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HomeMy Public PortalAbout11 November 12, 2020 Special Commission SPECIAL MEETING AGENDA TIME/DATE: 9:30 a.m. / Thursday, November 12, 2020 Pursuant to Governor Newsom’s Executive Order N-29-20, (March 18, 2020), the meeting will only be conducted via video conferencing and by telephone. Please follow the instructions on the following page to join the meeting remotely. COMMISSIONERS Chair – Ben J. Benoit Vice Chair – Jan Harnik Second Vice Chair – V. Manuel Perez 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 Yxstain Gutierrez / Carla Thornton, City of Moreno Valley Scott Vinton / Christi White, City of Murrieta Berwin Hanna / Ted Hoffman, City of Norco Jan Harnik / Kathleen Kelly, City of Palm Desert Lisa Middleton / Dennis Woods , 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 Kot yuk / 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 RIVERSIDE COUNTY TRANSPORTATION COMMISSION www.rctc.org SPECIAL MEETING AGENDA* *Actions may be taken on any item listed on the agenda 9:30 a.m. Thursday, November 12, 2020 Pursuant to Governor Newsom’s Executive Order N-29-20, (March 18, 2020), the meeting will only be conducted via video conferencing and by telephone. Please follow the instructions below to join the meeting remotely. INSTRUCTIONS FOR ELECTRONIC PARTICIPATION Join Zoom Meeting https://rctc.zoom.us/j/84788198884 Or join by phone: US: +1 669 900 6833 or +1 253 215 8782 Webinar ID: 847 8819 8884 For members of the public wishing to submit comment in connection with the Commission Meeting please email written comments to the Clerk of the Board at lmobley@rctc.org prior to November 11, 2020 at 5:00 p.m. and your comments will be made part of the official record of the proceedings. Members of the public may also make public comments through their telephone or Zoom connection when recognized by the Chair. 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 on the Commission’s website, www.rctc.org. In compliance with the Americans with Disabilities Act, Government Code Section 54954.2, Executive Order N-29-20, 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 / PLEDGE OF ALLEGIANCE Riverside County Transportation Commission Special Meeting Agenda November 12, 2020 Page 2 3. PUBLIC COMMENTS – 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. 4. 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 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. 5. 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. 5A. APPROVAL OF MINUTES – OCTOBER 14, 2020 Page 1 5B. SINGLE SIGNATURE AUTHORITY REPORT Page 16 Overview This item is for the Commission to receive and file the Single Signature Authority report for the first quarter ended September 30, 2020. 5C. ACTIVE TRANSPORTATION PROGRAM – SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS 2021 REGIONAL PROGRAM GUIDELINES – 20-POINT DISTRIBUTION FOR RIVERSIDE COUNTY PROJECT APPLICATIONS Page 18 Overview This item is for the Commission to approve the 20-point distribution methodology for Riverside County for inclusion into the Southern California Association of Governments (SCAG) 2021 Regional Program Guidelines for the Active Transportation Program (ATP) Cycle 5. Riverside County Transportation Commission Special Meeting Agenda November 12, 2020 Page 3 5D. FINANCIAL ENTERPRISE RESOURCE PLANNING SOFTWARE IMPLEMENTATION AND BUSINESS APPLICATION PROCUREMENT AND IMPLEMENTATION CONSULTING SERVICES Page 20 Overview This item is for the Commission to: 1) Approve Agreement No. 18-19-082-01, Amendment No. 1 to Agreement No. 18-19-082-00, with Tyler Technologies (Tyler) for the Munis Enterprise Resource Planning (ERP) software implementation modification at no cost to the Commission and an extension to August 2025; 2) Approve Agreement No. 19-19-003-01, Amendment No. 1 to Agreement No. 19-19-003-00, with SDI Presence, LLC (SDI) for budgeting and timekeeping software applications procurement and implementation consulting services in the amount of $135,850, plus a contingency amount of $43,750, for an additional amount of $179,600, and a total amount not to exceed $681,900, and an extension for the Munis ERP software modification to December 2023; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission; 4) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for the agreement; and 5) Approve a budget adjustment to increase the FY 2020/21 expenditures of $55,300 for budgeting and timekeeping software applications procurement and implementation consulting services. 5E. 15 EXPRESS LANES ADMINISTRATIVE REVIEW HEARING OFFICER SERVICES AGREEMENT Page 37 Overview This item is for the Commission to: 1) Approve Agreement No. 21-31-011-00 with David Cyprien for 15 Express Lanes administrative review hearing officer services for a five-year term in an amount not to exceed $100,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreement on behalf of the Commission. Riverside County Transportation Commission Special Meeting Agenda November 12, 2020 Page 4 5F. REQUEST TO DECLARE REAL PROPERTY AS SURPLUS Page 55 Overview This item is for the Commission to: 1) Declare as surplus the real properties in the cities of Riverside, Perris, Hemet, and San Jacinto, as specifically identified in this report and attachments; 2) Authorize the Executive Director to notify public agencies pursuant to California Government Code (Government Code) Section 54220 et.seq the properties are available; and 3) Authorize the Executive Director to offer the surplus properties for sale to the public should no response be received. 5G. 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 76 Overview This item is for the Commission to: 1) Approve Agreement No. 21-45-017-00 with the California Department of Transportation (Caltrans) to provide state funding for FY 2020/21 for the operation of the Riverside County Freeway Service Patrol (FSP) program in an amount not to exceed $1,696,153; 2) Approve Agreement No. 21-45-016-00 with Caltrans to provide Senate Bill (SB) 1 funding for FY 2020/21 for the operation of the Riverside County FSP program in an amount not to exceed $1,412,787; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission; and 4) Adopt Resolution No. 20-015, “A Resolution of the Riverside County Transportation Commission Authorizing Certain Officials to Execute Agreements with Caltrans for Freeway Service Patrol Program Funding.” Riverside County Transportation Commission Special Meeting Agenda November 12, 2020 Page 5 5H. REGIONAL 511 IMPLEMENTATION Page 97 Overview This item is for the Commission to: 1) Approve Agreement No. 21-45-022-00, between the Los Angeles County Service Authority for Freeway Emergencies (LA SAFE), San Bernardino County Transportation Authority (SBCTA), and the Commission for Southern California’s 511 traveler information system services for up to a five-year term in the amount of $865,506, plus a contingency amount of $25,000, for a total amount not to exceed $890,506; 2) Approve Agreement No. 09-45-067-08, Amendment No. 8 to Agreement No. 09-45-067-00, with Iteris, Inc. (Iteris) for the continued provision of operations and maintenance services for the Inland Empire 511 (IE511) system through June 30, 2021, for an additional amount of $130,000, and a total amount not to exceed $3,475,785; 3) Approve Agreement No. 14-41-156-07, Amendment No. 7 to Agreement No. 14-41-156-00, with Media Beef, Inc. (Media Beef) for the continued provision of programming and website/mobile application administration services for IE511 through June 30, 2021 for an additional amount of $35,000, and a total amount not to exceed $1,473,670; 4) Approve Agreement No. 19-45-080-02, Amendment No. 2 to Agreement No. 19-45-080-00, with SBCTA to extend the agreement through June 30, 2021 for reimbursement to the Commission for continued IE511 operations; and 5) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission. 5I. AGREEMENT FOR VANPOOL VEHICLE LEASING SERVICES Page 120 Overview This item is for the Commission to: 1) Award Agreement No. 21-41-021-00 to Airport Van Rental Vanpool, doing business as AVR Vanpool (AVR), for vanpool vehicle leasing services for a three-year term, plus one two-year option to extend the agreement, in an amount not to exceed $875,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreement, including option years, on behalf of the Commission. Riverside County Transportation Commission Special Meeting Agenda November 12, 2020 Page 6 6. COUNTY OF RIVERSIDE REQUEST FOR AN INCREASE TO THE LOAN FOR THE HAMNER BRIDGE PROJECT Page 155 Overview This item is for the Commission to approve an $18,668,000 increase to the loan with the County of Riverside (County) of 2009 Measure A Western County Regional Arterial (MARA) and/or Transportation Uniform Mitigation Fee (TUMF) Regional Arterial program funds, for a not to exceed amount of $52,131,000 for construction of the Hamner Bridge Replacement and Widening Project (Hamner Bridge Project) with the County’s repayment of the loan anticipated from federal Highway Bridge Program (HBP) funds. 7. IMPLEMENTATION AND MANAGEMENT SERVICES AGREEMENT BETWEEN RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND WESTERN RIVERSIDE COUNTY REGIONAL CONSERVATION AUTHORITY Page 159 Overview This item is for the Commission to: 1) Approve the Implementation and Management Services Agreement No. 21-11-025-00 (Agreement) between RCTC and the Western Riverside County Regional Conservation Authority (RCA) for an initial five-year term and successive one-year terms thereafter; and 2) Authorize the Chair, pursuant to legal counsel review, to finalize and execute the Agreement; 3) Approve budget adjustments of $1.8 million and $2 million to increase FY 2020/21 budgeted expenditures and revenues, respectively, related to salaries, benefits and other costs necessary to implement the Agreement and RCA reimbursements to RCTC; and 4) Approve the revised FY 2020/21 salary ranges. 8. ITEM(S) PULLED FROM CONSENT CALENDAR AGENDA 9. 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. 10. ADJOURNMENT The next meeting of the Commission is scheduled to be held on Wednesday, December 9, 2020, via Zoom. AGENDA ITEM 5A MINUTES RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEETING MINUTES Wednesday, October 14, 2020 1. CALL TO ORDER The Riverside County Transportation Commission was called to order by Chair Ben J. Benoit at 9:39 a.m., via Zoom Webinar ID 829 6855 5624. Pursuant to Governor Newsom’s Executive Order N -29-20. PLEDGE OF ALLEGIANCE Commissioner Art Welch led the Commission in a flag salute. 2. ROLL CALL Commissioners/Alternates Present Commissioners Absent Rusty Bailey Lisa Middleton * Mike Beauchamp Ben J. Benoit Michael Naggar Steven Hernandez Brian Berkson V. Manuel Perez Randall Bonner Dana Reed Joseph DeConinck Wes Speake Waymond Fermon Karen Spiegel Kathleen Fitzpatrick Larry Smith Raymond Gregory Michael M. Vargas Yxstain Gutierrez Chuck Washington Berwin Hanna Ted Weill Jan Harnik Lloyd White Jeff Hewitt Art Welch Kevin Jeffries Russ Utz Linda Krupa Scott Vinton Clint Lorimore Ted Weill Bob Magee Bill Zimmerman Scott Matas *Arrived after the meeting was called to order. 3. PUBLIC COMMENTS There were no requests to speak from the public. 