shall be handled in accordance with policies and procedures developed by the Contractor and Approved by the Agencies in the Disaster Recovery Plan. The following are a few examples of emergency conditions: • weather related; • safety related; • conditions that invoke the Disaster Recovery Plan; • BOS outages; • third -party power outage or communication fai d • security breaches. 1.2.9. Disaster Recovery and Business Co The Contractor shall be responsible for Disaster Recovery Implementation and Operations and Maintenance Phases. and testing throughout the 313 The Contractor shall perform ' • overy proced accordance with the Disaster Recovery Plan (DRP) i • Raster an the BOS to a fully operational condition. 314 The Contractor shall test the Disaste cove • Bu ontinuity procedures on a annual basis to vah • • • at they are f • _ per the design. The Agencies shall witness the test and the hall prow -port outlining the test, test results and any anomalies e ered • Agencies ew and approval. 315 The BO meet the ' ery Point 0 ► ve (RPO), Recovery Time Objective (RTO) and 1: service (LO • ovided in Performance Measures. 316 The Consh. . ess . countered from the annual Disaster Recovery and Busine y testing. actor • • arately support the Agencies' ETTM System Contractors' Disaster Reco • Busi • ntinuity annual testing. 1.2.10. Incid • nd Revenue Loss Reporting The Contract hall work with the Agencies to develop a communications protocol for incident an enue loss reporting (e.g., communications procedures based on incident nd prior' el). 319 . ctor shall immediately notify the Agencies of any incident or event where the to venue or data or security breach has occurred or potentially has occurred or could occ . The Contractor shall take immediate action to rectify the condition and return the BOS to normal operations. Page 47 of 248 RFP 9-1177 Exhibit B 320 In the event of a loss or potential loss of revenue or data or security breach, an incident report shall be provided to the Agencies within five (5) Business Days of the incident. The report shall identify the issue and provide a detailed account of the incident; its cause; duration; resolution or planned resolution, and a quantification of actual or p -ntial lost revenue or data or security breach. Regular updates shall be provided un been fully resolved and closed. The incident and its impacts shall also be the subsequent monthly report. The Contractor shall be held res revenue and data and customer impacts, including remediation, terms of the Agreement. 1.3. Future Functionality The BOS shall be designed to anticipate certain future functi of future functionality, of the type noted in this section, s to the Software or System architecture or significant the accommodations made by the Contractor in anticipa not negatively impact the development of the BOS or incre ssue has detailed in le for all lost ce with the and Interfaces. The intro anticipated , nd not require chan to the dat this pot structure. However, uture functionally shall s Cost Proposal. 321 The introduction of future functio ality shall not requi es to the Software or BOS architecture, or significant cha • • database struc cluding the capability to easily add fields and report on th • cting the dat chema. 322 The accommodations made by the , actor i • of po tial future functionally shall not negatively impact the de ment - crease the Offeror's Post Proposal. 323 The Contractor • the capab nterface with entities providing for national Interoperabi ' accce with I , to be designated by the Agencies and/or developed g Project gn. The Co for shall accommodate new Interfaces (via either a .nal hub, reg. hubs or lar1 eer-to-peer exchanges) without significant chant the Softwar• ,4: - • - e structu 324 The Cont sh. . iie - to Interface to future Agencies Toll Facilities without sig . nges to the Software or database structure. actor s •vide the capability to Interface to new CTOC agencies and national inter ' ity wi ':nificant changes to the Software or database structure. 326 The Contr hall inc (but not enhance, configure or develop) all existing base BOS functionalit upport the future integration with a Money Service Provider. Throughout the Operatio d Maintenance Phase, the Agencies may direct the Contractor to integrate with a Mone vices Provider for the purpose of providing enhanced access and services for cash pa ustomers including, obtaining transponders and making payment towards olatio es and account balances. 327 actor shall include (but not enhance, configure or develop) all existing base BOS fu ality to support the future integration with an Occupancy Detection System (ODS) that would be integrated into the ETTM Systems. Throughout the Operations and Maintenance Phase, the Agencies may direct the Contractor to integrate with and accept images from an ODS for the purpose of reducing occupancy -based Violations. Page 48 of 248 RFP 9-1177 Exhibit B 328 The Contractor shall include (but not enhance, configure or develop) all existing base BOS functionality to support the potential introduction of customer invoicing prior to the Violation process described herein. During the Operations and Maintenance Phase, the Agencies may direct the Contractor to implement customer invoicing. 1.4. Account Management There are two account types Registered and Unregistered. Registered a i •lished when customer opens a pre -paid account with the 91 Express Lanes. regist • ccount is established by the BOS using the DMV, a ROV Lookup Provider 'davit of No ity for Violation transactions/trips. Establishment and management o nts shall be per per Business Rules. Customers can establish new Registered accounts or cony account. To establish a Registered account, customer including name, address, telephone number and email license plate number, type and Jurisdiction and vehicle ma prepaid and as such customers also must establish a replenis prepaid tolls when the account reach • the Insufficient replenishment is strongly encourag customers can replenishment. The Agencies may elect accounts monthly invoice for tolls due. The types of accounts are provided in the fol Table 1-1• Transpo nreg provide s and ister • . ccount to a Registe c r contact information e information including olor. Most accounts will be ethod to be used to replenish e Threshold. Credit Card select cash or check ostpaid and receive a sed (FasTrak) Account Types Account Type D1 iption Private (pre , i count establi n an individual name. Business (pr • ed in a business name. Non -revenue (n/a An account established at the Agencies' direction for vehicles entitled to toll -free travel. e , . : n account established to allow the customer to receive an invoice 'odically (Configurable) for toll usage. The customer may elect to de Credit Card or ACH information to be charged automatically to pay the invoice. ble 1-2: Registered License Plate Account Types ii nt Type Description Ren . ITir epaid or An account established for Rental Car Service Providers to allow their postpai• vehicles to be checked separately in the transaction/trip Posting sequence and to allow for bulk updates to these very large accounts. Private Registered Video An account for individuals who do not want or cannot use (prepaid) transponders. Page 49 of 248 RFP 9-1177 Exhibit B Business Registered Video An account for companies and businesses that do not want or cannot (prepaid) use transponders. Table 1-3: Unregistered License Plate -Based Account Types Unregistered/Violator An account created using the information pro (postpaid) Registered Owner Lookup Provider. May inclu the ROV information is an exact match. The violator accounts. Unregistered accounts are established by the BOS for Violatio Registered Owner Lookup Provider. Unregistered accounts based on fulfilling all of the required Business Rules for e 1.4.1. General Account Management The Agencies' customers have many options for account obtain transponders, in the manner they prefer. actions/trips using th converted to Registered ac ing these amounts. t and maintenance and to 329 The Contractor shall provide an . 'e nput fields ect the information necessary to open a FasTrak ac , t. Th • a Id re I . e little "clicking' or advancement through multiple pa: o redu- a ed to input the account establishment data. 330 Support compr- • unt manag that allows for the setup and maintenance of all Account n acco e with Bu . Rules. 331 The Co r shall prow. e capability tablish accounts via methods, including but not li to: • S• ic: ite; Self -Se '1 obile Application; •• • to e; • fax • wal • atically using information provided by rental car companies and tomatically using information provided by the ROV Lookup. 332 The Contractor shall provide the capability to maintain accounts via methods, including but not limited to: • Self -Service Website; Page 50 of 248 RFP 9-1177 Exhibit B • Self -Service Mobile Application; • IVR; • mail; • telephone; • email; • chat; • text; • fax and • walk-in. 333 The Contractor shall provide the capability for tr der requested via methods including but not limited to: • Self -Service Website; • Self -Service Mobile Appli • mail; • telephone; • IVR; • fa 1 334 The Con. . ow. - ity for the maintenance of Account types designated . g but not limited to: 'rivate • .d) - an account established in an individual name; • ess (pr - an account established in a business name; • No enue (no payment) - an account established at the Agencies' direction for vehi , entitled to toll -free travel; • Inv, (postpaid) - an account established to allow the customer to receive an i • - periodically (Configurable) for toll usage. The customer may elect to side Credit Card or ACH information to be charged automatically to pay the voice; Rental car (prepaid) - for Rental Car Service Providers; • Private Registered Video (prepaid) - an account for individuals who do not want or cannot use transponders and Page 51 of 248 RFP 9-1177 Exhibit B • Business Registered Video (prepaid) - an account for companies and business that do not want or cannot use transponders. • Unregistered/Violator (postpaid) - an account created using the ' formation provided by the DMV or Registered Owner Lookup Provider. Ma de more than one vehicle if the ROV Lookup information is an exact matc se may also be referred to as violator accounts. 335 The Contractor shall provide the capability to apply Busi d account Requirements for each valid account type, including but not li o: • whether prepayment is required; • payment options; • whether a transponder is required; • transponder sale price (by transponder • replenishment amounts; • contact method (mail, e • • . t, etc.); • Insufficient Balance Thr • ' Card or cas payments) and • account balance. 336 The Contractor shall • ovide a Regist, t creation p ocess that logically leads an Authorized Use • necessar o create an account. 337 The Contrshall pr• the capa► to convert an Unregistered account to a Register: ount while taining the • account number and all account history. 338 The . for shall p •' it hange from one account type and Account Plan to a wh' _ . ccount number and all account history. 339 • e Contrac . provide on -screen guidance during the account creation process ' • ; missi ' properly formatted information. The Authorized User shall not be a. - _ • to th • tep until the required information is provided in the appropriate format. 340 The Contra all prove • e the capability, when opening a new account, to automatically identify othe ount(s) associated with that account name, address or vehicle. The Contrac- all provide the capability to require the account agreement and privacy •olicy be . .wledged and a record of that acknowledgment saved in the BOS prior to . bli : Registered account or when converting to a Registered account. 342 ractor shall provide the capability for the auto -creation of an Unregistered account (shr d one not already exist for that license plate number) based on an Image -Based Transaction/Trip being eligible for Violation processing and information provided by ROV Lookup. Page 52 of 248 RFP 9-1177 Exhibit B 343 The Contractor shall provide the capability to merge and unmerge accounts. This process shall logically lead the Authorized User through all necessary steps to merge one account into another. 344 The Contractor shall provide the capability for customers to have multiple . J dresses, email addresses, phone numbers and authorized contact information on ount. 345 The Contractor shall provide the capability to identify the source of t ,• ation for both unregistered and registered accounts. 346 The Contractor shall provide address adjustment logic to al . resses in • those received from DMVs and ROV Look -up Service Providers, race Service Pro and customers that includes but is not limited to: • the capability, when adding contact infor , to assist the Authorized User requiring zip code be entered first, the ding a pre- ated city and state; • verification, to ensure the address exist • standardization, to normalize US addresses, rive" becomes "Dr." and • selection from all potent • ess results. 347 The Contractor shall provide the b • •t or reject ommended changes provided during address validatio , orma 348 The Contractor shall provide for a rea e a • - . stan • . ion options when entering addresses, includi • of limited t• • addr • ente a a custo • ortal (Self -Service Website and Self -Service . pplicatio nd • • resses ente an Authorize, • r. 349 The Con sha • - * r multiple active addresses and apply them to their desig cluding all prior addresses for all account types, including but not d to: ' ping a • b 50 The Contract all provide the capability to store address history and make all addresses accessible in ccount. The Contr shall provide the capability to acquire and store multiple addresses, udi rior addresses for all account types, including but not limited to: ustomer provided via the Affidavit of Non -Liability • ROV Lookup provided; • Skip Tracing; Page 53 of 248 RFP 9-1177 Exhibit B • National Change of Address (NCOA) and • Collection Agency provided. 352 The Contractor shall provide the capability to add international addresses. 353 The Contractor shall provide the capability to automatically populate (• fide multiple options for selection) the city and state upon entry of the ZIP code ' g Canada and Mexico). 354 The Contractor shall provide periodic updates, at least quarterl , he ZIP c • i /state list, at a minimum, as additional information becomes avai 355 The Contractor shall provide the capability to prey account holder's nam- being changed unless Approved by an Authorized 356 The Contractor shall provide the capability for address co ion by the customer by comparing a re -keyed email address. The a of un d entries shall not be allowed. 357 The Contractor shall provide the capability when emai ses are added to an account (both Registered and Unregister: • • erform the ema ess confirmation process prior to finalizing the entry on or example, it is sent to the email address provided with a link by t• can confir have control of the email account. A message shall be • .yed in •mail a ess will not be added until the confirmation process is co e. 358 The Contractor sh. 'de the capa• ter and categorize comments on accounts. 359 The Contrac , pro he capabi • insert BOS-generated comments on actions initiated b :OS. 360 The ctor shall pr• • • a • ability t ce Authorized Users to enter comments or have t' autom. ' •n actions processed on an account, including but not li o: dispu issals; • tr transa s/trips to another account; • pay of Violation Notices through the account; • rev s of payments and dismissals; • ers; corrections and • adjustments. 