1 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 2 4. ADDITIONS / REVISIONS Lisa Mobley, Clerk of the Board , announced there was a revision to Agenda Item 6, “Fiscal Year 2020/21 Organization Recommendations”, on page 501,, third paragraph, Fiscal Year 2019/20 budget was inadvertently used instead of Fiscal Year 2020/21 budget that the Commission adopted. 5. CONSENT CALENDAR M/S/C (Hanna/Jeffries ) to approve the following Consent Calendar items. 5A. APPROVAL OF MINUTES – September 9, 2020 5B. QUARTERLY SALES TAX ANALYSIS Receive and file the sales tax analysis for Quarter 1, 2020. 5C. QUARTERLY FINANCIAL STATEMENTS Receive and file the Quarterly Financial Statements for the 12 months ended June 30, 2020. 5D. QUARTERLY INVESTMENT REPORT Receive and file the Quarterly Investment Report for the quarter ended June 30, 2020. 5E. INLAND EMPIRE COMPREHENSIVE MULTIMODAL CORRIDOR PLAN ADOPTION 1) Adopt and confirm the Inland Empire Comprehensive Multimodal Corridor Plan (CMCP) is consistent with California Transportation Commission guidelines for CMCPs; and 2) Authorize staff to make minor changes as needed to keep the document current and accurate. 5F. AMENDMENT TO AGREEMENT RELATED TO THE CONSTRUCTION OF THE RIVERSIDE DOWNTOWN LAYOVER FACILITY EXPANSION PROJECT 1) Approve the increase in the contingency for Agreement No. 19-33-029 -00 with Reyes Construction, Inc., for the construction of the Riverside Downtown Layover Facility Expansion Project (Project) in the amount of $455,000, for a revised contingency of $875,142, and a total amount not to exceed $5,255,000; and 2 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 3 2) Approve an increase of $300,000 in the FY 2020/21 budget for construction expenditures related to the Project. 5G. AMENDMENT TO CONSTRUCTION MANAGEMENT AGREEMENT FOR THE LA SIERRA STATION EXPANSION PROJECT 1) Approve Agreement No. 16-24-080-03, Amendment No. 3 to Agreement No. 16-24-080-00, with S2 Engineering, Inc. (S2) to complete construction management (CM) services, materials testing, and construction survey services for the La Sierra Station Expansion Project, for an additional amount of $102,069 and a total amount not to exceed $940,469; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission. 5H. COACHELLA VALLEY -SAN GORGONIO PASS RAIL CORRIDOR PLANNING STUDY UPDATE AND HDR CONTRACT AMENDMENT 1) Approve Agreement No. 14-25-072-05, Amendment No. 5 to Agreement No. 14-25-072-00, with HDR Engineering (HDR) related to the Coachella Valley -San Gorgonio Pass Rail Corridor Service Planning Study in the amount of $831,653, plus a contingency amount of $83,000, for a total amount of $914,653, and a total amount not to exceed $6,916,748 and a term extension through June 30, 2022; 2) Authorize the Executive Director, pursuant to legal counsel review, to finalize and execute the agreement on behalf of the Commission; 3) Authorize the Executive Director, or her designee, to approve the use of the contingency amount as may be required for the agreement; and 4) Amend the Commission’s Fiscal Year 2020/21 Short Range Transit Plan (SRTP) and make appropriate budget amendments to reprogram $2,468,404 of Proposition 1B Public Transportation Modernization, Improvement, and Service Enhancement Account (PTMISEA) Funds from the Special Events Train Platform at the Indio Station project to the Coachella Valley -San Gorgonia Pass Rail Corridor Study and commuter rail station capital upgrades. 6. FISCAL YEAR 2020/21 ORGANIZATION RECOMMENDATIONS Anne Mayer, Executive Director, provided an overview for the FY 2020/21 budget adjustment and the revised FY 2020/21 salary range s. At this time, Commissioner Lisa Middleton joined the meeting. Commissioner Michael Vargas made the motion to approve the staff recommendation and Commissioner Art Welch seconded the motion. 3 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 4 1) Approve revised FY 2020/21 salary ranges; and 2) Approve an increase of $504,000 in the FY 2020/21 budget for salaries and benefits expenditures related to the reinstatement of merit increases, salary range cost of living adjustment (COLA), and funding for Planning and Programming Director approved by the Executive Committee. Commissioner Lloyd White apologized for the late comment as he hoped to hear more comments on this issue. He stated as he did in the Executive Committee meeting when the Committee Members considered this item he called for a division of question and to pull out the funding for the Planning and Programming Director as a separate item. Commissioner White expressed concern for the merit increases as it is not the time to do this. He requested to vote on the merit increases as a separate item and called for a motion for the division of the recommended action. Commissioner Kevin Jeffries seconded the motion. Chair Benoit clarified with the original motion makers to bifurcate staff’s recommendations and make it two separate items. Commissioner Dana Reed requested to Chair Benoit that the Commissioners vote on whether to bifurcate this item or not. Chair Benoit clarified the substitute motion that is on the table is to vote on whether to bifurcate this item. M/S/C (White/Jeffries) to bifurcate this item. No: Bailey, Benoit, Fermon, Gutierrez, Middleton, Perez, Vargas, Washington, Welch, and Weill The item passes. Chair Benoit stated the Commission will bifurcate those two items. Commissioner Karen Spiegel noted she tried to get her question before the vote and asked if every year RCTC has received merit increases or if there was a year it was skipped in recent years. Anne Mayer replied for the past five years merit increases have been included in the budget but prior to that because of the recession RCTC went through approximately four years of frozen salaries and she believes they were reinstated in 2015. She explained RCTC employees stay for a long time and from a salary range perspective that me ans 20- 25 percent of employees are topped out, which means even if they were high performing 4 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 5 and earn a full 4 percent merit increase, they do not receive it as such because they are topped out in their salary range . Commissioner Clint Lorimore stated due to some connection issues he was unable to vote and would have voted in favor to bifurcate the item. Lisa Mobley stated she will note that for record. In response to Commissioner Raymond Gregory’s question is the proposal for the salary for the merit increases retroactive, Anne Mayer replied it would be retroactive back to July 1. She stated as it was mentioned in the staff report the $504,000 budget adjustment in addition to what was previously approved for salaries and benefits RCTC still has salaries and benefits totaling less than one percent of RCTC’s $1.3 billion budget. Chair Benoit clarified at this point, the Commission has a bifurcated item to bifurcate the salary range merit increase from the funding for the Planning and Programming Director item. Commissioner White concurred and stated he was also in favor of keeping the salary ranges, so staff recommendation no. 1 Approve revised FY 2020/21 salary ranges with the funding for Planning and Programming Director approved by the Executive Committee. Anne Mayer stated the budget adjustment for that she would recommend would be $175,000 and she referred to Theresia Trevino, Chief Financial Officer, to verify that amount is sufficient for those two items. Chair Benoit stated he will need a motion for the approval of the revised FY 2020/21 salary ranges and funding for Planning and Programming Director approved by the Executive Committee. Commissioner White made the motion and Jeffries seconded the motion for the Planning and Programming Director approved by the Executive Committee. Chair Benoit clarified the motion that was just made and Commissioner White concurred. There was a request for clarification about what the Commission was being asked to approve . Chair Benoit clarified the motion that is currently on the table and then referred to legal counsel for further clarification. Steve DeBaun, Legal Counsel, stated the Commission can break out staff’s recommendations from the agenda item as the Board sees fit. Moving on item one and the second half of item two and putting them together independent from the first portion of item two is appropriate. 5 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 6 Anne Mayer clarified that item no. 2 is revised to: Approve an increase of $240,000 in the FY 2020/21 budget for salaries and benefit expenditures related to salary range cost of living adjustments and funding for the Planning and Programming Director approved by the Executive Committee. This revision changes the dollar amount and it deletes the reinstatement of merit increases. After further clarification amongst the Commissioners about the increase in funding for the salary increases and the funding for the Planning and Programming Director, and then in the second item the difference in the increase for the FY 2020/21 budget for the other positions since the agenda item is being bifurcated. Anne Mayer then clarified item no. 1 is to approve the FY 2020/21 Salary ranges and item no. 2 is to approve an increase of $240,000 in the FY 2020/21 budget for salaries and benefit expenditures related to salary range cost of living adjustments and funding for the Planning and Programming Director approved by the Executive Committee. She suggested to vote on that first and then if a Commissioner chooses to make a motion for the balance of that funding for reinstatement of merit increases that would be the second question. Commissioner White stated he will restate his motion to be what Anne Mayer said in the first part. Chair Benoit clarified Commissioner Jeffrie s was okay with that as the seconder. Commissioner Jeffries concurred. There was further clarification that the merit increase question was separate from the salary range question. M/S/C (White/Jeffries) to: 1) Approve the revised FY 2020/21 salary ranges 2) Approve an increase of $240,000 in the FY 2020/21 budget for salaries and benefit expenditures related to salary range cost of living adjustments and funding for the Planning and Programming Director approved by the Executive Committee. The item passes. Chair Benoit noted being at the separate item for reinstatement of merit increases for approval and asked if staff wanted to speak on this item. Anne Mayer stated her recommendation is to proceed with the merit increases. RCTC has a very significant workload as she has mentioned before our total salaries and benefits 6 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 7 are less than one percent of RCTC’s overall budget and RCTC is an extraordinarily lean and prudent organization. Motion was made by Middleton, seconded by Vargas to approve the balance of the funding related to the reinstatement of merit increases. Chair Benoit explained this agenda item originally came to the Executive Committee back when COVID-19 was first taking grasps and he followed the lead of some of the Committee Members, because the County was not doing those type of merit increases this fiscal year. He recognized the cities were going into the pandemic blindly wondering what was going to be happening and also how Commissioner White feels that his city has that potential cliff with their fiscal issues although he recognizes their sales tax measure money is continuing to come in and his city has as well. He expressed when RCTC was going through the due diligence period to look at RCA it became known that RCA had been given merit increases and he requested staff look into this further to find out if the County employees had received merit increases for this fiscal year and they had. Chair Benoit expressed concern for RCTC staff knowing that RCA staff got these increases when they decided to pull them out and not give RCTC staff those increases. He stated it is difficult to assume that a separate organization got increases when they were under the belief that RCA as well as the County would not get them, but they have. Chair Benoit explained this might be different next fiscal year, but he feels very strongly for this fiscal year to give the merit increases to RCTC staff and asked the Commissioners to vote yes, as this needs to pass to take care of RCTC employees as they are going to take on a very heavy work load to assume and bring in more work for RCA. Commissioner Washington expressed appreciation for Chair Benoit’s comments and stated comparing RCTC’s paid salary and benefit structure to the County’s is like comparing apples to pears. He noted how the County has an extensive network of labor agreements with almost every employee and the increases in pay are guaranteed by the contract. He expressed gratitude for the job Anne Mayer does as an Executive Director by running a very lean organization and how staff stays at RCTC for a long period of time . He supports the reinstatement of merit increases as RCTC can afford these merit increases and do it in a financially sustainable way. Vice Chair Harnik expressed appreciation for Chair Benoit’s and Commissioner Washington’s comments and stated she supports the reinstatement of the merit increases. She clarified if the Commissioners need to approve the balance of the funding in that motion for the reinstatement of merit increases. Anne Mayer replied yes. Vice Chair Harnik asked if that is acceptable to the motion makers to include that in the motion. 7 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 8 Chair Benoit acknowledged Commissioner Vargas said yes and Commissioner Middleton replied that is acceptable. Commissioner Hewitt opposed this item. He explained that bifurcating this item was a good compromise as the salary ranges and the Planning and Programming Director position were approved. He expressed concern all of us have not been affected in a way many of their constituents have and he concurred with Commissioner White’s comments, as it is uncertain right now. He stated numbers can always be manipulated and look like we are getting the funds we need right now but there are tough times ahead. Commissioner Hewitt stated he will be voting no. Chair Benoit replied that he does not believe anyone is manipulating numbers at this organization but expressed appreciation for his comments. In response to Commissioner Utz’s clarification the Commission approved the cost of living raises across the board, Anne Mayer replied no that is not what that item was. She explained that item was to approve a 2.91 percent cost of living adjustment (COLA) on the ranges themselves so our salary ranges moved upward 2.91 percent, that does not result in automatic cost of living adjustments to all staff salary. During her tenure at RCTC there was one COLA done after the recession, but RCTC does not do COLAs for everyone’s salaries. Anne Mayer explained that salary range shift will impact seven employees who are currently at their bottom range and they will be salary adjustments averaging approximately $200 a month. There maybe a couple more people at the top end that may have been impacted, but it is not across the board. Commissioner Utz clarified what he heard from Ms. Mayer is that most of our employees are at the top of their salary range and would need the merit increase to get a raise. Anne Mayer replied 20 to 25 percent of our employees are at the top end the majority of employees are in the middle and none of those employees will see any adjustment to their salaries so the majority of RCTC employees will not see an adjustment to their salary without the merit increases. Commissioner Jeffries asked how much the merit increase is and who decides it. Anne Mayer replied 4 percent is the maximum merit increase and ultimately she determines the percentage. She explained each employee goes through a performance appraisal and there are specific forms where ratings are given and the ratings are then tabulated. Anne Mayer stated for example, if an employee received a four on each of the categories they would receive a 4 percent if an employee received a two in the categories they would receive a 2 percent, which is a sliding scale depending on performance and she signs off on all of them. In response to Chair Benoit’s question about the average percent for the past couple of years, Anne Mayer replied she does not know but would say the average is probably in 8 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 9 the 3 to 4 percent range. She explained with that being said as she mentioned 20 to 25 percent of our employees are at the top so even if the Commissioners approve a 4 percent merit increase if they only have one percent between their current salary and the top of their range they only get one percent. Commissioner Spiegel stated this would have been for the merit increase for last year and referred to some of Anne Mayer’s comments and that is through the next few months if we move forward with RCA and have our blended family the workload maybe a little more burdensome for some employees if this goes through. Commissioner Spiegel explained with that being said she understood that the RCA employees had already received a merit increase this fiscal year. Anne Mayer replied that some of the RCA employees had receive a merit increase for this fiscal year. Commissioner Spiegel expressed generally supporting her colleague’s comments as far as the timing is bad financially even though RCTC is doing well, but it is uncertain in the coming months and she needs the blended family to be happy. She stated not realizing that RCTC did not get COLAs and without the COLAs there is a whole different view on this and the concern for the competition with our employees being to other agencies. She noted the class and compensation study will be beneficial down the line but does not want RCTC to get behind. Commissioner Spiegel stated th e re were major challenges with the County’s class and compensation study of being below market. At this time, Commissioner Gutierrez left the meeting. M/S/C (Middleton/Vargas) to approve the balance of the funding related to the reinstatement of merit increases. No: Berkson, Hewitt, Utz, and White The item passes. In response to Chair Benoit’s question if there was a vote count, Lisa Mobley replied 27 affirmatives . Anne Mayer expressed gratitude to the Commission on behalf of RCTC staff as there is a reason why people stay at RCTC for a long time and how important the Commissioners’ leadership is as the staff are all very proud to work for RCTC and the Commissioners’ regard for staff is very much appreciated. The action the Commissioners just took demonstrates it and it is quite motivating to the RCTC team. 9 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 10 7. STATE AND FEDERAL LEGISLATIVE UPDATE David Knudsen, Legislative Affairs Manager, provided an update for the state and federal legislative activities. Commissioner Speake stated it is disheartening to hear this even though it has been heard that investment from the state in transportation in moving commuters is frankly under attack and it has been under attack. As a Commission it is a self-help but to give up and allow the state to abandon Riverside County is something they cannot do, and he is uncertain what else can be done . Commissioner Speake stated that Anne Mayer and staff are working very hard and suggested looking for ways to try and mobilize and speak to the State Legislature in Sacramento. He expressed RCTC needs to really push for an option to show a balanced approach to fix some of the current issues and to put it on the taxpayers of Riverside County is completely unfair. There needs to be some pushback to those folks and at the same time noted at its January Commission Workshop there was discussion about putting together a mitigation plan with Western Riverside Council of Governments (WRCOG) on how to set aside transportation projects or economic development projects that keep commuters from getting on the freeway. He mentioned having discussions with WRCOG’s Executive Director Rick Bishop about economic development as it is time to marry those two together and getting f olks to work where they live. He noted the Commission still needs to show we are a self-help and suggested the Commission work on a plan that envelops the economic side because every job that is created in Riverside County helps the Commission, it is less pressure on the roads and the highways, and on some of these projects the Commissioners all want and pushed for in the 10-Year Western Riverside County Highway Delivery Plan. He stated the Commission and their constituents need to find a way to have a raised voice to have it heard in Sacramento and to keep fighting. Commissioner Middleton concurred with Commissioner Speake’s comments and stated one of the lessons in 2020 has been how much of a change the work environment has been and so much work now is taking place virtually just like this meeting is being held and from a public policy standpoint the Commission should be encouraging in the future. She is uncertain what form that takes in terms of legislation and regulation but that is a conversation the Commission needs to have . Commissioner Middleton expressed encouraging returning to a new normal that does not have people sitting in a car five days a week is something that the Commission needs to build up. Anne Mayer expressed appreciation for the Commissioners’ comments and understands they will have to be coordinated and strategic and think differently given the current environment. There will be an idea at the beginning of November what the California Transportation Commission (CTC) staff recommendations are for all the SB 1 allocations . Also in January staff will bring to the Commission for adoption the State and Federal Legislative Platform. Staff is taking feedback and the Commissioners can be assured that these issues and comments will be considered in the platform in January 2021. 10 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 11 M/S/C to receive and file an update on state and federal legislation. 