361 The Contractor shall provide the capability to set the default PIN as the last 4 digits of the primary phone number, which can be updated in the BOS and IVR. Page 54 of 248 RFP 9-1177 Exhibit B 362 The Contractor shall provide the capability to validate a PIN used for identifying an authorized contact. The PIN shall be masked (not visible to CSRs) such that the CSR will ask the customer for the PIN and the customer will provide the PIN and the CSR will enter that number into the system and the system will validate the PIN. This way the CS nnot give the customer any hints. 363 The Contractor shall provide the capability to securely email the PIN alid primary email address or text message on the account and require that th ubsequently changed. 364 The Contractor shall provide the capability to establish an co gure secure tions and validate customer response prior to the release of the the customer. Th ity questions related to the PIN shall be the same as thos y the customer via t - Service Website or CSR assisted password reset 365 The Contractor shall provide the capability 1 account to have multiple communication channels, including but not lim• • Phone (day/night); • cell phone; • additional phone numb • email; • additional email addresses; • fax; • t- ssaging a • il. 366 The Con ha . s e - . o select a preferred communication channel for specific cus unications. actor • rovide the capability to capture opt-in/opt-out preferences and reco tore th- • mer's election for certain items, including but not limited to: • e- • text ages; • sta is and • eting / newsletters. 368 actor shall provide an account summary (an account overview including name, ad s, vehicles, license plates, email, phone, payment method, etc.) in a printer -friendly format to be used for, including but not limited to: • handing to walk-in customers; Page 55 of 248 RFP 9-1177 Exhibit B • inserting with mail transponder Fulfillment; • mailing to customers and • sending to customers via secure email. 369 The Contractor shall provide the capability to log all account chang provide the capability to view details, including but not limited to: • prior value; • the new value; • user ID; • date/time and • user information, such as BOS, Authors er or cus -originated. 1.4.2. Vehicles, License Plates and Transponder The BOS shall support comprehensiv e plate, vehicle ation and transponder management functionality. 370 The Contractor shall provide the ca • ty to ma , • owniist of vehicle attributes, including but not limited to: • vehicle •- er; • ve . ake; • cle model; • e year • veh ; can At number (not a drop -down) and • • onder - on specifying that the make and model requires an externally m • d transp ► 9 er or special mounting locations for windshield transponders. ' 1 The Contract l all provide the capability to add multiple license plates and associated vehicle infor r on to an account. 3 - ' he Con shall update and maintain the BOS's list of vehicle manufacturers and • el cessary to keep the list current. 373 Ttractor shall provide the capability to track the time period that a license plate is activ- on an account. This includes the start date and time and the end date and time. This is called the "Active Period". In most circumstances the customer would add the vehicle to their account with no end date but if it was a rental car it would have an end date/time. Page 56 of 248 RFP 9-1177 Exhibit B 374 The Contractor shall provide the capability to add a license plate number to an account with a back dated start date and time. The allowable back date period shall be configurable. 375 The Contractor shall provide the capability when adding a new license plate n ber to an account to automatically identify other account(s) associated with that lice • te. 376 The Contractor shall provide the capability to identify that the vehicle(s • e only on the account temporarily based on information provided by the custome . mple, a rental car, loaner from the car dealer or an out of town guest, and to pi-, • to enter a start date and time and an end date and time. 377 The Contractor shall provide the capability for vehicles ide d as temporary t. , ded to the account even if the license plate number is alrea rental car account. 378 The Contractor shall provide the capability to ass information with a license pl. including but not limited to: • license plate type; • license plate Jurisdiction; • vehicle is a clean air veil' ' : V); • clean air vehicle decal n r; • vehicle is a pure -zero emis vehicle; • vehicle has . i abled Person • ► ate; • vehi Veterans 1, .e plate' • e make; • , icle mode • - • v• vehicl • ponde • tr nder typ. • tran der friendly name (chosen by the customer); • RO • address; ROV Lookup date and • indication the license plate is a temporary license plate. Page 57 of 248 RFP 9-1177 Exhibit B 379 The Contractor shall provide the capability to require or not require a one-to-one relationship between sticker transponders and vehicle in accordance with Business Rules. 380 The Contractor shall provide the ability to make the one-to-one correlation tween the sticker transponder and vehicle after a configurable number of transactions with the same transponder and vehicle. 381 The Contractor shall provide the capability, if the one-to-one relation equired, allow for Authorized Users to override the Requirement as necessa le when a transponder is replaced. 382 The Contractor shall provide the capability for a ma -one relationshi een transponder and vehicle based on transponder type, a type and in accorda Business Rules. 383 The Contractor shall provide the capability t rd the hist of ROV informatio associated with each license plate. 384 The Contractor shall provide the capability to sear late history and effective date ranges across multiple accounts. 385 The Contractor shall provide the • ity to transfer v and associated license plate(s) between accounts wh • • the associa icle transaction/trip history on the original account. 386 The Contractor shall provide the ca • 'ty to a • rom all 50 states, DC, U.S. Government, Canada and Mexico. 387 The Contractor the capabi , record transponder delivery method, such as in person vi. IC or ► : il. 388 The Co rr shall prow. he capabilit •cord transponder issue date and time. 389 The C • or shall 4 record and associate a payment for every transpon.. d. 390 ontracto ' • rovide the capability to track customer transponder requests. The for sh. ide the capability to age Fulfillment requests and automatically send an hen a ent request has exceeded a Configurable amount of time. 392 The Contra hall provide the capability for the Authorized User to override the BOS selected tran der mount type, such as windshield or head lamp. The Contra shall provide the capability for the Authorized User to override the ustomer ed transponder mount type, such as windshield or head lamp. 394 ctor shall provide the capability to read a transponder number (using a barcode r nd automatically associate it to an account instead of requiring the transponder num er to be typed in. 395 The Contractor shall provide the capability for Authorized Users to enter multiple vehicles in a tabular format. Page 58 of 248 RFP 9-1177 Exhibit B 396 The Contractor shall provide the capability to upload a file with vehicle information for the entry of a large number of vehicles. 397 The Contractor shall provide the capability for transferring transponders betwe while maintaining the associated transponder transaction/trip history o account. accounts original 398 The Contractor shall provide the capability to monitor for excessiv -based tolls at the account level and at the vehicle or license plate level. 1.4.3. Account Plans The Agencies offer Account Plans which offer benefits to custo ho meet the qualifying These plans may be assigned at the individual transponder, ount level and each may hav one Account Plan assigned to it. These Account Plans ar igured in t :OS and the BOS sh have the flexibility to apply the relevant Account Plan( ed on the B Rules. The Agencies also allow for non -revenue passage for functionality shall be used to support this program by applyi specific transactions/trips on specific facili 'es in accordance wi The Account Plans currently offered by t that plans may be added, deleted or mod Phase. isted below. of the • Convenience Plan - • •-time lifetim: gurable); • Standard Pla and disco after a Configurable # of transactions/trips and up to a Co . ble max per mont icles. The Account Plan figurable percent discount to usiness Rules. ntractor should expect ons and Maintenance • 91 Ex (Con • Special vehicle, mo d pers customers)- ides discounted tolls after required amount timeframe; ovine _ counted toll rates for three or more riders per ure Zero -Emission Vehicles (PZEV), vehicles with disabled veteran or se plate, and No e Plan provides a Configurable discount (up to 100 percent) one or more of the A s' facili 99 The Contract all provide the capability to assign Account Plans at the account level. The Contrac all provide the capability to assign Account Plans at the transponder level. 40 e Con shall provide the capability to assign Account Plans at the license plate level. 402 actor shall provide the capability to restrict Account Plans for new customers. Fo mple, the 91 Express Club plan should only be available to current 91 Express Club plan olders. 403 Prevent the transfer of Account Plans when the transponder or the license plate is moved to another account in accordance with the Business Rules. Page 59 of 248 RFP 9-1177 Exhibit B 404 The Contractor shall provide the capability to enroll customers in Account Plans. 405 The Contractor shall provide the capability for configuring and offering various Account Plans with a combination of features, including but not limited to: • percentage discount; • dollar amount discount or transaction count discount with a um amount; • time duration, such as an Account Plan may only be av ' or d time or may require renewal every year; • specific locations and Toll Facilities, such as tol actions/trips on on of the Agencies' facilities are discounted; • method of calculating the discount, su transactio evel discount whe members get a 50 percent discount o qualifying nsaction or a rebate credit on following month based on the ncy of ithin a period of time; • monthly maximum discount based on t r amount or number of transactions/trips; • use of Posting Date or • -te to qualify tr 'ons/trips for a rebate; • specific criteria for qualifi. n; • a cost to join the Account Pl., d • proof o uch as a egistration as proof of registration criteria with or . er to upli •lectronically. 406 The Con .r shall pro the capabili track toll transactions/trips in frequency transr-based disc• .. 407 The Con sh. .. - to apply rebates or toll credits as lump -sum account le 4 • " ractor ovide the capability to apply and reverse discounts to a range of toll tra trips . . ccount. 409 The Cont . shall pr., the capability to clearly indicate which discount was applied to any given saction/t ip. ' 0 The Contract all provide the capability to configure a non -revenue plan (up to 100 percent disc to a transponder or license plate on all or specific tolling locations for a • ecific T • ility. 411 for shall provide the capability to associate discount eligibility documentation , a utility bill as proof of residence) to a transponder or vehicle. Page 60 of 248 RFP 9-1177 Exhibit B 1.4.3.1. Special Access Plans 412 The Contractor shall provide multiple Special Access Plans providing free or discounted toll rates, including but not limited to: • three or more riders per vehicle; • motorcycles; • PZEVs; • vehicles with disabled veteran license plate, and • vehicles with disabled person license plate, 413 With the exception of the three or more riders per e which is validated by the ET System and reflected in the discounted toll ra . gned to th • ‘ saction/trip by the ETTM System, the Contractor shall provide the •ility to v. ' all vehicles to ensure they meet the requirements for a Special Access ' 4 is v. on shall include: • attach documentation provided by the cu as proof of meeting the requirements for a Special ess Plan and queue nual verification; • manually review the i . _ged vehicl- • se plate noting the transponder used in the s 4 acce • assign the respective code t► tran . er _ • the respective discount (clean air vehicle, motorcycle, • • upon - .tching th ensponder to the license plate, charge the app, .te disco o all tran Ins/trips by that transponder including the f p; • e transac ' -• • th.. icense plate does not have an associated .nde .te will be charged but the customer will be con ctify the transpon 4 er situation and r plate ransponders that are successfully matched include the appropriate in the . 'le. .4.3.2. Promo p elig refun by one A OS shall be a manage promotions, promotion codes and credits. Balances related to ons are trindividually by promotion and separately from the account balance. Only nsac ' an be deducted from promotional balances. Promotional balances are not ly be applied to tolls on the Agencies' Toll Facilities. A promotion may be offered r use only on that Agency' Toll Facility. 414 The Contractor shall provide the capability to offer a Configurable number of weeks -worth of free travel on one or both Agencies' toll facility for new accounts. Page 61 of 248 RFP 9-1177 Exhibit B 415 The Contractor shall provide the capability to account and track promotions balances individually (for example, by promotion code) separately from the account balance. 416 The Contractor shall provide the capability to display the promotion b..nces and associated expiration date of the promotion balances so that the CSRs and ers can see the various promotion balances separately from the account's cash b. 417 The Contractor shall provide the capability (Configurable) to s ► hat types of transactions/trips are eligible to be deducted from promotional b 418 The Contractor shall provide the capability to track multiple • r • .ions with • ccount and correctly determine which account or promotion bala • . hould be deplete. (for example, by type of promotion, by the earliest issue o ation end date or m. discount yielded). 419 The Contractor shall provide the capability to • t promotio• •alances from bein: refunded to customers in the event of account • • or specif omer request. 420 The Contractor shall provide the capability to cre• • is back to the promotion balance if toll transactions/trips are reversed or adjus . 421 The Contractor shall provide the • % to set an expira to for promotions. 422 The Contractor shall provide the , bi • romotion . ency or Toll Facility with a combination of features an • : meter , • ut not rted to: • assignment of a promotion c o a - . any or • Config • of time (p on start date and duration or end date); • A. offering t °motion; • Facility(ies ere the prom • can be used, for example the RCTC Toll . ity only; • di •ntage per transac ion/trip; • iscou nt per transaction/trip; • •ility (nounts, existing accounts or both; existing accounts opened for an an a . t of time (Configurable)); • sou . elf -Service Website or with a CSR); • sou , dvertising channel ("where did you hear about it?"); • into a raffle/sweepstakes and redit to the account. 423 The Contractor shall provide the capability to setup "refer -a -friend" promotion codes where both the referred (new) customer and the customer who referred the new customer enjoy the benefits of the promotion. Page 62 of 248 RFP 9-1177 Exhibit B 424 The Contractor shall provide the capability to apply rebates to accounts sponsored by a third party (such as a shopping mall). 425 The Contractor shall provide the capability to periodically (monthly) invoice the sponsor for all rebates submitted and applied to accounts. ird-party 426 The Contractor shall provide the capability to expense promotional cr s used to the Agency where the credit was applied reducing that Agency's toll rev 1.4.4. Fees, Penalties and Transactions Penalties and fees are types of Financial Transactions that are or toll charge or in relation the customer's account manage at the account level, Notification level or transaction lev fee or a Credit Card decline fee might be assessed in t customer's bank or a Credit Card payment was dec statement fee might be assessed when a statement is maile penalties are assessed when a transaction/trip is not paid penalties should be associated with the owest possible ley transactions/trips should be associated Notification should be associated with t associated with the account as a whole. No such as a fee or a penalty assessed and asso adjustments and reversals, fees and penaltie be capable of reversing fees enalties auto and penalties, even w with a s transaction d in addition to the tol t enalties and fees can be ass e account 1- • 1, a returned paym urned unpaid by the cation level, a monthly er. At the transaction level, ecomes a Violation. Fees and se fees related to specific s and penalties related to nd penalties should be on a cumulative basis, charged fee or penalty. Like evenue Day. The BOS shall r manually, individually or in batches. Fees ansaction, should not change the amount of a check t the transactions/tri nd all othe d be ass 427 The Co • man or shall pro he capabili ply fees and penalties (automatically and I accounts. 428 The Contr. .vide the ca • .. to apply fees and penalties (currently penalty is assessed to t ion only), including but not limited to: the ac •vel; • transpo -vel; • at t ense plate level; • at t tification level and • ransaction level. 429 p ctor shall provide the capability to define and charge account -related fees and s based on a set of Configurable parameters, including but not limited to: • hub processing fee (the Agencies acting as a hub for other entities); • roaming fee (the Agencies acting as a hub for other entities); Page 63 of 248 RFP 9-1177 Exhibit B • account fee; • administrative fee; • Interoperable customer transaction fee; • returned payment fee - Insufficient Funds; • Credit Card decline fee; • ACH decline fee; • transponder purchase fee; • Excessive I -Toll (Image -Based Toll) fee; • invoicing fee; • statement fee, depending on method of ; • late fee; • delinquent account fee; • account re -activation fee; • Violation penalty; • delinque on penalty; • coll: ee; • nt deactiva fee; • unt Pla • Re old fee and • alance Insufficient Balance Threshold fee. 0 The Co •r sha 'de the capability to maintain the parameters (Configurable) related to nd pena 431 The Contract all provide the capability to create new fees and penalties. The Contrac all provide the capability to manually apply custom fees and penalties to . ccounts. 433 for shall provide the capability for the assessment of fees based on account a. ., for all accounts or specific account type(s). 434 The Contractor shall provide the capability to notify the customer via the channel(s) defined within the Business Rules, Operations Plan and SOPS when a fee or penalty is assessed. Page 64 of 248 RFP 9-1177 Exhibit B 435 The Contractor shall provide the capability to schedule a start and end date/time when a fee or penalty change will go into effect/conclude. For example, the statement fee is $2.00 until July 31, 2018, after which it will increase to $3.00. 436 Provide the capability to record revenue to each respective Agency based on and lane identifier at the transaction level or split account level revenue 50/50. 1.4.5. Registered Account Replenishment Registered accounts are established with a valid replenishment meth restored as toll and fee transactions deplete the prepaid balance. A Credit Card, cash, check, ACH and money order. Replenishmen automatic (auto -replenishment). For auto -replenishment, t timing and minimum amount based on parameters (Conf. ACH or money order requires the customer to replenis visiting a WIC. Customers without an auto-repleni payment by Credit Card or ACH. count man method prepai nt replenishmen edit Card can be s determines the replem e). Replenishment by cash, c by mailing a check ay make a one-time ces to be ns are be t 437 The Contractor shall provide the capability for one or uto-replenishment methods within an account for all electroni , - ent methods. 438 The Contractor shall provide see t- ent param Configurable) for all account types, including but not li . to: • fixed replenishment amoun , • repleni -shold base, -rcentage of the replenishment amount; • re i ment t olds based e number of transponders on the account; • enishment a t based on t ber of transponders on the account; • ishm: • based on average use for a period ( of time or a • amount, whichever is greater. For example, averover the prior (3) month period as compared to $30); ber r-nishment failures before next method is attempted and • r of d- before a replenishment method is suspended based on ap iate reje reasons. 9 The Contract hall provide the capability for Authorized Users to identify individual accounts tha not subjected to auto -replenishment recalculation. 44 e Con shall provide the capability for account replenishment options based on f alance Thresholds. 441 Th tractor shall provide the capability for automatic account replenishments via Credit Card and ACH. Page 65 of 248 RFP 9-1177 Exhibit B 442 The Contractor shall provide the capability for a hierarchical usage sequence for auto - replenishment methods for an account, such as primary method ACH and secondary method Visa Credit Card #1. 443 The Contractor shall provide for a stepped approach to failed auto-replenis , s where an attempt is made to collect from the primary replenishment method a .er of times (Configurable), followed by the secondary method and continuing unti pts have been made to replenish from all replenishment methods. 444 The Contractor shall provide the capability for automati uspen. .n auto - replenishment method because of a number of declines (Co fig ► . ble) and d • eason code. For example, if the reason for a decline is a close unt, the number . ies would be zero. 445 The Contractor shall provide the capability for a ically remo ing the suspension an auto -replenishment method when there ' pdate to t edit Card number, expiration date or any other related informatio 446 The Contractor shall provide the ability to automatic redit card expiration dates through the Merchant Service Provider. 447 The Contractor shall provide the ' • to check if the and or ACH information is associated with another acco ' — up an auto- 'shment method. The Contractor shall provide an Alert ondition options to cancel or continue. 448 The Contractor shall •rovide the cap., Alert to • • ent to the PMMS of a failed auto -replenish - , ecause of : terface errors. 449 The Contr. • all pry the capa, for the manual replenishing of accounts, regardle . ayment me on both a e •me and ongoing basis. 450 The . ctor shall . r abil to check account balances each time a transac' ' oste • . _ automatically submit an auto -replenishment attempt us . ry valid replem ent method when replenishment criteria is met. tmenReversals a be t entry reversals transaction. djustments an Financial Transact esult in a change in reversal of the tol ssed for single ent is reve for sals ar ely processed in the BOS and are applied to any type of toll or xamples such adjustments include correcting a toll rate, which would ccepting a customer dispute for an incorrect charge, which would result in waiving or reducing a Violation penalty. Adjustments and reversals can be sactions, such as in the examples above, or in bulk. An example of a bulk all charges for a specific Toll Facility during a specific time period, as would dent in the general-purpose lanes. Every adjustment and reversal requires the ode identifying the reason for the adjustment or reversal. Adjustments and e associated with the original transaction, but must not change the original e original transaction must be preserved in the BOS once the transaction has been Posted to the account. Any adjustments to that transaction would be Posted to the current Revenue Day. The BOS shall have the capability to report on both the unadjusted transaction amount and the adjusted transaction amount by Agency based on transaction plaza and lane, hence the reason adjustments to transactions/trips shall be tied to but not change the original transaction. Page 66 of 248 RFP 9-1177 Exhibit B 451 The Contractor shall provide the capability to make corrections, adjustments and reversals to transactions/trips while preserving the original transaction, including the original Transaction Date and amount. Any corrections, adjustments or reversals sh. •e tied to, but not change, the original transaction/trip. 452 The Contractor shall provide the capability to properly disposition tr. , ons/trips that are adjusted and/or reversed and are already in a Violation Notice s • 453 All corrections, adjustments and reversals shall be Posted to tp ent ' . - Date so as not to affect prior closed Revenue Dates. 454 The Contractor shall provide the capability for full rever • any type of transact . a reason code (Configurable), preserving complete h. • . 455 The Contractor shall provide the capability for • reversals o type of transaction with a reason code (Configurable), preserving . •te history 456 The Contractor shall provide the capability to req. , . ason code be entered for every adjustment and reversal. 457 The Contractor shall provide th- -ity for multiple c. 'ons, adjustments and/or reversals to be made on a sin, • • trip while • ting the sum of such corrections, adjustments and/o, ver eed the nt of the original transaction/trip. 458 The Contractor shall provide the .bi ' o estab Courtesy Credit amounts (Configurable) b ' Credit typ: Agency. Courtesy Credits shall be used for toll charges o ies' Toll es and are not refundable and are charged to the applica • _ ency as . pense whe ued to customers 459 The C• or shall pr• • the capabili , apply Courtesy Credits to accounts and requi entry of co • . son a gnment from allowable reason. The reason selecte • eter . „ charged (transaction level or account level (50/50). 4. ' • tractor • rovide the capability to Authorized Users to configure all relevant pa relate. tablishing role -based dollar amount thresholds for transactions that of - •ncies' -, including but not limited to: • adl , ents, • debi i • cr - and Sersals. 461 Th: .ntractor shall provide the capability for Authorized Users to Post adjustments, credits and reversals up to their role -based threshold amount (Configurable). Page 67 of 248 RFP 9-1177 Exhibit B 462 The Contractor shall provide the capability to establish a Case when Authorized Users are unable to process a transaction as a result of reaching their role -based adjustment, credit or reversal limits (Configurable) or not authorized for the particular action. 463 The Contractor shall provide the capability to establish a Case for a higher -le pproval when Authorized Users are unable to process a transaction as a result of re their role - based adjustment, credit or reversal limits (Configurable). The A ed User who Approved the transaction shall be recorded and associated with the 'on. 464 The Contractor shall provide detailed tracking of individual ents, and/or reversals and categorize each separately. 465 The Contractor shall provide a trip and/or transactio h and adjustment s where Authorized Users can enter the selection crite ' ieve the transactions/trip make bulk adjustments or reversals. This capabil' 1 allow the selection of groups transactions/trips to which the correction will nd adjustm mments entered for the affected transactions/trips. The Authorize shall b ed to select/deselect specific transactions/trips within the group. ex , RCTC may want all trips/transactions that include a certain toll point on cility between 2 a.m. and 5 a.m. on a specific date to be fully reversed or all transac that toll point to be charged $1.00. 466 The Contractor shall provide the .1 • s adjustme reversals that affect Interoperable Agency customer acco 4 the a cable Interoperable specifications and include these tra ions/tr. iation reporting based on adjustment Posting Date (not origina nsa► Iate ). 467 The Contractor - the capabi , ransfer transactions/trips (financial or tolls) to another ac , . or e le, a check ed incorrectly to an account gets reversed and re -Posted r appropri. ccount. 468 The ctor shall i - he capabil o adjust the eligibility for discounts and promo hen tr. • • . djusted or reversed. 469 The Contra. provide the capa • ility to adjust discounts and promotions when - ctions a ted, corrected or reversed. Statu me how ii'ansactions/trips are processed and associated to accounts. all provide account statuses, including but not limited to: accounts in good standing); balance (account below replenishment threshold - credit card has declined or cash account below threshold) • delinquent (Registered accounts only - accounts that fall below the Insufficient Balance Threshold); Page 68 of 248 RFP 9-1177 Exhibit B • collection (account information has been sent to the Collection Agencies) • pending close (Registered accounts only - accounts scheduled to close remain in this status for a Configurable number of days to allow for final trans ions/trips to clear) and • closed (closed accounts). 471 The Contractor shall provide the capability to automatically, acco ness Rules, transition between account statuses. 472 The Contractor shall provide the capability to set a differe ► • hod of time (Co ble) before accounts automatically transition from pending closed based on th n the account is to be closed. 473 The Contractor shall provide capability for cust• ' otification ' figurable) when th account status changes. 474 The Contractor shall provide the capability to u • , 's status in determining whether or not to Post a transaction/trip to th• t. For example, only Post transactions to an account in active or pending close sta . 475 The Contractor shall provide the . automatically account to delinquent status once the account balance he • Insufficie nce Threshold or a Configurable number of days from , ow bala on. 476 The Contractor shall provide the cap. y t• •matica accounts to pending close status upon a re• lose the ac . take automatic actions, including but not limited to: • • • gate plates vehicles on -ccount; • activate tra , • • • the acc k and • • ' g • aid • is • . 477 ontracto ' • rovide the capability to automatically age an account from pending osed s . ter a period of time (Configurable) and to take automatic actions, inclu not li o: • re g paym: methods on the account; • asse the appropriate fees; • ex ' promotion credits; • essing the refund amount bringing the balance to zero and processing the refund automatically based on criteria or approval. 478 The Contractor shall provide the capability for capturing multiple levels of reason codes for an account closing at "pending close" time. Page 69 of 248 RFP 9-1177 Exhibit B 479 The Contractor shall provide the capability for the reactivation (back to an active status) of an account in the pending close and closed statuses. 480 The Contractor shall provide the capability to prevent transactions from Posti accounts. to closed 481 The Contractor shall provide the capability for Authorized Users to add nts to closed accounts. 1.4.8. Account Flags Account Flags are used to identify meaningful conditions and ation about the a. its transactions/trips, vehicles, transponders and payment m • which are used to t a Notification or other actions and for reporting. During desi: Contractor shall describe the in which these types of information shall be identified to . stomers anuthorized Users. 482 The Contractor shall provide the capability to s am ags (Configurable) that can be displayed on accounts for issues relate ount, a license plate, or transponder on the account. 