8. INTERSTATE 15 CORRIDOR OPERATIONS PROJECT Michael Blomquist, Toll Program Director, presented the potential for a future improvement on the I-15 corridor at the south end of RCTC ’s current I -15 Express Lanes Project for the Interstate 15 Corridor Operations Project (15 COP), highlighting the following areas: • Commission priorities on I -15: Group 1 Highest Priority Projects o I-15 Express Lanes (Cajalco Road to SR-60) o 15/91 Express Lanes Connector o I-15 Express Lanes (SR-74 to Cajalco Road): through environmental o I-15 Express Lanes Advanced Operations Group 2 Next Highest Priority Projects o I-15 Express Lanes (SR-74 to Cajalco Road): through construction • A map of the proposed improvements from the 10-Year Delivery Plan • Sequencing of the I-15 Projects – Four planned I-15 corridor projects reflected in this table • Project purpose: o 15 Express Lan es Project  Geographic limits  Extent of improvements o Timing of corridor improvements  15 ELP  15 ELP – Southern Extension o 15 COP  Interim improvement  Some congestion relief, targeted area • Proposed improvements along with a diagram: o Add one southbound lane  Cajalco on-ramp to Weirick off -ramp o Bedford Canyon Wash  Median and outside bridge widening  Minimize impact to channel o Future Project  Perpetuated auxiliary lane  Compatible improvements • Project development schedule, estimated project cost, and proposed funding 11 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 12 Commissioner Speake expressed appreciation to staff for thinking ahead and having some foresight with the proposed 15 COP because this will do nothing to address the three lane drops that have been discussed as the I-15 will be going from five lanes to three lanes and there will be traffic back up. He expressed gratitude to the contractor for being under budget so there is funding to do this project, and that the Commission is only disturbing the Bedford Canyon Wash for a second time. Commissioner Speake mentioned this at the last Western Riverside County Programs and Project Committee meeting and reiterated the fact that the cost is higher than average because of the work being done and it allows RCTC to have to pay for this mitigat ion only once and being as efficient as possible. He expressed how much this project is going to be needed already seeing the I-15 project being tentatively open and having commuters stay in the lanes there as traffic is already backing up. Commissioner Speake stated hopefully this project can move quickly and the Commissioners are in support of this and then RCTC can work on the other issues in the future on I-15, but this is a start with this project. Commissioner Utz expressed appreciation for coming in under budget on one project and then reapportioning those funds to make the original project that much better. He cautioned regarding these projects as they look at the multimodal plan today and as he just heard previously in the legislative update regarding state and federal dollars potentially drying up for projects. Commissioner Utz expressed the main idea behind this entire Commission and the original Measure A was connecting Riverside County to Riverside County not connecting Riverside County to Los Angeles, Orange, and San Diego Counties, but to remember to focus while those state dollars are still available that they have a multitude of infill projects connecting the County so they can keep those jobs in the County and keep people off the freeways. He supports this but cautioned to remember where the Commission’s focus needs to be on these projects. Commissioner Spiegel understood Commissioner Utz’s comments and stated how difficult the challenges were with the SR-91 HOV Project and that it conn ects Riverside County residents to their jobs in other counties. This is reality and the Commissioners had to work with it and she expressed the challenge is if RCTC does not invest on these projects they will be hurting tremendously the cities along I- 15 with all the lane drops and people getting off the freeways and driving through the cities. Commissioner Spiegel stated it is the Commission’s job of representing those communities that have traffic that gets backed up. She referred to the 91 COP the Commission approved that will alleviate traffic going to the Orange County Line, which is much needed and expressed appreciation to staff for jumping on this project early on and taking care of those lane drops and for bringing this forward now rather than waiting until this project is done. Anne Mayer referred to Commissioner Utz’s comments and stated this Commission increasingly will need to have conversations about priorities and if 12 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 13 there are additional funds or savings on projects talking about how that money is invested in the Commissioner’s next priorities. In this particular instance staff re commended investing in this additional auxiliary lane because the scope of the I-15 Project was originally much larger, and in 2010 it was truncated to Cajalco Road because of a lack of funding. She explained staff thought that if there were savings on the original I -15 Project then it would be most appropriate for it to go into additional improvements on I-15 as that was the corridor that was originally impacted with a lack of funding. Anne Mayer stated if that was not the case staff would have probably brought a different recommendation so the Commissioners could discuss next priorities and connecting our communities is an important conversation for the Commissioners to have. Commissioner Utz clarified that it is a great idea to reprogram the dollars back in that 15 corridor project because that is where they came from due to the savings. He was suggesting in the future when other choices come along, they need to make sure the Commissioners’ are focusing inside and not outside Riverside County. At this time, Commissioners Jeffries and Reed left the meeting. M/S/C (Vargas/Speake ) to: 1) Authorize staff to implement all project development activities needed to complete construction of the I-15 Corridor Operations Project (15 COP), including immediately commencing the preliminary engineering/environmental document work phase; 2) Authorize the Executive Director to negotiate and execute a contract amendment to Agreement No. 19-31-025-00 or a new contract with HDR Engineering, Inc. (HDR) to provide final design services for the 15 COP for an amount as necessary to complete the work, currently estimated in the amount of $2,379,000, plus a contingency amount of $238,000, for a total estimated amount of $2,617,000, as it is in the best public interest and best interest of the Commission to conduct a non-competitive procurement; 3) Approve project funding comprised of: a) $25.0 million in Measure A sales tax revenue bond proceeds projected to be available for all phases of project development costs for the 15 COP; and b) $13.3 million in federal Congestion Mitigation and Air Quality (CMAQ) funds for construction phase costs for the 15 COP and to program this funding in the 2021 Federal Transportation Improvement Program (FTIP); 4) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute all necessary, non-funding, agency agreements or 13 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 14 amendments to existing agency agreements for all phases of project development; 5) Authorize the Executive Director, or designee, to approve contingency work as may be required for the Project; and 6) Approve an increase of $2,000,000 in the FY 2020/21 budget for preliminary engineering/environmental document and final design work phase expenditures related to the 15 COP. 9. ITEM(S) PULLED FROM C ONSENT CALENDAR FOR DISCUSSION There were no items pulled from the Consent Calendar. 10. COMMISSIONERS/EXECUTIVE DIRECTOR’S REPORT • RCA Update, Anne Mayer 10A. Chair Benoit announced on October 24 the city of Wildomar has a Halloween Laser Light Show at Marna O’Brien Park. It will be socially distanced with everyone parked in the parking lot and staying in their cars. 10B. Commissioner Vargas expressed gratitude to Anne Mayer and staff for all the projects they have been doing throughout this pandemic as it is incredible and for how this organization spends less than 1 percent on salaries. 10C. Anne Mayer updated the Commission on the Western Riverside County Conservation Authority’s (RCA) request for RCTC to become the managing agency and on the completed 60-day due diligence process with RCA. An update will be provided at its November Commission meeting and a draft implementing agreement will be considered for approval. Anne Mayer stated a copy of the “Implementation and Management Services Agreement between Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority” agenda item and the draft managing agency agreement will be emailed to all the Commissioners , which was presented for approval at the Executive Committee this morning. In response to Commissioner Zimmerman’s question about who initiated the idea for RCTC to become the managing agency for RCA, Anne Mayer replied it was not her idea and she would defer to some of the Commissioners that also serve on the RCA Board. She explained the RCA Executive Director retired a year ago so that Board was in the process of recruiting for a replacement Executive Director and during that process their internal discussions led them to having this conversation about what other options do they have and they asked RCTC to consider serving this role. 14 Riverside County Transportation Commission Meeting Minutes October 14, 2020 Page 15 11. CLOSED SESSION 11A. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION Pursuant to Government Code Section 54956.9(d)(1) Case No(s). RIC1903801 There were no announcements from Closed Session. 12. ADJOURNMENT There being no further business for consideration by the Riverside County Transportation Commission, Chair Benoit adjourned the meeting at 11:14 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Thursday, November 12, 2020, via Zoom. Respectfully submitted, Lisa Mobley Clerk of the Board 15 AGENDA ITEM 5B Agenda Item 5B RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 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, 2020. 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, 2020, under the single signature authority granted to the Executive Director. The unused capacity of single signature authority for services at September 30, 2020 is $1,408,475. Attachment: Single Signature Authority Report as of September 30, 2020 16 CONTRACT # CONSULTANT DESCRIPTION OF SERVICES ORIGINAL CONTRACT AMOUNT PAID AMOUNT REMAINING CONTRACT AMOUNT AMOUNT AVAILABLE July 1, 2019 $1,500,000.00 18-33-123-00 Los Angeles Engineering La Sierra Station Expansion Project 3,497.49 0.00 3,497.49 PO 2806 Dispensing Technology Corp.Bituminous Applicator for Interstate 15 Express Lanes 38,045.74 0.00 38,045.74 21-31-002-00 California Highway Patrol Construction Zone Enhancement Program (COZEEP) for Interstate 215 Pachappa Project 49,982.00 0.00 49,982.00 AMOUNT USED 91,525.23 91,525.23 $1,408,474.77 None N/A $- $- $- Jose Mendoza Theresia Trevino Prepared by Reviewed by AMOUNT USED SINGLE SIGNATURE AUTHORITY AS OF September 30, 2020 Note: Shaded area represents new contracts listed in the first quarter. AMOUNT REMAINING through September 30, 2020 Agreements that fall under Public Utilities Code 130323 (C) J:\2020\11 November\5B.A1.JM.SingleSignQ1 17 AGENDA ITEM 5C Agenda Item 5C RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Jenny Chan, Senior Management Analyst Jillian Guizado, Planning and Programming Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Active Transportation Program – Southern California Association of Governments 2021 Regional Program Guidelines – 20-Point Distribution for Riverside County Project Applications STAFF RECOMMENDATION : This item is for the Commission to approve the 20-point distribution methodology for Riverside County for inclusion into the Southern California Association of Governments (SCAG) 2021 Regional Program Guidelines for the Active Transportation Program (ATP) Cycle 5. BACKGROUND INFORMATION : ATP is a highly competitive statewide program that funds bicycle and pedestrian facilities and programs to enhance or encourage walking and biking. The California Transportation Commission (CTC) awards 50 percent of the funds at the statewide competitive level, 10 percent to small urban and rural regions, and 40 percent at the large Metropolitan Planning Organization (MPO) level. The ATP process allows applicants in Riverside County two opportunities for award – at the statewide level and the large MPO level. As part of the sequential project selection, projects are first evaluated statewide and those that are not ranked high enough for statewide funding are automatically provided a second opportunity for funding through the large MPO share. As the MPO, SCAG is required to work with county transportation commissions, the CTC, and Caltrans to develop its regional program recommendations. As part of the development of the regional program guidelines, SCAG allows each county transportation commission to assign up to 20 points to the CTC’s project scores. Each county transportation commission in the SCAG region is responsible for defining “plans” and developing its guidance and methodology for assigning the 20 points. For ATP Cycle 5, it is estimated that the Commission will have approximately $11 million available for award. 18 Agenda Item 5C DISCUSSION: At the July 2020 Technical Advisory Committee (TAC) meeting, staff presented four 20-point distribution options for TAC consideration and discussion. The four options reflected the Commission’s goal for funding projects that are construction-ready and re warding agencies that invested in pre-construction activities. At the September 2020 TAC meeting, the TAC approved the following point distribution as shown in Table 1. Table 1: Recommended 20-Point Distribution Criteria Points 1. Requesting construction-only funding 6 2. Construction funding in the first two years of programming & PA/ED completed 10 3. Projects identified in WRCOG Sub-regional Active Transportation Plan or CVAG Non-Motorized Plan; or an adopted local active transportation plan, bike or pedestrian master plan, or Safe Routes to School Plan 4 Staff recommends approval of the proposed 20-point distribution as presented for inclusion in the SCAG 2021 Regional Program Guidelines for ATP Cycle 5. Projects will be scored based on the submitted ATP Cycle 5 applications to the CTC. Preliminarily, Pro ject Approval/Environmental Document (PA/ED) completion will be evaluated based on Part A5: Project Schedule , of the ATP application as shown in Figure 1. The requested California Environmental Quality Act (CEQA) signature page will be used to confirm proj ect PA/ED completion. If a project is already federalized, the agency must also provide the NEPA signature page. Applicants have until March 1, 2021 to provide Commission staff completed project CEQA or CEQA/NEPA for federalized projects. The Commission will also request state -only funding for non-federalized projects with completed CEQA, but there is no guarantee CTC can fulfill these requests. Figure 1: Project Schedule from ATP Application There is no financial impact for this item. 19 AGENDA ITEM 5D Agenda Item 5D RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Michele Cisneros, Deputy Director of Finance THROUGH: Anne Mayer, Executive Director SUBJECT: Financial Enterprise Resource Planning Software Implementation and Business Application Procurement and Implementation Consulting Services STAFF RECOMMENDATION : This item is for the Commission to: 1) Approve Agreement No. 18-19-082-01, Amendment No. 1 to Agreement No. 18-19-082-00, with Tyler Technologies (Tyler) for the Munis Enterprise Resource Planning (ERP) software implementation modification at no cost to the Commission and an extension to August 2025; 2) Approve Agreement No. 19-19-003-01, Amendment No. 1 to Agreement No. 19-19-003-00, with SDI Presence, LLC (SDI) for budgeting and timekeeping software applications procurement and implementation consulting services in the amount of $135,850, plus a contingency amount of $43,750, for an additional amount of $179,600 , and a total amount not to exceed $681,900, and an extension for the Munis ERP software modification to December 2023; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission; 4) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for the agreement; and 5) Approve a budget adjustment to increase the FY 2020/21 expenditures of $55,300 for budgeting and timekeeping software applications procurement and implementation consulting services . BACKGROUND INFORMATION : In January 2018, the Commission approved a plan to update its current Tyler Eden financial ERP software with the implementation of Tyler’s Munis ERP software . Tyler’s Munis ERP software offers new intuitive and robust features that include : • Cloud -based solutions or “software as a service “ (SaaS), whereby Tyler hosts computer networks, storage applications, and software applications; • Hardware maintained by Tyler with costs leveraged across multiple clients; 20 Agenda Item 5D • Increased remote access capabilities offering the ability to accommodate alternative work arrangements; • Integration with Outlook for scheduling, Microsoft Word integration, and bi- directional integration between Munis ERP and Excel; and • Streamline d development of the year-end statements and schedules with Tyler’s Comprehensive Annual Financial Report Statement Builder, specifically designed to work with Munis ERP. As an existing Tyler client, all Munis ERP modules for which there is a comparable Eden ERP module are discounted at 50 percent and all Eden ERP module data will be converted to Munis ERP at a 50 percent discount rate. The contract includes data conversion of 10 years of general ledger, accounts payable, and project accounting modules and five years of payroll module data conversion. The Commission authorization for the implementation and three-year SaaS deployment services is $625,000. In September 2018, the Commission hired SDI to assist staff in the contract negotiations, project management, change management, risk management, data conversion, and implementation of the Tyler Munis ERP. SDI assisted the Commission in contract negotiations, and an agreement between the Commission and Tyler was executed in March 2019. The Munis ERP implementation activities began shortly thereafter. Implementation Status Staff and SDI have been working on the Munis ERP implementation, and implementation tasks completed include: general ledger chart of accounts mapping, Munis ERP administration systems set up, and accounts payable customer data conversion. Additionally, staff and SDI have been testing certain Munis ERP modules to verify the integrity of the workflow and to identify possible issues that may negatively affect the Commission’s business practices or procedures. During testing of the Munis ERP accounts payable module, it was observed that it did not allow the ability to make required changes to accounts payable invoices once an invoice had been released electronically to Commission staff in the workflow approval process. The ability to make changes to accounts payable invoice s after release from the Finance Department to staff for approval is necessary in o rder to attach contracts and task or purchase orders, add project and general ledger account coding, and modify invoice description s. Once this workflow limitation was identified, staff and SDI worked with Tyler on a solution to resolve this limitation , as it had significant impacts to the Commission ’s business processes. After several months of discussions, negotiations , and a request for a Munis ERP system modification, Tyler concluded that it would provide a system modification to correct the workflow limitation at no cost to the Commission. Unfortunately, Tyler does not have the resources to begin the design and build-out of the workflow modification until the first quarter of 2021, since it requires a significant amount of time and staff resources. The Munis ERP workflow modification is anticipated to be completed and rolled out to Tyler’s clients in 2022. 21 Agenda Item 5D Staff, SDI, and Tyler agree that the Munis ERP implementation activities will be placed on hold until the workflow modification design and build-out is developed. However, all parties will continue to work on the data conversion from the Eden ERP to the Munis ERP without interruption while the workflow modification is being designe d and built. Therefore, staff recommends an extension of Agreement No. 18-19-082-00 from March 2022 to August 2025, which includes the three years of SaaS deployment services. The SaaS deployment services fees paid by the Commission thus far will be credited back to the Commission and offset against the Eden ERP maintenance fees that were not paid in lieu of the SaaS deployment services fees. SaaS deployment fees will restart when the Munis ERP implementation resumes which is estimated in August 2022. The Tyler amendment has no cost impact to the Commission. While the Munis ERP implementation is on hold for the workflow modification, staff determined this would be a good opportunity to procure and implement budgeting and timekeeping software applications that are compatible and will integrate with the Commission’s existing Eden ERP and the Munis ERP. Staff and SDI determined the following tasks are necessary for the procurement and implementation consulting services related to the budgeting and timekeeping software applications : • Phase 1 – Develop a budgeting and timekeeping software applications work plan to include project approach, tasks, resources, schedules, deliverables, and milestones; • Phase 2 – Conduct system requirements interviews with functional subject matter experts, document existing and desired functional requirements, identify desired interfaces or integration opportunities between Eden ERP and Munis ERP and other data repositories, and document data migration and conversion requirements; • Phase 3 – Draft request for proposal (RFP) scope of work, review final RFP, and compile comprehensive list of public sector solution vendors; • Phase 4 – Coordinate and assist in the RFP evaluation committee, prepare evaluation methodology and matrix template, conduct initial screening of proposals, assist in the review and scoring of RFP, prepare proof of capabilities (POC) scripts and scenarios, and facilitate the POC sessions with proposed vendors; • Phase 5 – Assist in the negotiation of agreement terms, conditions, pricing, payment terms, and milestones; and • Phase 6 – Assist in the data conversion and implementation of the budget and timekeeping applications. SDI submitted a cost proposal for the se consulting services in the amount of $179,600, which includes a contingency of $43,750. Staff believes that a higher contingency is warranted based on staff’s prior research regarding the availability of budget and timekeeping applications that accommodate the Commission’s project accounting needs. Additional data conversion and other project management support may be required, especially for a timekeeping solution. Accordingly, staff determined that the cost is fair and reasonable to support staff in the procurement and implementation of these applications. Staff recommends Commission 22 Agenda Item 5D approval to amend SDI Agreement No. 19-19-003-00 for an