483 The Contractor shall provide th- II, to automatical ags on account based on conditions and events, including ` . - o: • bad address; • bad email address/no email . • bad p for both c. texts); • a closed in •ctions; • count was no • - el opene • . t h. w I -off; • acco debt which was written -off in collections; unt h. • vestigative review in process; • a t has an , refund request; • no a vehicles; • no transponder (applicable only to FasTrak accounts); • onder in certain status, for example, lost or stolen (not applicable to egistered accounts); excessive toll at license plate level (not applicable to Unregistered accounts); • temporary license plate; • account is in pending to close status not applicable to Unregistered accounts); Page 70 of 248 RFP 9-1177 Exhibit B • account has an open Case; • customer participates in a non -revenue Account Plan (not applicable to Unregistered accounts); • customer enrolled in Account Plan (s) (not applicable to Unregis ccounts); • Special Access Plan on the account or on a vehicle on the a not applicable to Unregistered accounts); • unresolved returned check; • unresolved Credit Card decline on the account; • at least one Credit Card marked by the BO d (not applicable to Unregist accounts); • at least one Credit Card is expired or is withi ber (Configurable) of days (not applicable to Unregistered acco • account has at least one suspended auto-reple t method (not applicable to Unregistered accounts; • account has unpaid Viola . ble to Unre d accounts); • account has debt in collecti • one or mor • • sides on the a . • een place • on Registration Hold; • at le. I ate on the unt has an unpaid Violation(s); • inistrativ: iew has be • eduled for the account; • •ast one V. - • wi e account has a Civil Judgement and • a ITV • •jectto Esc e. -nt. 4: 4 _ • • tract° • rovide the capability for Authorized Users to manually set account ding b mited to: iority . nt; • bad e number (for both calls and texts); • bad ess; • • accept checks for payment; active account; account needs to be referred to a supervisor; • account holder is deceased and Page 71 of 248 RFP 9-1177 Exhibit B • CSC has been informed of account holder bankruptcy. 485 The Contractor shall provide the capability to display all active Flags on an account upon accessing the account information. 486 The Contractor shall provide the capability to automatically clear Flags ba criteria. 487 The Contractor shall provide the capability for Authorized Users to m clear Flags no longer applicable to an account. 1.4.9. Transponders There are different types of transponders, with each having a the types of transponders described below. t purpose. The Agen • Transponders which have only one positi• d defaul (discontinued 2019). • Interior sticker transponders (non-switchable) - a vehicle's windshield. These transponders cannot be m • Breakable interior sticker transp s (non-switchable inside of a vehicle's windshield • onders cann because they are designed to brea e they have • Three -position hard -case transpo vehicle's windshield with mounting occupancy declarati odes. • Exterior headli affixed to th t gle occupant mode y affixed on the inside of a ween vehicles. ermanently affixed on the oved between vehicles lied to a surface. mou ted on the inside of a r to switch between three rs (non-s . • le) - are clear stickers which are permanently rcycle' ehicle's he. ht. 488 The ctor shall p nsponIrstatuses (Configurable), including but not limited • ina lid an • •. 489 The Contrac . all provide the capability to manually change transponder statuses, such as when a cu• er calls to report a transponder has been stolen. The Contra .hall provide the capability to automatically change transponder statuses. or exa ► when a transponder that is in inventory with an inactive status is e • added to an account, the status changes to active. 491 Ttractor shall provide the capability to track a transponder's current status and status h44istory. Page 72 of 248 RFP 9-1177 Exhibit B 492 The Contractor shall provide the capability to automatically change the transponder status from valid to invalid for all transponders on an account when the account balance is equal to or below a balance (Configurable). 493 The Contractor shall provide the capability to automatically change the tran from invalid to valid for all transponders on an account when the accoun a balance (Configurable). er status ce is above 494 The Contractor shall notify the customer when the transponder c 1.4.10 Incoming Customer Communication 495 The Contractor shall provide the capability to trac e and electronically vi incoming customer contact- related information o ount types. 496 The Contractor shall provide the capability to to incomin er communication with the account for all communication channels rdanc he Security Standards, including but not limited to: • phone; • email (including attach • Self -Service Website; • Self -Service Mobile Applicat • chat; • to .saging; • , • -nd • in-p . , tact. ctor s'vide the capability to track and account for all incoming customer comm n. 498 The Contra hall pro e the capability for a CSR to upload a file and have it associated with an acco 'ncluding but not limited to: • an a file from a recorded conversation; • file, such as, an outbound email or mail piece and image file, such as, a scanned document emailed by a customer. 499 The ontractor shall provide the capability to view data files or play audio files associated with accounts. Page 73 of 248 RFP 9-1177 Exhibit B 500 The Contractor shall provide the capability to scan incoming print communications and save the resulting image in the BOS. The Contractor's solution shall be robust, enterprise - level and integrated with the BOS and with capabilities including but not limited to: • bulk scanning; • indexing, sorting, collating; • bulk demographic data entry and • automatic assignment to accounts. 501 The Contractor shall provide the capability to categoriz drop -down menu options (Configurable), including b coming communic imited to: is • application; • account close request; • account information change; • administrative review re t • affidavit of non -liability; • bankruptcy document; • clean air vehicle proof; • comp • c , notice; . th certifica •• divor cc; cial h. •; • g corresp. . ence/inquiry; • leas eement; • ma e license; • miscellaneous; ayment; • police report; • proof that the vehicle was rental or leased vehicle; Page 74 of 248 RFP 9-1177 Exhibit B • proof that the vehicle was sold/stolen; • rental car agreement; • returned mail - with forwarding address; • returned mail - without forwarding address; • sale documentation; • transponder request and • vehicle registration. 502 The Contractor shall provide the capability to searc incoming communication. 503 The Contractor shall provide the capabilit create a C or each incoming communication piece scanned into the BOS. Eac ed com tions piece will either initiate a new Case or be associated with an exist a mined by an Authorized User. 504 Create a customer contact record .11 automated custo ntacts. For example, if the customer provides a new addre - - number, the B 1 automatically create a contact record that says custom: n . :OS via Sel e Website to update address and cell phone number. 505 The Contractor shall provide the ca . .ty to co . ed on channel or contact reasons. 506 The Contract• p • he capabil , set and maintain customer contact attributes, including limited • : nnels; • dtir • acti r tact r- • nts an • • com t category. mage T ► . fer and Transaction/Trip Processing 1.5.1. saction/Trip Transfer The Agenc s' ETTM Systems capture transactions and images for Transponder -Based Transactions/Trips and Image -Based Transactions/Trips and handles automatic and manual image review. The transaction/trip is created by the ETTM System. The ETTM System send the full formed trip, associated transactions, image(s) and license plate data (if needed) to the BOS. Page 75 of 248 RFP 9-1177 Exhibit B 507 The Contractor shall provide the capability to accept and store images related to Violations, I -Tolls from the ETTM System in accordance with ICD. 508 The Contractor shall provide the capability for customers and Authorized Users o retrieve, view and print images related to Violations and I -Tolls. 509 The Contractor shall provide the capability to associate images the related transaction/trip in the BOS based on information provided by the ET " ems. 510 Ability to support more than one ETTM System Contractors at . Di • roviders for each agency 511 The Contractor shall provide the capability to transmstatus of image ac. •n errors to the ETTM System Contractors and the PMM 512 The Contractor shall provide the capability to cat e failed ima into error codes an. exception codes for reporting purposes. 513 Reconcile and report transaction file discrepancie , ects by reason. 514 The Contractor shall provide the capability to send an a all data and files between the ETTM Systems and the BOS i • •• • Hance with the stem Contractors' ICDs, and any updates made to them • Requirements tatement of Work and Requirements. 515 The Contractor shall provide the ca ity to s TTM Systems with which the BOS shall Interface to receive Tr. on • . sed a . e-Based Transactions. All received transacti • • • s shall be ve nst the list of ETTM Systems. 516 The Contrac • pr• the capab o receive and maintain a listing of each Toll Facility's t• _ points an es (includi. •signation of direction) from which the BOS shall re ransactions , s. All transac /trips received shall be verified against the Toll d lane (incl • - ' • • ation o ction) listing for each Toll Facility. 517 The Cont h. ide t e .. _ o receive and process Transponder -Based and Image -Base • ions/Trips from each ETTM System. ractor provide the capability to validate the Transponder -Based Tran Trips Image -Based Transactions/Trips transmitted by the ETTM Systems he Req • • nts of the ICD. 519 The Contra hall provide the capability to validate the transactions/trips to ensure compliance t • - rface Requirements and established parameters for each Toll Facility and identify erro f d exceptions. 5 . ' e Cont- shall provide the capability to accept, but not Post to Accounts or process e sponder-Based and Image -Based Transactions/Trips that have failed the •ns and cannot be processed further as submitted for collecting tolls at the BOS. Su •jected transactions/trips include but are not limited to: • transactions/trips are older than the established parameters; • transactions/trips do not belong to Toll Facilities on the Toll Facilities list; Page 76 of 248 RFP 9-1177 Exhibit B • transactions/trips do not belong to a Toll Zone on the Toll Facility list; • internal transponder identification number is not valid; • transaction/trip is a duplicate of a Posted Transponder -Based Tr ion/Trip on the account; • transaction/trip is a duplicate of a Posted I -Toll Transaction the account; • transaction/trip is a duplicate of a Violation transactio on t unt; • transaction/trip was rejected by the Interoperabl 0 Agency and • transaction/trip is not in compliance with th 521 The Contractor shall provide the capability entify dup ' ate transaction/tr verification (Configurable) for each Toll Facili d on variou ia, including but not limited to: • Toll Facility; • Toll Zone; • direction of travel; • lane; • transaction/trip time differe • trans. • t type; •nse plate n - • • t ,n. ber. 52 ntracto • rovide the capability to reconcile transmitted transaction/trip counts by da'. to the BOS and Transaction/Trip Date and Time. 3 The Con shall p the capability to categorize failed transactions/trips into error codes and tion cod- or reporting purposes. L24 The Contra shall provide the capability to accept and process corrected transactions s that have been previously rejected. 1.5.Tission Error Identification 525 ractor shall provide the capability to send status of transaction/trip transmission and r verification errors to the PMMS. Page 77 of 248 RFP 9-1177 Exhibit B 526 The Contractor shall provide the capability to identify when the actual number of Transponder -Based Transactions/Trips and Image -Based Transactions/Trips received from an ETTM System is a percentage (Configurable) below the expected number for each Toll Zone and lane based on historical volumes and send an Operational Alert •tification to the PMMS. 527 The Contractor shall provide the capability to identify when percenta• .nfigurable) of trips sent as image -based has increased compared to historic . nd send an Operational Alert Notification to the PMMS. 528 The Contractor shall provide the capability to identify whe th actual numb. ' ages acquired is a percentage (Configurable) below the expect ount for each Tol .. nd lane and send an Operational Alert Notification to the P 529 The Contractor shall provide the capability to cre nsmission ailure Alerts based • parameters, including but not limited to missi as and del ransactions by Toll Facility and transaction/trip type. 530 The Contractor shall provide the capability to iden re missing images from a specific Toll Zone (Configurable number over a Confi period of time) and send an Operational Alert Notification to t • ' MS. 531 The Contractor shall provide the • urable) to re acquisition of images for transactions/trips initially ide , d as • ages. 532 The Contractor shall provide the .bili acquired image with its transaction/trip. 533 The Contracto the capabi • identify transactions/trips for which images were expec t are mi and gener. n Operational Alert Notification to the PMMS if images issing for han a num • transactions/trips (Configurable) and after an am, ime for a sp- Toll Facility (k :urable). 534 The Co sh. , to transmit the status of image acquisition errors to A. ers. 5 ractor ovide the capability to categorize failed images into error codes and ex des fo ting purposes. 1.5.3. Inter ability e Agencies are al y Interoperable with the other toll agencies in California. During the ementation Pha • d Operations and Maintenance Phase, it is likely that Interoperability will to include .S. states and regions. The Agencies intend to participate in regional and nat . • terop : ty. The BOS current ICD Interoperable/CTOC Agencies shall exchange files in accordance with the most Page 78 of 248 RFP 9-1177 Exhibit B 536 Provide the capability to create/transmit and receive/process all Interoperable/CTOC files in accordance with the latest CTOC ICD. See Attachment D: CTOC Technical Specifications for Interagency Data Exchange for current ICD. 537 Provide the capability to create/transmit and receive/process all Interopera OC files in accordance with the Agencies Business Rules. 1.5.3.1. OCTA/RCTC Customers on Interoperable Agency Facilities Customers who have Active OCTA/RCTC Registered accounts ma the ilities of Interoperable/CTOC Agencies. Transactions/trips generated on t - t• operable fac ill be transmitted to the BOS for processing and Posting to accounts. •perable/CTOC Ag• will receive disposition for each submitted transaction/trip ordance with their in Interoperable/CTOC Agency ICD. Images will not be proviInteroperable Agencies. The shall meet the following Requirements related to Transp • : aced Tran ons/Trips and Ima Based Transactions/Trips submitted by Interoperable Agencies. 538 The Contractor shall provide the capability to crea and exchange all data and files between the BOS and Interoperable/CTOC Agen ompliance with the existing ICDs and any updates made to the , • meet the Require f the Statement of Work. 539 The Contractor shall provide th. .. eceive and Transponder -Based Transactions/Trips and Image-B. Tran ' ' •s from nteroperable/CTOC Agencies. 540 The Contractor shall •rovide the i ' • validate at the Transponder -Based Transactions an. ed Transa ips transmitted by the Interoperable/CTOC Agencies me • . rte qualificati, cluding but not limited to: • ponder-Bas ransaction • s and Image -Based Transactions/Trips nsmitted by teroperable/ ► Agencies are Posted when the associated punt and .. , • Tr. : aced Transact ° s/Trips and Image -Based Transactions/Trips meet . • • uirements of the ICD and e-Ba , .. nsactions/Trips have a license plate number, Jurisdiction and type 'cable), and the transaction occurred when the associated a and pla f ere active. 41 The Contract all provide transaction/trip disposition to Interoperable/CTOC Agencies for each mitted Transponder -Based Transaction/Trip and Image -Based Transactio •. 1.5.3.2. perable/CTOC Customers on Agency Toll Facilities Interopera CTOC Agency customers who have accounts at other Interoperable/CTOC Agencies may use the Agencies' Toll Facilities. These customers may create Transponder -Based Transactions/Trips and Image -Based Transactions/Trips. The BOS identifies such transactions as Interoperable/CTOC Transactions/Trips, validates such transactions/trips are in compliance with Interoperable/CTOC ICDs and transmits them to the Interoperable/CTOC Agency for processing and Page 79 of 248 RFP 9-1177 Exhibit B Posting to the appropriate accounts. The Agencies may assess a Configurable `roaming/hub processing fee' based on the transaction/trip type. Interoperable/CTOC Agencies will transmit the disposition for each submitted transaction/trip to the BOS in accordance with their individual Interoperable/CTOC ICD. The BOS shall meet the following Requirements related to Interoperable/CTOC onder-Based Transactions/Trips and Image -Based Transactions/Trips. 542 The Contractor shall provide the capability to receive and va ' ra er-Based Transactions/Trips and Image -Based Transactions/Trips from ETTM S 543 The Contractor shall provide the capability to valid at the Transpon ed Transactions/Trips and Image -Based Transactions/ are in compliance wi Interoperable/CTOC ICDs. 544 The Contractor shall provide the capability configure ss the appropriate 'roaming/hub processing fee' based on the tran trip t 545 The Contractor shall provide the capability to identi vehicles for discounts from Interoperable/CTOC Agencies. 546 The Contractor shall prow, . •ability to t 't Transponder -Based Transactions/Trips and Ima: . s _ . ctions/Tri the appropriate Interoperable/CTOC Agency. 547 The Contractor shall provide the capto e tra /trip disposition from the Interoperable/CTO ncies for eac ed Transponder -Based Transaction/Trip and Image-Bas /Trip. 548 The Contr shall pro the capabi o invoice IOP, make payments to IOP and receive ayments fro P, retain an g of IOP receivables 1.5.4. M The A 0 d pr • encies requir ency, . ca ation oblems o ely ba . • . em Performance ring tools to effectively track and manage operations with the goals of ance and customer service. The Agencies require clear visual and orkflow statuses and the provision of Alerts to identify backlogs 549 The BOS sh operations a stages of inb ovide pictorial representations (dashboard) by Toll Facility of the BOS erformance, and Authorized Users performance and productivity at all customer contact points and operations process flow. e BOS b • provide Authorized Users the ability to customize and personalize their display data elements selected by the user. 551 T shall provide user interface in real-time to review and be alerted to problems, exce•tions, issues and variance from Performance Measures by means of conditional formatting. Page 80 of 248 RFP 9-1177 Exhibit B 552 The BOS shall provide users with the capability to drill to the individual details and back- up information of any transaction/trip state, status or problem. 553 The BOS shall provide user interface to establish various thresholds (Conf. • urable) to monitor and assess BOS and operations performance in areas such as inbou • , emails, chat, cases, transponder requests, etc. 554 The BOS shall generate automated notifications to the PMMS when ed deviations from established thresholds are detected within a user • • , d of time (Configurable) and provide such notifications on the dashboar• 1.5.5. Transaction/Trip Processing Lists 1.5.5.1. Processing Exception List The Processing Exception List is a list of license and trans rs used to identi Transponder -Based Transactions/Trips and Image-Ba ansactio . s that require manual review and disposition prior to final processing due to k ustervice and/or processing issues. 555 The Contractor shall provide the capability to maintain a to Processing Exception List of license plates and transponder• - . ch Toll Facility. 556 The Contractor shall provide the c. i • • rized User delete and maintain the Processing Exception List of lic plates . • • nders. 557 All changes to the Processing Excepts ist s quir- . . CTA or RCTC Approval. 558 The Contractor - the capab i uthorized Users to enter effective start and end dates for • cen es and tra nder. 559 The Con shall provi e capabili ' ransponder-Based Transactions/Trips and Imag• d Transactio ips that are a• on the Processing Exception List to not be proce the BOS - A • . and dispositioned. 560 The Contra. ovide the capabi via a processing exception screen to review each • action a ;e and either reintroduce the Transponder -Based Transactions/Trips • e-Base. sactions/Trips for normal BOS processing or have them remain unpr• ,. 561 The Contr. shall p . e the capability via a processing exception screen to review Transponde, ed Transactions/Trips and Image -Based Transactions/Trips multiple times before roducing them for BOS processing. The Contr. shall provide the capability for reintroduced Transponder -Based ' ransacti, rips and Image -Based Transactions/Trips to follow all of the applicable es les. For example, if the time process time threshold has been exceeded the positioning process would occur. 563 All ansponder-Based Transactions/Trips and Image -Based Transactions/Trips subject to the processing exceptions shall be included in all applicable transactional and financial reporting. Page 81 of 248 RFP 9-1177 Exhibit B 1.5.5.2. Plate Correction List The Plate Correction List contains license plate numbers identified by the CSC Operations as being problematic based on customer disputes or QA processes and requiring analysis and correction by the ETTM System Contractors to prevent recurring issues. 564 The Contractor shall provide the capability to provide a separate Plate ction List for each Toll Facility. 565 The Contractor shall provide the capability for Authorized Users , del the Plate Correction List of license plates with all available plat ormation. maintain 566 The Contractor shall provide the capability for Authoriz rs to electronically Plate Correction List to the ETTM System Contractors e 567 The Contractor shall provide the capability to se r, retrieve a correct plates adde to the Plate Correction List to avoid the same from occu or transactions that are in process. 1.5.6. Customer Validation and Transaction/Trip Upon the completion of the initial verif transactions/trips to accounts. The seq design. 1.5.6.1. Transaction/Trip Posting - G Generally, the toll rate as facilities, the toll rate the ability to indic set the switch. motorcycle e lanes is t umbers o cupants in odes and tr e. processing, th e Posting hall attempt to Post the is determined during at the customer is charged. On Express Lane upants in the vehicle. Some transponders have vehicle depending on where the customer has nder codes such as the Clean air vehicle or 568 The Cont 'vide the ... to set and maintain rules (Configurable) that define the o equence in which transactions/trips are processed for Posting to the accoun • The $ r sha , e Agencies' Business Rules and existing hierarchy in developing the rules , sting tr 570 The Contrac all provide the capability to set and maintain rules (Configurable) that define the or • i which the transactions/trips shall be processed and their final outcome, including bu , limited to: • • f the transaction/trip (Transponder -Based or Image -Based); e submitting Entity (Toll Facility, Agency or Interoperable/CTOC Agency); • the presence of a transponder in the transaction/trip; • account type; Page 82 of 248 RFP 9-1177 Exhibit B • account status; • the status of the transponder at the time of the transaction/trip and • the availability of an image. 571 The Contractor shall provide the capability to store multiple onders per transaction/trip and charge the transponder according to the rules. 572 The Contractor shall provide the capability to transmit Interop ra er-Based Transactions/Trips to Interoperable/CTOC Agencies to Post e Intero CTOC Agency accounts. 573 The Contractor shall provide the capability alidate Transponder- Transactions/Trips and account type and support ocessing order (Configurable transactions/trips with transponders, per Busin es. 574 The Contractor shall process the transactio n Im sed Transaction if a Transponder -Based Transaction/Trip cannot be o count, but it contains the license plate data, then depending on the reject rea example, if a Transponder - Based Transaction/Trip was reject-d by an Interoperab C Agency due to insufficient funds on the account, then th- ion/trip can be sed as an Image -Based Transaction/Trip if an image is a . 575 The Contractor shall provide the . bility trans ions as Image -Based Transactions/Trips if Transponde ed Tr. cannot be Posted to an account and are re.ected by the �, cordance iith the processing order (Configurable) b- - reject rea 576 The Contra all pro the capabi o validate the transaction/trip and account type and • rt the proc g order (C ► urable) of Image -Based Transactions/Trips per B Rules. 577 The Co shal • insert pauses, of durations (Configurable), in transactio - ithin the tra . ion/trip processing sequence to allow for other eractions , ple, a grace period to allow customer to provide payment before a on is P • • a rental car account or an Unregistered account). The Co l r shall . • e the capability to configure whether payments are guaranteed for both yonder- :. Transactions/Trips and Image -Based Transactions/Trips for each Intero • , le/CTOC ' gency. ' • The Contract all provide the capability to Post a Transponder -Based Transaction/Trip that is guar ed for Interoperable/CTOC Agencies to the account, regardless of the .. ccount b. 580 ctor shall provide the capability to Post an Image -Based Transaction/Trip that i teed for Interoperable/CTOC Agencies to the account, regardless of the account bala e. Page 83 of 248 RFP 9-1177 Exhibit B 581 The Contractor shall provide the capability to process Transponder -Based Transactions/Trips and Image -Based Transactions/Trips to an account based on date and time the transaction/trip was received by the BOS in First in First Out (FIFO) order. 582 The Contractor shall provide the capability to attempt to Post a toll tr- (OCTA/RCTC or Interoperable/CTOC) that did not Post to the acc- Configurable intervals for a Configurable amount of time. ion/trip initially at 583 The Contractor shall provide the capability to Post tolls/trips base • location. For example, if the transponder has a non-revenu• for a Facility, then transactions/trips for that transpond charged transactions/trips on that Toll Facility. ular tolling lar Toll 1 for 1.5.6.2. I -Toll Transaction/Trip Posting Transponders sometimes fail to read when the custo es the T capture and processing of the customer license plate i the Transaction/Trip along with the license plate image(s) an for processing. OCTA/RCTC accounts with a number of I -Tolls those customers may be charged a fee. The BOS identifies the license plate as b verifies that the Image -Based Transactio transaction/trip. For an OCTA/RCTC accou Rules. For an Interoperable/CTOC account, processing only if the licens_ for I -Toll transactions/t to is on the va retained b oll es. This results in the ystem. An Image -Based ately submitted to the BOS excessive may be notified and ency or Int• .ble/CTOC account and Posting account as an I -Toll in a cordance with Business e Interoperable Agency for ate file for e Transaction Date. Image(s) 584 The Co Agen not lima or shall pro the capabili identify and Post I -Tolls belonging to an nteroperab nt bas on a combination of factors, including but • the tatus at the time of the transaction/trip; • rrent status; t open • effe date and time range for the license plate on the account; • Acc Plans associated with the account, transponder or license plate; • 1' plate number; ense plate Jurisdiction; license plate type; • license plate status; • license plate image; Page 84 of 248 RFP 9-1177 Exhibit B • whether the license plate was on the account at the time of the transaction/trip and • the account balance. 585 The Contractor shall store the image(s) associated with I -Toll transaction . 586 The Contractor shall provide the capability to check each time a lice • , e is added to a Registered account and when a license plate start date/time is cha . • ry day after until resolved to see if any Violations match that license pl. i Po plicable Violations to the account in accordance with Business Rules. 587 The Contractor shall provide the capability to setup the eters (Configurabl- . h trigger an Excessive I -Toll Notification. 588 The Contractor shall provide the capability to se a paramete Configurable), whic trigger the application of the Excessive I -Toll f uding a gr iod after a customer is notified. 589 The Contractor shall provide the capability to apply sive I -Toll fee in the future only when a percentage (Configura le) of monthly trans are processed by plate. 1.5.6.3. Toll and Discount Posted The transactions/trips submitted by the E contain multiple fares based on the Toll Fac and the transaction/trip ty sted below). applicable discounts an ccount th operable/CTOC Agencies will Agency, the type of facility e Business ' ules, the BOS shall apply the t fare. 590 The Contr shall provi e capabilit pply applicable discounts for Account Plans associ. ith the acco ransponder ense plate to the Transponder -Based and Imag. • d Transacti 591 The Cont . .vide the ... to Post the appropriate toll and discounts to Transponde ransactions/Trips and the Image -Based Transactions/Trips based on conditi. • nfigurable), including but not limited to: • of tra /trip received from the Agencies' ETTM Systems, for example venue; • typ ansaction/trip received from the Interoperable/CTOC Agencies; • typ oll Facility, for example Express Lanes; • t balance; pe of transaction/trip at the time of Posting (FasTrak, I -Toll or Violation); account type; • Flags on the account, for example Excessive I -Toll and Page 85 of 248 RFP 9-1177 Exhibit B • transponder and plate designators (CAV). 1.5.6.4. Owner Identification For those Image -Based Transactions/Trips that do not Post to an existing OCTA/, Interoperable/CTOC account, the registered owner name and address inform (based on the license plate) needs to be obtained from Registered Owner of th sources. account or r the vehicle (ROV) Lookup 592 The Contractor shall establish a direct interface with the Calif Departm Motor Vehicles (DMV) to perform an ROV look up for each tr ion with Califor nse plates. 593 The Contractor shall establish a direct interface e Arizona Department of Mo Vehicles (DMV) to perform an ROV look up for a nsaction wi izona license plates. 594 The Contractor shall provide a ROV Lookup Sery vider sed to perform an ROV Lookup for each transaction with license plates er States, the District of Columbia and the U.S. Government. 595 The Contractor shall provide the - • to identify Calif mporary plates based on numbering sequence and other i '' • ided by the 596 The Contractor shall provide the cility to - •orary ense plates issued by the California DMV utilizing a separ. .tabas: - ates. 597 The Contractor s• •vide the ca► • obtain and store Vehicle Identification Number (VIN) ry license and using the VIN, associate the temporary license plat• rmane to to ensur, a single Unregistered account is created for the vehic . that Califo DMV hold i • ed on the permanent plate, if applicable. 