additional $179,600 related to procurement and implementation of budgeting and timekeeping software applications and an extension to December 2023 to accommodate implementation of the budget and timekeeping applications as well as the Munis ERP software . Additionally, staff recommends the Commission authorized the Executive Director, or her designee, to approve the use of contingency as may be required for the agreement. FISCAL IMPACT Staff recommends a budget adjustment of $55,300 for the budgeting and timekeeping software project management support for Phase 1 through Phase 5 in FY 2020/21, as such cost was not included in the FY 2020/21 budget. Financial Information In Fiscal Year Budget: No N/A Year: FY 2020/21 FY 2021/22 Amount: $55,300 $124,300 Source of Funds: Measure A, LTF, TUMF, Motorist Assistance, Toll Operations, and other administrative cost allocation funding sources Budget Adjustment: Yes N/A GL/Project Accounting No.: 001001-65520-00001-0001 101-19-65520 Fiscal Procedures Approved: Date: 10/15/2020 Attachments: 1) Draft Amendment No. 18-19-082-01 with Tyler Technologies 2) Draft Amendment No. 19-19-003-01 with SDI Presence, LLC 23 Agreement No. 18-19-082-01 AMENDMENT This amendment (“Amendment”) is made this _____ day of _____________, 2020 by and between Tyler Technologies, Inc., with offices at One Tyler Drive, Yarmouth, Maine 04096 (“Tyler”) and the Riverside County Transportation Commission, with offices at 4080 Lemon St., Riverside, CA 92502 (“Client”). WHEREAS, Tyler and the Client are parties to an agreement dated March 26, 2019 (“Agreement”); and WHEREAS, Tyler and Client desire to amend the terms of the Agreement as provided herein. NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and the Client agree as follows: 1.Project Hold. Some elements of the project contemplated in the Agreement to migrate from Eden to the Munis Tyler Software have been put on hold until August 1, 2022 (“Project Hold”). As a result of this Project Hold: a.Suspension of SaaS Fees. SaaS Fees owed under the Agreement are hereby suspended until August 1, 2022. b.Issuing Credit. Tyler hereby issues Client a credit of $179,514.00 for SaaS fees paid under the Agreement. Client may apply said credit, in its discretion, to any fees it owes to Tyler under the Agreement. c.Section F.1, Term, of the Agreement shall be amended, in part, as follows.. The term of the Agreement shall commence on the Effective Date and shall terminate on July 30, 2025, unless extended or earlier terminated as provided in the Agreement. The period commencing on the Effective Date through July 30, 2022 shall be referred to as the Eden ERP maintenance period. The “initial term” of the Agreement, as that term is used in the Agreement, shall mean the three year period commencing on August 1, 2022, the date on which the payment of SaaS fees will first become due. SaaS fees for year one of the initial term, as defined in this Amendment, shall be invoiced on or before August 1, 2022. d.Restoration of Eden Maintenance and Support Fees. Retroactive to April 1, 2019, for the Eden ERP maintenance period, Client shall pay maintenance and support for the Migration Modules at the rates set forth on the invoice attached hereto as Exhibit 1. Said maintenance and support fees shall be invoiced as follows: i.$160,311.42, covering the fees for the period from April 1, 2019 through July 31, 2021, shall be invoiced on the execution of this Amendment. ii.$71,249.52, covering the fees for the period from August 1, 2021 through July 31, 2022, shall be invoiced on or before August 1, 2021. e.Ongoing Implementation. The Parties agree to continue engaging in implementation activities as appropriate. Nothing in this Amendment shall limit or restrict the Parties from continuing ongoing implementation efforts, including conversions and training. 2.This Amendment shall be governed by and construed in accordance with the terms and conditions of the Agreement. ATTACHMENT 1 24 3. All other terms and conditions of the Agreement shall remain in full force and effect. 4. This Amendment shall be governed by the laws of the State of California. Venue shall be in Riverside County. 5. A manually signed copy of this Amendment 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 Amendment for all purposes. This Amendment may be signed using an electronic signature. 6. This Amendment may be signed in counterparts, each of which shall constitute an original. SIGNATURE BLOCK ON FOLLOWING PAGE 25 IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below. Tyler Technologies, Inc. Client By: By: Name: Name: Title: Title: Date: Date: 26     Exhibit 1 Eden Maintenance Invoice REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 27 17336.01100\31282465.5 Agreement No. 19-19-003-01 AMENDMENT NO. 1 TO AGREEMENT FOR ENTERPRISE RESOURCE PLANNING PROJECT OVERSIGHT SERVICES WITH SDI PRESENCE LLC 1.PARTIES AND DATE This Amendment No. 1 to the Agreement for enterprise resource planning project oversight services is made and entered into as of _____________, 2020, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION (“Commission”) and SDI PRESENCE LLC ("Consultant"), a Delaware limited liability company. 2.RECITALS 2.1 The Commission and the Consultant have entered into an agreement dated September 18, 2018 for the purpose of providing enterprise resource planning project oversight services (the "Master Agreement"). 2.2 The parties now desire to amend the Master Agreement in order to extend the term and provide additional compensation for budgeting and timekeeping software applications procurement and implementation consulting services. 3. TERMS 3.1 The term of the Master Agreement shall be amended to provide for an additional term of three (3) years, ending on December 31, 2023. 3.2 The Scope of Services for the Master Agreement shall be amended to include Services, as that term is defined in the Master Agreement, required to provide additional services, as more fully described in Exhibit "A" attached to this Amendment No. 1 and incorporated herein by reference. 3.3 The maximum compensation for Services performed pursuant to this Amendment No. 1 shall be One Hundred Seventy-Nine Thousand, Six ATTACHMENT 2 28 17336.01100\31282465.5 2 Hundred Dollars ($179,600), as more fully described in Exhibit “A” attached to this Amendment No. 1 and incorporated herein by reference. 3.4 The total not-to-exceed amount of the Master Agreement, as amended by this Amendment No. 1, shall be increased from Four Hundred Thirty-Six Thousand Eight Hundred Dollars ($436,800) to Six Hundred Sixteen Thousand Four Hundred Dollars ($616,400). 3.5 Except as amended by this Amendment No. 1, all provisions of the Master Agreement, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment. 3.6 This Amendment No. 1 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.7 This Amendment No. 1 may be signed in counterparts, each of which shall constitute an original. [Signatures on following page] 29 17336.01100\31282465.5 3 SIGNATURE PAGE TO AGREEMENT NO. 19-19-003-01 IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first herein above written. RIVERSIDE COUNTY SDI PRESENCE LLC TRANSPORTATION COMMISSION By: _____________________________ By: _________________________ Anne Mayer, Executive Director Signature __________________________ Name __________________________ Title APPROVED AS TO FORM: Attest: By: _____________________________ By: ________________________ Best Best & Krieger LLP Counsel to the Riverside County Its: ________________________ Transportation Commission * 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 the Commission. 30 Exhibit A 17336.01100\31282465.5 Exhibit “A” Amendment No. 1 Scope of Services and Compensation [attached behind this page] 31 Proposal to Riverside County Transportation Commission 1 | P a g e Business Application Procurement and Implementation Consulting Services September 10, 2020 Michele Cisneros, Deputy Director of Finance Riverside County Transportation Commission 4080 Lemon St., 3rd floor Riverside, CA 92502 Re: Enterprise Resource Planning (ERP) - Business Application Procurement and System Implementation Consulting Services - Amendment Dear Ms. Cisneros: SDI Presence LLC (SDI) is pleased to present this statement of work to provide consulting services to continue to support the Commission’s ERP implementation effort based on some recent updates. It is our understanding that the Commission’s goal is to obtain consulting assistance in specific areas that augment the expertise of Commission staff and the selected vendor to help ensure a successful procurement and implementation of business applications. This proposal letter discusses the updates in the scope of work, level of effort, cost, and timeline. Scope of Work SDI offers experienced, expert consultants who will provide the following services for assistance with two procurement applications for budgeting and timekeeping, and implementation services for the two applications: PROCUREMENT (Phase 1-5), PROJECT MANAGEMENT, and DATA CONVERSION:  Phase 1 - Initiate ▪Project Sponsor Planning Meeting: Meet with the project sponsor and other key staff to complete a detailed review of the scope of work, project timeline, deliverables, project status methods, project participants (i.e. sponsor, subject matter experts, technical resources, etc.), and other items to ensure a well-planned project. During this meeting, SDI will discuss the tools and templates that will be leveraged. ▪Work Plan Development: SDI will publish a Work Plan that identifies the project approach, methods, tasks, activities, resources, schedule, deliverables, and major milestones. Deliverable: Work Plan ▪Kickoff Meeting: SDI will participate in a project Kickoff Meeting to proactively communicate with all impacted staff to ensure a clear understanding of project goals and objectives, roles and responsibilities, approach, tasks, and timeline, and to introduce the SDI team to Commission staff. Deliverable: Kickoff Meeting Presentation  Phase 2 – Requirements ▪Conduct System requirements Workshop: SDI will conduct face-to-face interviews (workshops) with the Commission’s functional subject matter experts in all Commission departments to gain an understanding of how user departments utilize the current budget and timekeeping system. EXHIBIT A - 1DRAFT32 Proposal to Riverside County Transportation Commission 2 | P a g e Business Application Procurement and Implementation Consulting Services ▪Document Functional and Operational Requirements: SDI will utilize the information gathered during the previous task above to document the Commission’s existing and desired functional requirements so that potential vendors have a full understanding of the Commission’s requirements. Deliverable: Functional/Operational Requirements ▪Document Interfaces and Technical Requirements: SDI will identify potential required or desired interfaces or integration opportunities between the ERP system and other data repositories. This helps ensure that an integration point or interface is not missed. Deliverable: Interface/Technical Requirements ▪Document Data Conversion Requirements: SDI will meet with the Commission’s technical and business subject matter experts to identify and document data migration and conversion requirements, and will document the Commission’s desired data conversion and migration requirements so that potential vendors can include the costs and approach for completing the conversion in their proposals. Deliverable: Data Conversion Requirements  Phase 3 – RFP ▪Prepare Draft Request for Proposal: SDI will prepare a draft RFP for review by the project stakeholders and other key staff. If the Commission has an existing preferred RFP template, SDI will conduct a review and compare the Commission templates to SDI’s proven RFP template. Deliverable: Draft Request for Proposal ▪Review Draft RFP with Stakeholders: SDI recommends that the draft RFP be distributed to the project stakeholders and subject matter experts for careful review. After the staff has had the opportunity to review the RFP, SDI will address any changes, questions, or concerns. Deliverable: Final Request for Proposal ▪Identify and Notify Potential Bidders: SDI will compile a comprehensive list of public sector solution vendors. SDI will review the listing with the Commission and assist the Commission in creating a notification message that can be distributed via email. Deliverable: Vendor Listing and Contact Information ▪Release RFP: SDI will assist the Commission in preparing for and releasing the RFP.  