598 The C for shall pry - - •.bility t, . nage addresses associated with Protected Plates a; , whi _ urned from the DMV or ROV Lookup Provider for licens • stomers of i i. ith federal, state or local agencies allowed to Feld addre uding but not limited to: ,w Aut, Users to input, delete and update the addresses associated with ted Pla. -ncies; • elec . tally the against the Protected Plate data when a Protected Plate agency nam- -turned from the DMV or ROV Lookup Provider; • auto , ally produce the Violation Notice with the Protected Plate agency ad, .; . the option for an Authorized User to review, edit and approve the Violation 1 otice prior to sending and • if there is no match for a Protected Plate agency, hold the Violation for a Configurable period of time and allow an Authorized User to manually enter an address when obtained and send. Page 86 of 248 RFP 9-1177 Exhibit B 599 The Contractor shall provide the capability to establish separate, ROV Lookup parameters (Configurable) to obtain the ROV, based on various criteria including but not limited to: • whether the license plate is issue by a state which there is a direct onnection (California and Arizona) or through an ROV Lookup Service Provide • whether the license plate is a temporary plate (California only • • Flags on the account, for example if the account has a ba g or ROV is stale, then ROV Lookup is performed at intervals urab it a new address is obtained and • cost of ROV Lookup, for example if ROV Loo re at no cost then n lookup every time (possibly daily) when a on Notice is about to be i for the license plate. 600 The Contractor shall provide the capability to i and man lations which do not meet the criteria for a Violation Notice to be iss caus iolation date is greater than the Configurable number of days old. 601 The Contractor shall provide the ca. ability to identify an ge Violations which do not meet the criteria for a Violation ► - . e issued based o ' ess Rules. 602 The Contractor shall provide the . bi i 11 and man 'olations which have no match after ROV Lookup and a for a • - umbe of days to attempt to obtain the ROV through other metho 603 The Contractor s e the capa► ew the transaction/trip and its associated image (s) and s - t license p egistration information in the event there are multiple RO ches ret, • by the Re , okup Service Provider for a particular license plate. 604 The c for shall - • abilit . review the results and take appropriate action o '.1 RO d confirm the account that matches the ROV name and . 61 . tractor ovide the capability to automatically create an Unregistered account r I se pla " : the ROV results if there is no match to an existing Registered or Unregi . ccoun 606 The Contra, hall pro, de the capability to identify potential match to a Registered account bas : name and address and notify the customer and add the plate and transactions. .. The Contr. shall provide the capability to review the transactions/trips where the • istra ' formation is not available. The BOS shall retrieve all images associated with tions/trips and make them available to the Authorized User for review. The A. ed User can take the following action on the transactions/trips, including but not limi d to: • manually enter the ROV data and Page 87 of 248 RFP 9-1177 Exhibit B • correct the license plate data. 608 The Contractor shall provide the capability to re -submit license plates for ROV Lookup a number of times (Configurable) and after a period of time (Configurable) if the 1. ense plate is returned from the ROV Lookup Service Provider with no match or or. The configuration shall be based on the type of error and the status of the co • cations. 609 The Contractor shall provide the capability, if there is no response fo Lookup after the number of retries (Configurable), and license plate registrati • cannot be obtained, to automatically set the transaction/trip to "Unknow► ' statu 610 The Contractor shall provide the capability, if the ROV info on cannot be obt• ' ost the transaction to a Registered account if the tr on/trip also contai RCTC/OCTA transponder read. 611 The Contractor shall provide the capability to tically reco et and maintain the ROV Lookup source based on license plate Juri 612 The Contractor shall provide the capability to se of time (Configurable by Jurisdiction) before ROV information needs to be ed before the license plate registration information is conside • d stale and must be d again. 613 The Contractor shall provide the •t the length (Configurable) before ROV information for temporary li • p a . • be reche dividually to obtain the associated permanent license p umber. 614 The Contractor shall provide the capa t• n all hist• .1 ROV Lookup information, including but not • so . icense • ROV data, • data change • • . to the - 1.5.. ransfe onsibility 0 the person r will need to recor le Cod .ble for amed r .des for the registered owner of a vehicle to name another individual asion notices. In order to comply with this requirement the BOS sible person and process applicable NTEV accordingly. 615 The Contrac all provide the capability to transfer the responsibility to another party, including but limited to: • upl g supporting documentation; • mg for Authorized Users to enter the responsible party's name and address ormation for one or many Violation Notices; • dismissing the Violation Notices (including applicable tolls and fees) for the original ROV; • establishing an unregistered Account for the new ROV; Page 88 of 248 RFP 9-1177 Exhibit B • issuing Violation Notice(s) as applicable to the new ROV, and • maintain history of the responsibility transfer activities. 1.6. Registered and Unregistered Account Notifications 1.6.1. Outgoing Notifications The creation and sending of outgoing Notifications includes multiple dis o electronic transmission (email, text), print and mail, and outbou management shall provide several methods of delivery and a w or configuri Notification item shall be delivered. All Notifications related to that account and Case, if applicable, in the BOS. one ca ount shall be asso els, such as tification each ith Alerts are normally Notifications that customers opt -in that they ce notified (usually text or email) when their account needs attention or , . ctivities o their account. Alerts can also be Notifications based on account events of whi. gen ' •uld like customers to be informed. Notifications are sent using distribution c - nels, such as emai Postal Service (USPS) mail. There are unique Notification items, for e balance letter or an email Notification that t Each Notification item has criteria, the account qu Credit Card Expirin qualifies for a Vio catio otice afte a which trig ecific Not month be ROV infor hone call and United States lation, an insufficient een replenished. eration. When an account meets specified item. For example, an account qualifies for a he Credit Card expiration date and an account n has been obtained. 616 The for shall p NIications with a standard look and feel and submit of gencies for Approval, prior to distribution to customers. 6 I tracto provide a Notification management process regardless of the l o , item o 'stribution channel used to send the Notification. 618 The Cont . shall de a communication matrix for configuring the Notifications and their allowa. istributio channel. This matrix shall be configurable and will change over the life of the tract. The Contrac , all provide a process to automatically issue each Notification when the riteria in , siness Rules is met. 620 for shall produce and deliver Print Notifications to the USPS Monday - Friday. 621 Th- intractor or its Print/Mail House Service Provider (optional) shall produce and deliver the Notifications to the USPS within two (2) Business Days of the Notification meeting the Business Rules for generation. Page 89 of 248 RFP 9-1177 Exhibit B 622 The Contractor shall produce and deliver all electronic or phone Notifications to the customer within one (1) Business Day of the Notification meeting the Business Rules for generation. 623 The Contractor is responsible for the quality and accuracy of the all Notific nd shall review Notifications produced in-house or by its Print/Mail House e Provider (optional), as the Contractor deems necessary to ensure accuracy of ifications for complete addresses, correct information and Notification template and accurate dates. 624 The Contractor shall provide the capability to automatal associate a ound Notifications with the appropriate account and Case, if ap , :le. 625 The Contractor shall provide the capability for custo , • opt -in for Alerts and sele conditions that will result in the creation of Alerts. ' er shall have a choice of select' the method in which they receive the Alert; a to -mail. 626 The Contractor shall provide the capability t• • at1, vitiate customer Alert Notification based on account events, including but o: • an I -Toll was Posted to th • . ccount; • Violation on license platustomer's a• • in file; • transponder order placed; • transponder shipped; • Credit o' • ate within onfigurable) of expiry; • a balance a ount abov: ufficient Balance Threshold (Configurable); • ly account b. e• • tP oa •. • retu eck; ount a •lenishment (Credit Card) failure declined Credit Card; • a , transa s rejected, and • acco hanges (Configurable), such as the addition of a vehicle to the account or chan f password. • . The Cont, shall provide the capability to automatically initiate customer mu r • ns and Notifications based on account events including but not limited to the account creation welcome letter/account profile; • Excessive I -Toll threshold is exceeded; • account auto -replenishment (Credit Card) failure declined Credit Card; Page 90 of 248 RFP 9-1177 Exhibit B • an ACH transaction is rejected; • Credit Card update successful (from the Credit Card update service ); • Credit Card update failure (from the Credit Card update service ); • Credit Card is within a number of days (Configurable) from its ion; • Credit Card has expired; • partial payment; • temporary license plate expired; • auto -replenishment suspended; • auto -replenishment recalculation; • returned check; • account suspended; • delinquent account sec - • Warning of Registration ( • o only se d on the amount of time since the delinquent 'cation); • statement available; • postp. • of Toll Eva Violation : . ted; Mice of Delin • s • vasion ion generated; • • fl n fl • • accep - . , Viola flute rejected by reason; mplet . vit of Non -Liability; • c er-initi.. eview-related Notification; • Ad rative Hearing scheduled; • acc alance level is below the Insufficient Balance Threshold; • nt is flagged with a bankruptcy; ndeliverable mail; • undeliverable email; • bad phone (for both calls and text)/fax situation; Page 91 of 248 RFP 9-1177 Exhibit B • forgotten password, PIN or username; • account status changes (Configurable). 628 Distribute Notifications through distribution channels, including but not lim' . • mail; • email; • text messaging; • Self -Service Mobile Application push Notificatio • fax; • outbound CSR call by developing a list s to be mad • automated outbound call. 629 The Contractor shall provide the capability for elect tifications to be sent as the body of an email in a format (Confi • rable), including bu ited to text and HTML. 630 The Contractor shall provide the . , •lectronic No ns to be sent as a link to the Self -Service Website in the : of a 631 The Contractor shall provide the ca L ity (Co ine Notification type and size, for example, postcard or letter. 632 The Contracto e settings igurable) for distribution channel for each Notification ' ncludi t not limit: • • cy required ibution chan ); • Amer pr- • pre : ress type for mailing, for example, home, business or ROV Lookup provi • The or sha 'de the capability for a Notification item to be distributed using multiple 'bution , els. For example, send the Notification to the customer's preferred 'bution , nel, which is email and by mail, based on the Agencies' preference. The Contrac hall provide the capability to identify multiple Notifications that are generated f ustomer and combine their mailing. 635 C for shall provide the capability to check the NCOA database before a n is mailed and use the NCOA address if it is the latest. 636 The ontractor shall provide the capability to validate the existing email address anytime a new email address is provided. Page 92 of 248 RFP 9-1177 Exhibit B 637 The Contractor shall provide the capability to send manually -generated, bulk email Notifications. 638 The Contractor shall provide the capability to send scheduled and ad-ho bulk text Notifications. 639 The Contractor shall provide the capability to send scheduled and c, bulk mail Notifications. 640 The Contractor shall provide the capability to read, capture, and the telligent Mail Barcode on incoming and outbound mail. 641 The Contractor shall provide the capability for Notifico include images, . s, and lists (for example, lists of license plates and/or trders) as well as text. 642 The Contractor shall provide standard templates ' : ch Notificat. item. 643 The Contractor shall provide the capability to a. .rcode, • ne or Quick Response Code to each outgoing Notification piece (excludin: body copy Notifications) so the returned Notification can be scanned and aut1 associated with the proper account and, if applicable, Case. The barcode shall be • in the top of the envelope window so as not to interfere wSPS but to be avto scan as returned mail without having to open the enve 644 The Contractor shall provide the c. lity to .. digit barcodes on Notices and other correspondence that will y retu ockbox Service Provider (optional) or Collection Agency. Barc • - a • all be a . support such checksum on barcodes and the ' validate it. 645 The Contrac all prr the capab to ensure historical Notifications associated with acc do not ch. (maintain inal form and content) regardless of any chang • are subsequ made to the late for that Notification item. 646 The Co �r shall �� create and assign version numbers/dates to Notificati 64 tracto rovide the capability to manage/configure Notifications and their ccordi : usiness Rules, including but not limited to: • w Noti s; • dea to Notifications; • vie select for activation past versions of Notifications; • ; quency; escalation path; • whether based on actual account balance or balance due (calculated); Page 93 of 248 RFP 9-1177 Exhibit B • whether to send for third -party address look up; • a variable due date based on the number of days (Configurable) until payment is due; • a fixed date due (for example, monthly customer Anniversary Da • number of days until action must be taken; • the number of days between the due date and escalati he tification level; • number of days between the creation date and ' ate; • a fixed issue date (for example, monthly c r Anniversary Day); • the number of Business Days betwe due date alation to the next Notification level; • number of Business Days between the create d issue date; • number of times to resen , • number of days before t , esent; • whether or not to resend o sue if a received; • whether to escalate but not p if - ss is mark• . 'bad'; • allow. ,n channel • • ' . ution chan scalation; ber of day• ,• ••.'ling of . dispute reject letter to extend the Violation .pay, • • elig . ess type, for example, Notice of Toll Evasion Violation must be mailed to the . ddress as provided by the ROV Lookup source; ess so ority, for example, mail to the ROV Lookup address and if that • return. h a forwarding address then use forwarding address; • Noti ion response address, for example, some Notifications may require that pay I go to the Lockbox Service Provider (optional) while others require res p - be sent to the BOS; • cation return address, for example, some Notifications may use the return i ress of the Collection Agency while others will use the mail house address; Notification quality review sample size and • whether Notification quality review and approval is required. Page 94 of 248 RFP 9-1177 Exhibit B 648 The Contractor shall provide the capability for Notification to have a mailing date match the actual mail date of the USPS on the Notification. For example, if quality review activities and printing take two days, then the issue date would be two (2) days later than the date that the Notification was created. 649 The Contractor shall provide the capability for Authorized Users to view a ons of each Notification item (including those items that have been modified), incl ut not limited to: • date modified; • version number; • Authorized User who made the modification • samples of the Notification as it looked ' . revious ver ' s. 650 The Contractor shall provide the capability to a Not' a target audience, for either pre -developed or ad -hoc Notification, using ng but not limited to: • use of a particular Toll Facility (overall or by di . ; • use of a particular Toll . or by direction • use of a particular Toll Fa• or To 4 ; a spec • period of time; • use of a particular payment od; • transac ' •ytime pe • tr. ons/trip. ZIP code; • sactions/tri Vehicle Type • ction • tran . /trips by Account Plan; nsacti. • s by transponder type; • nts of • f Toll Evasion Violation issued for selectable Toll Facility use; • reci s of Notice of Toll Evasion Violation issued for selectable time periods and • reci To ility _s of Notice of Toll Evasion Violation issued for a combination of selectable use and selectable time period. 651 C or shall provide the capability to view and Approve Notifications prior to n to the customer. Page 95 of 248 RFP 9-1177 Exhibit B 652 The Contractor shall provide the capability to email, send to the Print/Mail Service Provider (optional) for printing and mailing or reprint at a local printer any Notification directly from the account, Case or Notification search screens. For example, the customer called about a Case and requests that the CSR resend the letter by email to the customer. The P • is in the Case and clicks to resend the letter to the provided email address. 653 The Contractor shall design the Notifications to meet all criteria for r. ng the lowest postage rate. 654 The Contractor shall employ bulk mail rates and other mailin , omie , • ing, the capacity for pre-sorting mail by zip code and USPS Intellige t . 1 Barcode . e the most cost-effective postage rates are obtained. 655 The Contractor shall provide all postage meters and ish all post office boxes ne. for customer communications. 656 Outgoing mailed Notification materials shall u ollowing ls: • all mailed Notifications - 241b paper; • all mailed Notifications up to 3 pages - #10 win velope; • all mailed Notifications 4 • - 6"x 9" envelop • all mailed Notifications 1 i • "x 12"; • the non -Agencies provided - a sing • • ece o paper and • all return envelopes - #9 win • env s. 657 All Notification •lor shall u . colors. 1.6.1.1. Pr" The use of a t shall be at no a der (option .ce Pr'lder is at the discretion of the Contractor and ded, the following Requirements apply. 658 • - Contrac cts to use a third party Print/Mail House Service Provider (optional), -d thir Print/Mail House Service Provider shall be located in and mailing the i • ' Notifi from the State of California. 659 The Contr. the Print/M. dates as appl i hall pr the capability to resend any files rejected or not received by .use Service Provider and update the Notifications with new mail and due e. The Contra inting . do • . all provide the capability to transmit fully created Notification items for stribution to the Print/Mail House Service Provider, if utilized, for example, or XML format. 661 Ttractor shall provide the capability to transmit Notification items as a data file for prin' ng and distribution to the Print/Mail House Service Provider, if utilized. Page 96 of 248 RFP 9-1177 Exhibit B 1.6.1.2. Notification Tracking, Distribution and Returned Mail Processing 662 The Contractor shall provide the capability to track the USPS Intelligent Mail Barcode Notification delivery response for each individual Notification. 663 The Contractor shall provide the capability to send an Operational Alert N • on to the PMMS if reconciliation from the Print/Mail House Service Provider (opt - as not been received in a specified amount of time (Configurable). 664 The Contractor shall provide the capability to assign a status to e. • WI • • tification, including but not limited to: • qualified; • in quality review; • sent to Print/Mail House Provider (op • acknowledged by the Print/Mail House • distributed; • undeliverable and • reissued. 665 The Contractor shall provide the : bility ication record for each Notification generated, including but 'm' •: • distri •. • d- e account fied to hay: Notification generated; • to the Notifi . . . enerate • • • e N on e Print/Mail House Provider (optional); • due • . applicable); • the . ion was printed; • • . e Notifi . was mailed; • date Notification was identified as undeliverable and • (Tat; Notification was reissued, for example, if a Notification is returned with a f• ding address, a new Notification is sent to the new address. 666 'Tr : ctor shall provide the capability to check the NCOA database before a on is mailed and use the NCOA address if it is the latest based on the address sele. on hierarchy (Configurable) for the Notification item. Page 97 of 248 RFP 9-1177 Exhibit B 667 The Contractor shall provide the capability to automatically associate and store a copy of the Notification with the account upon successful mailing of the Notification as verified and provided by the BOS or Print/Mail House Provider (optional). 668 The Contractor shall provide the capability to process returned mail an r a new address, if notified by the Print/Mail House Provider (optional) or the US 669 The Contractor shall provide the capability to process returned mail k the address as undeliverable if notified by the Print/Mail House Provider (opt' • SPS. 670 The Contractor shall provide the capability to process returne e : it in bulk . .. rk the address as undeliverable if notified by the Print/Mail Hous vider (optional) e SPS without having to access each account and individual N ion in BOS. For exa • scanning the Notification barcode into a BOS form fo tire batch of returned mai . 671 The Contractor shall provide the capability to Fl rned mail deliverable and Fla_• the address as bad. 672 The Contractor shall provide the capability to pre ons from being escalated and sent to addresses marked as undeliverable or to c o escalate and generate such Notifications but not print them (C • figurable). 673 The Contractor shall provide the Authorized initiate a manual Skip Tracing process on an individual d. 674 The Contractor shall provide the ca► ity, w - ess is found to be bad, to automatically perform Skip Tracing a d quired g address or other contact information to the and identi ce of the address as Skip Tracing. 675 The Contra all, if . address provided, automatically mark the returned Notificati• returned . generate a Notification with new dates as applicable. Escala ' .tes, if appli , in the BOS ee updated based on the new Notification dates. 676 The Cont . ovide the ca 9 . • to manually select Notifications to be re -sent, for example, , ew address has been provided and manually entered. ' ctor s•vide the capability to send a Notification to a customer regarding an un • . , ble ma • tion by using a different distribution channel(Configurable). 678 The Contrahall pro , . e periodic checks for bad (bounced) emails and mark them as undeliverabl. -r a number of failed delivery attempts (Configurable). The Contrac all provide the capability to send a Notification to a customer regarding an undeliv: - email situation by using a different distribution channel (Configurable). 680 or shall provide the capability to mark phone (for both calls and text) and fax . s bad after a number of failed contact attempts (Configurable). 681 The ontractor shall provide the capability to send a Notification to a customer regarding a bad phone (for both calls and text)/fax number situation by using a different distribution channel (Configurable). Page 98 of 248 1.6.2. General RFP 9-1177 Exhibit B Registered Account Statements, Postpaid Invoices and Violation Notices - Statements - statements are generated for customers with Registered accounts, which customers can choose to receive by mail or email, or they can access statements online or via a mob' vice. Postpaid Invoices - if the Agencies elect to offer postpaid accounts, those cust invoice on their Anniversary Day listing each transaction/trip for the bill' account has no new transactions or other financial activity for a billing c receive an invoice. Non-payment of the first invoice shall result in th with additional fees. Non-payment of the late invoice shall result delinquent. The postpaid account shall continue to re transactions/trips and delinquent debt may be placed in co transaction/trip identified by the users will be considered a a Notice of Toll Evasion Violation with each unpaid trans Violation Notices - issued in accordance with the Califo rules. ill receive an If a postpaid mer will not ation ate invoice taccount be ged as invoices for uent ns. At such time eac' d on and the customer shall r icle C and agency business 682 The Contractor shall provide the . • ability to determi account Anniversary Day, based on account type, including ited to: • account type; • account creation date; • date of first transaction and • date of ' 683 The Contra all prove e capabili _enerate the statements on the Anniversary Day eve account has ransactions and other financial activity for the current state cle (Configu 684 The Con shall - generate the invoices on the Anniversary Day only if the . . transactions or other financial activity on the account that • - • not appe. an invoice (Configurable). - ctor s' . 'vide the capability to automatically change the Anniversary Day when . voice -d in place of an old invoice that is canceled. For example, if an invoice is , on 1/ . en returned by the USPS on 1/10, then Rreissued 1/15, reset the Anniver Iay from /5 to 1/15 to give the customer enough time to pay the 1/15 invoice befor: , ding the next one. The Contrac , shall provide the capability to generate the appropriate type of correspond- (statement, invoice), based on the account type, and account balance on - Anni y Day or during the billing cycle. 687 : ctor shall provide the capability (Configurable) to set and maintain statement, in . . nd Violation Notice generation parameters, including but not limited to: • type of correspondence based on account type, such as a Registered account receives a statement and Unregistered (violator) account a receives Violation Notice; Page 99 of 248 RFP 9-1177 Exhibit B • whether to include multiple Violations on a single notice by number of days since first transaction or number of transactions (Violations from each Agency are separate); • date when statement is generated, such as fixed end of the month for accounts, any fixed date within a month or Anniversary Day; • type of statement, invoice, such as monthly, quarterly, annual; • delivery channel, such as electronic or mail; • acceptable payment methods; • acceptable payment channels; • invoice fee assessed each time an invoice is m nd • document fee amount, such as a fee paper stat ment and electron statements are no cost. 688 The Contractor shall provide the capability to gen ach statement, invoice and Violation Notice based on, including but not limited • rolling Anniversary Day; • fixed day; • number of days from tran 'on • ; • customer specified day of t nth; • dollar amo • • reshold; • numb: s/trips; • fi e period; • :nsaction Dat- • ' atio _ 4ns/trips and fixed time period; • com . • f dollar amount threshold and fixed time period and •mbina. number of transactions/trips and dollar amount threshold. .89 The Co ,r shal •e the capability for distributing statements, suppressing the delivery o •ments a essing statement fees (if applicable) based on the following, including bu limited to • acco i pe; • Fla = he account. For example, accounts with USPS Coding Accuracy Support S (CASST') lookup failure or bad address shall not be mailed a statement; every channel and delivery status. For example, if a statement fails CASST' for address lookup, the fee shall not be charged. 690 The Contractor shall provide the capability (Configurable) to utilize various addresses on the account for mailing statements, invoices and Violation Notices. Page 100 of 248 RFP 9-1177 Exhibit B 691 The Contractor shall provide the capability to generate statements, invoices and Violation Notices manually, such as when specifically requested by the customer, in any format available for BOS-generated Notifications. Applicable fee(s) shall be charged for those statements. 692 The Contractor shall provide the capability to balance the generation invoices and Violation Notices over a period of time, based on volume. tements, 693 The Contractor shall provide a numbering methodology for invoi and accounts for the purposes of proper lifecycle documentatio rti and customer service. ion Notices ' dication 1.6.3. Customer Statements — Registered Accou Account statements for Registered accounts are generat� thly/quarterly as selected b customer and as allowed by the Business Rules on the dfigured in OS. 694 The Contractor shall provide the capability to gen egis ccount statements that detail all account activity, including but not limited t • prior balances on the acco t; • toll transaction/trip acti ount (posting try/exit location, date, and time, toll amount); • payments on the account ( ishmen • • • ayments); • adjustments and credits; • discou •s; • of ancial ac on the acc • • ion of trans ► . ers and purc' • f inventory items; • nt stat • cus . sage and global message; ees ass: •n the account and • nt bala • the account. 695 Registered nt state s shall list individual transactions that Posted to the account, including bu limited to: • Tran der -Based Transactions/Trips that Posted to the account by transponder and • ransactions/trips that Posted to the account by license plate. 696 actor shall provide the capability to include customer communication inserts al ith customer statements based on user selected criteria, for example zip code and account type. Page 101 of 248 RFP 9-1177 Exhibit B 1.6.4. Customer Invoices — Postpaid Accounts Most Agency customers are required to maintain a prepaid account balance in order to avoid Violations. In the future, the Agencies may enter into postpaid agreements with customers which will permit the use of the Agencies' Toll Facilities without a prepaid balance. Under this cir tance, the BOS shall periodically bill customers for usage in accordance with the following R ents. 697 The Contractor shall provide the capability to support account -based ' on postpaid accounts, where the monthly invoice reflects the license plate and t ansactions that Posted to the account during the billing cycle. 698 The Contractor shall provide the capability to generate ate invoice whi ude applicable fees if the first invoice is not paid in full by the ent due date. 699 The Contractor shall provide the capability to Flag t paid account as delinquent generate an Operational Alert Notification if th invoice is t paid in full by th payment due date. 700 The Contractor shall provide Authorized Users abi ' suspend a delinquent postpaid account at which time. all subsequent t trips on the account are considered Violations. 701 The Contractor shall provide th - t to initiate the uency process once the account is suspended on the unpa trips which' generation of Notice of Delinquent Toll Evasion Violatio es a delinqu ance on the account to collections. 