Phase 4 – Select ▪Address Vendor Questions: SDI will coordinate and assist the Commission in responding to vendor questions arising from the release of the RFP. Deliverable: Vendor Question Responses ▪Prepare Evaluation Committee: SDI will work with the Commission to identify the evaluation team and prepare an evaluator’s packet that includes a clear description of the steps to be taken and direction for the evaluation methodology. The packet will also include a scoring template to assist the evaluators in tabulating their results. Deliverable: Evaluation Scoring Methodology and Matrix Template ▪Conduct Initial Screening of Proposals: SDI will conduct an initial screening of all proposals to determine which vendors and proposals meet the mandatory RFP requirements and minimum qualifications. SDI will present the results of our screening evaluation to the Commission. The Commission can use this information as a guide to determine which proposals require further detailed review. Deliverable: Initial Screening Results Presentation ▪Assist with Review and Scoring of Proposals: SDI will assist the evaluation team in its review and rating of the proposals according to the evaluation criteria. In addition, SDI will review EXHIBIT A - 2DRAFT33 Proposal to Riverside County Transportation Commission 3 | P a g e Business Application Procurement and Implementation Consulting Services proposals to identify issues, concerns, questions, or clarifications that should be addressed, will provide this information to the evaluation team, and be available to the evaluators for consultation. SDI will assist the Commission in arriving at a preliminary evaluation scoring matrix that identifies a short list of preferred vendors. Deliverable: Evaluation Scoring Matrix Summary ▪Prepare for Proof of Capabilities (POC) Meetings: SDI will develop the POC meeting agenda, scenarios, and scripts for the Commission’s review. In addition, SDI will facilitate interaction between the Commission and the vendors to help ensure the vendors are adequately prepared to complete the POC. The POC provides valuable input into contract negotiations and helps clarify risk areas for special consideration. Deliverable: POC Session Agenda and Scripts ▪Facilitate POC Meetings: SDI will facilitate the POC sessions to keep vendors on schedule and ensure all POC scripts are completed. At the conclusion of each vendor POC session SDI will facilitate a debrief meeting with the evaluators to capture feedback and update the evaluation scoring matrix accordingly.  Phase 5 – Negotiate ▪Research Prior Vendor Agreements: SDI will seek out and review available agreements. The review will include evaluating terms and conditions, pricing, payment terms, milestones, and more. The information gathered will be compared to that which was submitted with the RFP with the goal of identifying any gaps or more favorable terms and conditions. ▪Conduct Initial Agreement Review: SDI will perform a review and provide feedback of the proposed agreements. Based on our experience, the Commission should expect multiple agreements (i.e. software licensing, maintenance and support, professional services, 3rd party software, etc.). SDI will provide the Commission guidance and assistance on the review to help prepare for subsequent negotiations. ▪Facilitate Negotiation Workshop: SDI will facilitate a workshop with key Commission staff to develop a negotiation strategy. The workshop will focus on outstanding issues and questions, as well as areas of high risk that need to be addressed. ▪Assist in Negotiations: SDI will assist the Commission in preparing for negotiation meetings and will attend to support the Commission staff. If the Commission desires, SDI is available to facilitate the negotiation meetings. SDI will take the lead in recording the minutes from the meetings to capture outstanding items, next steps, and critical dates. Deliverable: Agreement Comments ▪Assist in Agreement Approval: SDI will be available to attend or participate in the Commission’s presentation of the vendor agreements to Commission Council for approval.  Project Management – for business application implementation.  Data Conversion Assistance ▪Assist with Data Conversion: SDI will assist with data conversion for the budget and timekeeping applications. SDI will work with the PM and/or Stakeholder Team with regard to the assignment and scope of our consulting services. Once a task has been assigned to SDI, we will report the status of our assignments to the Project Manager. SDI will also provide a level of effort report, so that the Commission can proactively manage the project budget. EXHIBIT A - 3DRAFT34 Proposal to Riverside County Transportation Commission 4 | P a g e Business Application Procurement and Implementation Consulting Services Cost and Proposed SDI Resources SDI recognizes that the Commission has a fixed budget to allocate for SDI services. In addition, SDI and the Commission understand that the precise scope and level of effort for future activities can vary significantly based on numerous factors, including Commission staff availability and expertise, as well as vendor performance. For this reason, SDI commits to working with the Project Manager on a task- by-task basis such that the Commission can apply the SDI resources in a timely manner and for the highest priority needs. Working collaboratively with the Commission will help ensure that SDI resources are used efficiently and that the project can be completed within budget. SDI will provide consulting services on a time and material basis. Our hourly rate is $175 for the Project Manager and $140 for the Business Analyst, which includes all overhead. For an estimated 9 to 12-month project, the not-to-exceed budget for SDI services will be $55,230 for the procurement, $72,744 for PM Implementation and $7,840 for Data Conversion assistance. Additionally, SDI recommends inclusion of a project contingency of 250 hours (10% of the total current contract hours) for a subtotal of $43,750. The total amendment included herein is $179,564 based on the budget below and rates identified. SDI estimates approximately 808 hours plus the 250 hours for contingency over the course of the project. Phase Resource Rate Hours Total Cost Khang Nguyen, Business Analyst $140 6 $840 Mike Gomez, Project Manager/SME $175 5 $875 Subtotal 11 $1,715 Khang Nguyen, Business Analyst $140 40 $5,600 Mike Gomez, Project Manager/SME $175 40 $7,000 Subtotal 80 $12,600 Khang Nguyen, Business Analyst $140 15 $2,100 Mike Gomez, Project Manager/SME $175 27 $4,725 Subtotal 42 $6,825 Khang Nguyen, Business Analyst $140 57 $7,980 Mike Gomez, Project Manager/SME $175 86 $15,050 Subtotal 143 $23,030 Khang Nguyen, Business Analyst $140 24 $3,360 Mike Gomez, Project Manager/SME $175 44 $7,700 Subtotal 68 $11,060 Total 344 $55,230 Phase 5 - Negotiate Table 1 - Project Cost by Phase and Resource Phase 1 - Initiate Phase 2 - Requirements Phase 3 - RFP Phase 4 - Select Khang Nguyen, Business Analyst $140 16 $2,240 Mike Gomez, Project Manager/SME $175 32 $5,600 Subtotal 48 $7,840 Data Conversion Mike Gomez, Project Manager/SME $175 416 $72,744 Subtotal 416 $72,744Project Management EXHIBIT A - 4DRAFT35 Proposal to Riverside County Transportation Commission 5 | P a g e Business Application Procurement and Implementation Consulting Services SDI will bill the Commission monthly based on actual hours worked. SDI recommends extending the current contract through Decem ber 2023 to ensure adequate time to implement Munis and procure and implement the business applications. SDI has reviewed the current project budget and while no additional cost is planned for the Munis Implementation, we recommend adding the contingency noted above for an unexpected occurrence. For this amended project scope, SDI is proposing the use of the following consulting team to support this project. Mr. Gomez will act as the Project Manager and primary consultant for the Commission and has the ability to draw upon other SDI resources as needed and approved by the Commission. The following consulting team is being proposed:  Ms. Greta Davis, Delivery Executive  Mr. Mike Gomez, Project Manager and Subject Matter Expert  Khang Nguyen, Business Analyst We welcome the opportunity to provide these services to the Commission. Please do not hesitate to contact me if you have any questions. I can be reached at 714-328-9954 or by email at gdavis@sdipresence.com. Sincerely, Greta Davis Delivery Executive EXHIBIT A - 5DRAFT36 AGENDA ITEM 5E Agenda Item 5E RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Anthony Parada, Senior Management Analyst Jennifer Crosson, Toll Operations Manager THROUGH: Anne Mayer, Executive Director SUBJECT: 15 Express Lanes Administrative Review Hearing Officer Services Agreement WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION : This item is for the Commission to: 1) Approve Agreement No. 21-31-011-00 with David Cyprien for 15 Express Lanes administrative review hearing officer services for a five -year term in an amount not to exceed $100,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreement on behalf of the Commission. BACKGROUND INFORMATION : Toll revenue collection is vital to the success of the 15 Express Lanes. Enforcement of toll violations is a critical component of toll revenue collections. In June 2019, the Commission adopted Violation Ordinance No. 19-001 (Ordinance) setting forth the administrative procedures and penalties for the processing of toll evasion violations for the express lanes. The administrative procedures contained in the Ordinance are in strict adherence to the requirements set forth in California Vehicle Code (CVC) Section 40250, et. seq . The Ordinance, as required by the CVC, sets forth a process for toll evasion violations to be contested and subsequently appealed through an administrative review hearing. The administrative review hearing must be conducted by a reviewer who meets the requirements of the CVC set forth as follows: 1. The administrative reviewer must be designated to conduct the reviews by the issuing agency’s governing body or chief executive officer; 2. The administrative reviewer shall have no financial interest in the