702 The Contractor shall provide the capa► to ate pos . nvoices that fully detail all activity, including ► mited to: • prior ce; • t charges; • ments; • .. yen • detai g of all transponder transactions/trips on the account; • ailed • f I -Toll transactions/trips on the account and • -d listin; license plate transactions/trips on the account. 703 The Contra hall pro de the capability (Configurable) to set and maintain invoice generation an : nsaction aging parameters, including but not limited to: • invoeneration and aging timeline, for example, generate the monthly invoice th. ays from the Anniversary Day, and amount owed is considered past due igible for delinquency process if not paid within five -days of the due date; count suspension parameters, for example, if account is not suspended by a user within number of days (Configurable) of it being delinquent then BOS shall suspend the account; • number of invoices to issue before account is considered delinquent; Page 102 of 248 RFP 9-1177 Exhibit B • grace period for aging unpaid invoices on an account, for example, a five-day grace period is applied before a late invoice is generated for an unpaid invoice; • eligibility criteria, for example, if customer has at least one (Configurable) un- invoiced toll transaction/trip or other Financial Transaction with' billing cycle then generate a monthly invoice; • aging thresholds and values, for example, if the past due amo the account is more than $5.00 and is more than thirty days past due the assessed; • payment thresholds based on underpayment amount stat orkflow stage, for example, if invoice is underpaid by less tha $0. , then the a wed on the invoice is considered closed and • fee structure, for example, the fees to be ass and whether the fees are assessed at the invoice level or transactio 704 The Contractor shall provide the capability at e tus or wor tage to perform the following actions, including but not limited to: • identify the transactions/trips that are eligib cing; • add applicable fees; • add applicable advisory • generate next invoice for t e fra • ed and • transmit the invoice to the c L er. 705 The Contractor sh 'de the capa, ter a forwarding address obtained from returned mail via inter om an external vendor or manually input, which will re the re- of the mo invoice and its associated transactions/trips into the tr ion aging ess. The re- • d invoice shall have a new issue date and a new d 1.6.5. Vio Viol weallo asion ce where otice. Each Not Agency as well as a Code. The Agencies cation oll Evasion Violation when their Violations are eligible for Notification. n referred to as Violation Notice may have multiple Violations on the ions/trip is assessed penalties or may only have one Violation per Toll Eviolation will contain transaction(s)/trip(s) from only a single ount, a . alty and other information as required by the California Vehicle ave different Violation notices and processes. calation is divided into the following stages: s stage violators are notified of their Violation(s) when the unpaid trips escalate to Violations. The Notice of Toll Evasion Violation will list the s) that occurred during the time period with each Violation showing the toll amp , the fee amount and the penalty due. Failure to pay the Notice of Toll Evasion Violation within the timeline will result in the escalation of the Violation(s) and the generation of Notice of Delinquent Toll Evasion Violation. Each Violation may be assessed additional fees/penalties. Page 103 of 248 RFP 9-1177 Exhibit B • Registration Hold - If the Violation(s) on the Notice of Delinquent Toll Evasion Violation remains unpaid past the payment due date, the Violation(s) are eligible for a Registration Hold. Currently Registration Holds are only placed for vehicles registered in California. • Tax Intercept -Unpaid Violations may be sent to the California Franchise Boar • collection through the Tax Intercept Program. • Collections - Unpaid Violations may be sent to a third -party Collection AThe Contractor may be required to send a pre -collection letter using update • ion from the Collections Agency. 1.6.5.1. Violator Notifications 706 The Contractor shall, based on the Violation Noti• :ability criteria, per the Busir Rules, provide the capability to perform Violati • ice, includi ut not limited to: • first level Notice or the Notice of Toll • Violati • • escalate to second level Notice or Notice of D. oll Evasion Violation, and • Registration Hold warn , • 'ce, if eligible. 707 The Contractor shall provide th. • a • 4 ess Image Transactions/Trips through the Violation process, pe Busin • - luding ► not limited to: • verify that the Configurable fr. - . mak' , yment has passed; • conve - -Based tr. ons/trips to a Violation by assessing the ap a fees . enalties; • fy that no In al Review, A• strative Hearing or Superior Court Appeal s been req • e is no acco d (occurs when there is a Case that requires the CS' stigate the violator Account and all Violation workflow events are suspe • n the Violations; • that no account hold on the Notice; • ve at there is no account hold on the Account; • ver' at license plate is not on an account that has account balance above the I ient Balance Threshold; ify that the required number of Violations are open; verify that the Notice is open; • verify that the payment due date has passed; Page 104 of 248 RFP 9-1177 Exhibit B • verify that the Configurable payment mailing/processing grace period has passed; • verify that the Violations are eligible for escalation to a Notice; • verify that the Notice is eligible for the next level of noticing; • escalate the Notice to the next level; • add applicable penalties and • notify the violator of the escalated Notice. 708 The Contractor shall provide the capability for a CS anage all Notices on the acco including but not limited to: • list all open Notices on the account; • view all open Notices on the account; • re -print any Notice; • view all open Notices b \ )4000,, • view selected Notices; • view all otices; • vi- osees by esca n level; • • cess Notice ents; �cess Vir • di •pen Notice; • ismis • d/or penalty on a Violation but never the toll amount without the • royal 6 uthorized User with the authority to dismiss tolls; • I s Violati b s within an open Notice; • pr 8 . Violations for Posting to a customer's transponder or Registered Li• - Plate account; • ess Violations for Posting to an Interoperable/CTOC Agency account if cense plate is on the Interoperable/CTOC Agency plate list and • process other Flagged Violations on the license plate for Posting to an Interoperable/CTOC Agency account if license plate is on the Interoperable/CTOC agency plate list. Page 105 of 248 RFP 9-1177 Exhibit B 709 The Contractor shall provide the capability to establish a "sinner to saint" program where part or full amount of the fee and/or penalty is credited to the account as a toll credit. The "sinner to saint" program is offered to violator that meet certain criteria including but not limited to: • first time violator and • less than a Configurable number of Violations. 710 The Contractor shall provide the capability to offer violator early • ecial" a Configurable percent reduction in fee and penalty amounts . e ade if the vio . • akes an early payment. The "early bird special" program shal . de available to all • n payments or the first time the violator gets a Violati ce (Configurable). 711 The Contractor shall provide the capability to C • . e the BOS t► upport Notice -base• Violation escalation, for example if first leve a is not res- within the timeline established, then the first level Notice is escala he sec► el Notice that reflects only the outstanding balance on the first level Not I nal penalties per unpaid Violation, even though the account may have additi . tions. 712 The Contractor shall provide t , •'lity to dismiss se : ' dividual Violations on a Notice and prevent their escal. owing the re Violations/Notice to escalate. 713 The Contractor shall provide the cility t• account hold and enter the account hold reason at any es 'o . When a ccount hold is placed, the Violation agin: - suspended. 714 The Contr. all pro the capabi , place selected individual Violations on hold at any • • ion level, i I ing Violatio , at are not on a Notice. 715 The actor sha - . • abi to prevent the aging and escalation of Violati. No ' . . count hold. 716 he Contra .11 provide the capability to continue processing the Violations and a Con _ e number of Calendar Days after an account hold is released. 7 The for sh. wide the capability to restart the Violation aging timeline a Configu numb• . Calendar Days after the issuance of the dispute rejected N ation. The Contr shall provide the Configurable capability to automatically initiate multiple e ions on a Notice at the same time based on the type of license plate, for exampl to a vehicle Registration Hold and escalate the Notice to Collections if the en a was issued in a Jurisdiction that permits concurrent Registration Hold and ns. 719 Th Contractor shall provide the capability to process Violations for the rental car license plate transactions/trips with the same license plate number and within the same renter's rental period, per the Configurable Business Rules. Page 106 of 248 RFP 9-1177 Exhibit B 720 The Contractor shall provide the capability to identify Unregistered Accounts that qualify as "repeat violators" on a Configurable basis based on Business Rules including but not limited to: • number of open Violations on the account; • no ROV information obtained; • outstanding balance on the account and • total number of Violations on the account for a giv: q ti a period. 721 The Contractor shall provide the capability - . ess additional pena Violations/Notices on Unregistered accounts that • : gged as repeat violator. 722 The Contractor shall provide the capability , smit the lic- •late data of repeat violator to the ETTMs at Configurable interva • port m• • nforcement of repeat violators. 723 The Contractor shall provide the capability for Author ers to force selected Notices from one escalation level to ano - d by-pass the ell: riteria. 724 The Contractor shall pro t' ty to c. a and maintain Violation Notice parameters for e • scala • luding of limited to: • the minimum number of Vi► •ns : Con 1:. e period of time to initiate a Violatio . ' e; • the : tim• for escal. of Notices, for example the timeline for • ing from a level Noti : second level Notice if the Notice is not paid . ismissed; • mage-Based Transaction/Trip; • the , al Notice level penalties; q aximu -lty that can be assessed on individual Image -Based sactio and account; • the ice unde . ayment percentage thresholds to prevent escalation; • the 1 ce underpayment amount thresholds to prevent escalation; • t• :ximum Notice amount to be paid to by-pass an escalation level; e maximum number of Violations on the Notice to halt escalation; the maximum amount due on a Notice to halt escalation; • allowable "sinner to saint" offers for Violators who establish Registered accounts and Page 107 of 248 RFP 9-1177 Exhibit B • allowable "early bird special" offers. 725 The Contractor shall provide the capability to automatically advance to the proper Notice processing screen when the Notice barcode is read via the barcode reader. 726 The Contractor shall provide the capability to escalate or place on , e Notices Flagged as 'bad address' as defined by the Business Rules. 727 The Contractor shall provide the Configurable capability to p , if a good address is subsequently found for a Notice or account that i ,:ed as . ddress' based on the escalation level, including but not limited to: • retain the new address; • reissue the Notice to the new address, mple if it i second level Notic. then the second level Notice is reiss a new ad ith a new due date and • reintroduce the Notice and its associated to the Violation workflow at the appropriate place, per the Business Rule 728 The Contractor shall pro • . bility to pr Violation against a home account or Interoperable C • _ he Busine s, including but not limited to: • Post the Violation transacts - rip • Post t, , /trips at t . ropriate toll rate; • • • s part of t es or the w' ee amount; miss part o a► - - • or the •le penalty amount; • • • f: - pay t' - lties. 9 The ctor s'. -vide the capability to identify and retrieve Violation related records search . grid, including but not limited to: • Vio ID number; • No number; • on of Violation; icense plate number; • license plate type; • license plate Jurisdiction; Page 108 of 248 RFP 9-1177 Exhibit B • customer name; • customer address; • transaction/trip date range; • user ID; • phone numbers; • email addresses; • Violation escalation status; • account Flags (for example Notice on ho • address type; • bad address; • Violation disposition rea - • Violation disposition sta e paid); • payment receipt number; • comments . a • • Aler 730 The Co or shall pr• • the capabi • drill down from the final open or closed esc. otice to the ed •revious N► s. 731 The Co r s • i • • to drill down from the current Notice that is open to th. iolations and images. tracto provide the capability to generate an on -demand Violation No activi , ent based on various, Configurable selection criteria that shows the his Violati ► luding but not limited to: • all d Notice ID number(s); • all i idual Violations; • ents made; djustments made; • related disputes and results; • Violation dismissals; Page 109 of 248 RFP 9-1177 Exhibit B • settlements that closed Violations; • history of holds placed on Notice; • current status of Notice and • current status for each Violation. 733 The Contractor shall provide the capability to generate an on-d y violator account statement based on various, Configurable selecti eria t ws the history of the account, including but not limited to: • number of Notices on the account by escalati • all related Notice ID number(s) and curr tus; • all individual Violations and current s • payments made; • adjustments made; • related disputes and res • Violation dismissals and r: • Notice dis ii• ' . is and reason • sett s t ed Violati • • pry of holds r -d on Notice • ent stat - • • cu , s for each Violation. tracto provide the capability to generate a detailed violator account sta eased . ious selection criteria that shows the history of the account, include not lim • list f all Notices on the account and their escalation status; • listf all disputes on the account that were accepted and rejected; • ents made against the Notices; fisting of all Violations closed due to dismissals; • listing of all Violations closed due to settlements and • listing of all account holds or Flags on the account. Page 110 of 248 RFP 9-1177 Exhibit B 735 The Contractor shall provide the capability to attach the generated Statement to the account and make it automatically available through the account history. 1,6,5.2. Registered Account Violators When a prepaid Registered account's balance reaches an Insufficien ce old and all replenishment attempts have failed or when a postpaid, Registered a. nt's invoiast due, future transactions are Violation transactions/trips and Unregi d accounts are 'shed. Registered account holders usually resolve any account issues g the account balan to good standing so an approach that easily resolves Violatio ch situations must be pr along with a method to inform customer of outstanding Vi s for plates on their account. 736 The Contractor shall provide the capability to . to the stered account(s) and Violations created for vehicles on a Registered acc i account holders (both Registered and Unregistered). taining the privacy of all 737 The Contractor shall provide t ability to inform ered account holders of outstanding Violation on vehicle their account of all account holders (both Regis a red). aintaining the privacy 1.7. Payment Processing 1.7.1. Payme ce - Generauireme