facility; 3. The administrative reviewer shall demonstrate those qualifications, training, and objectivity prescribed by the issuing agency’s governing body or chief executive as are 37 Agenda Item 5E necessary and which are consistent with the duties and responsibilities set forth in the CVC; and 4. The examiner’s continued employment, performance evaluation, compensation, and benefits shall not be directly or indirectly linked to the amount of fines collected by the examiner. To meet the requirements of the Ordinance and CVC, staff searched for candidates who met the qualifications stated above through the California Public Parking Association (CPPA). CPPA provides training and certification for parking citation hearing office rs throughout the state. CPPA maintains a list of hearing officers with current certificates. The Commission’s Procurement Policy Manual requires three quotes be obtained for professional services agreements up to $250,000. Staff solicited proposals from ten officers who reside in Southern California and received four responses. Interviews were conducted with the two reviewers submitting the lowest hourly rate proposals to determine qualifications and ability to respond to the Commission’s needs to conduct administrative review hearings. Staff determined that David Cyprien submitted the most cost -effective proposal, meets the qualifications , and has sufficient availability to respond to the Commission’s needs. Mr. Cyprien maintains a current CPPA certificate, has over nine years of experience as a parking citation hearing officer and two years as a toll evasion violation hearing officer. Mr. Cyprien proposed the lowest rate and offered the most flexibility in terms of schedule availability. Staff is familiar with Mr. Cyprien’s work as the administrative hearing officer for the 91 Express Lanes and is confident that Mr. Cyprien will offer a fair and impartial hearing process for the 15 Express Lanes. The proposed agreement with Mr. Cyprien provides for the scheduling of hearings as frequently as needed and payment on a time and material basis, with a minimum payment to be provided when the Commission transmits a batch of cases to Mr. Cyprien for administrative review. Staff seeks a five -year term to allow for continuity in processes between the toll system provider and the administrative reviewer. The five -year agreement amount of $100,000 provides for $20,000 in services each year. Hearings will be scheduled every three weeks to meet the time requirements set forth in the CVC. Based on the required frequency for hearings and the number of hearings currently performed for the 91 Express Lanes, it is estimated that hearing services will cost approximately $20,000 a year. Staff recommends the award of Agreement No. 21-31-011-00 to David Cyprien for administrative review hearing officer services for a five -year term in an amount not to exceed $100,000. The FY 2020/21 budget includes an amount for administrative review hearing officer services; therefore, a budget adjustment is not required. 38 Agenda Item 5E Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2020/21 FY 2021/22+ Amount: $20,000 $80,000 Source of Funds: Toll Revenues Budget Adjustment: No N/A GL/Project Accounting No.: 001599 77114 00000 0000 515 31 73002 Fiscal Procedures Approved: Date: 10/12/2020 Attachment: Draft Agreement No. 21-31-011-00 with David Cyprien Approved by the Western Riverside County Programs and Projects Committee on October 26, 2020 In Favor: 10 Abstain: 0 No: 0 39 17336.02116\33195316.2 Agreement No. 21-31-011-00 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ADMINISTRATIVE REVIEW HEARING OFFICER SERVICES 1. PARTIES AND DATE . This Agreement is made and entered into this _ day of , 2020, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the Commission") and David Cyprien , an individual ("Contractor"). 2. RECITALS. 2.1 Contractor desires to perform and assume responsibility for the provision of administrative review hearing officer services required by Commission on the terms and conditions set forth in this Agreement. Contractor represents that he is experienced in providing administrative review hearing officer services to public clients in California, is familiar with the provisions of Vehicle Code section 40250, et. seq., possess a California Public Parking Association certification, and is familiar with the requirements of Commission. 2.2 Contractor represents that he has those qualifications, training, and objectivity as are necessary for performance of this Agreement, and as may be further specified herein. 2.3 Commission desires to engage Contractor to render administrative review hearing officer services for the 15 Express Lanes (the “Project”) as set forth herein and as required by the Commission’s ordinance and California Vehicle Code 40250, et. seq. 3. T ERMS. 3.1 General Scope of Services. Contractor promises and agrees to furnish to Commission all labor materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately provide administrative review hearing officer services "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. 40 17336.02116\33195316.2 2 3.1.1 Independent Decision-making. Contractor shall provide neutral, independent decision-making. Contractor’s continued employment, performance evaluation, compensation, and benefits shall not be directly or indirectly linked to the amount of fines collected by Contractor. 3.2 Term . The term of this Agreement shall be five (5) years commencing on the date first specified above, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. 3.3 Schedule of Services. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with any Schedule of Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. Contractor represents that it has the prof essional and technical ability required to perform the Services in conformance with such conditions. 3.4 Independent Contractor. The Services shall be performed by Contractor. Contractor will determine the means, method and details of performing the Services subject to the requirements of this Agreement. Commission retains Contractor on an independent contractor basis and Contractor is not an employee of Commission. Contractor retains the right to perform similar or different services for others during the term of this Agreement. 3.5 Conformance to Applicable Requirements. All work and Services performed by Contractor shall conform to the applicable requirements under this Agreement. 3.6 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. Contractor shall not accept direction from any person other than Commission's Representative or his or her designee. 3.7 Standard of Care; Licenses. Contractor 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. Contractor 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. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor shall perform, at his own cost and expense and without reimbursement from Commission, any Services necessary to correct errors or omissions which are caused by the Contractor ’s failure to comply with the standard of care provided f or 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 Contractor’s errors and omissions. 41 17336.02116\33195316.2 3 3.8 Laws and Regulations. Contractor shall keep himself 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. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to Commission, Contractor shall be solely responsible for all costs arising therefrom. Contractor 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. 3.9 Insurance. 3.9.1 Time for Compliance. Contractor 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. 3.9.2 Minimum Requirements. Contractor shall, at his 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 Contractor , his agents, representatives, or employees. 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. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 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: $300,000 per accident for bodily injury and property damage; and (3) if Contractor has 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. 42 17336.02116\33195316.2 4 3.9.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms approved by the Commission to add the following provisions to the insurance policies: (A) General Liability . (i) 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 Contractors c overage. (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. (B) Automobile Liability . [Reserved.] (C) Workers’ Compensation and Employers Liability Coverage. (i) Contractor 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 which arise from work performed by the Contractor. (D) All Coverages. (i) Defense costs shall be payable in addition to the limits set forth hereunder. 43 17336.02116\33195316.2 5 (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 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) Contractor shall provide the Commission at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Contractor 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 Contractor 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. Contractor shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Contractor 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. (vi) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Contractor, 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 Contractor pursuant to this Agreement, including but not limited to, the provisions concerning indemnification. 44 17336.02116\33195316.2 6 (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 Contractor or Commission will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, Commission may cancel this Agreement. The Commission may require the Contractor 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: 3.9.4 Deductibles and Self -Insurance Retentions. Any deductibles or self -insured retentions must be declared to and approved by the Commission. 3.9.5 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. 3.9.6 Verification of Coverage. Contractor 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. 3.10 Fees and Payment. 3.10.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "A" attached hereto. The total compensation shall not exceed One Hundred Thousand Dollars ($100,000) without written approval of Commission's Executive Director (“Total Compensation”). 3.10.2 Payment of Compensation. Contractor shall submit to Commission a monthly statement which indicates the cases completed and respective hours of Services rendered by Contractor. The statement shall include the number of hours of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. Commission shall, within 45 days of receiving such statement, review the statement and 45 17336.02116\33195316.2 7 pay all approved charges thereon. 3.10.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by Commission. 3.11 Accounting Records. Contractor 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. Contractor 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. Contractor 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. 3.12 Termination of Agreement. 3.12.1 Grounds for Termination. Commission may, by written notice to Contractor, terminate the whole or any part of this Agreem ent at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof. Upon termination, Contractor shall be compensated only for those services which have been fully and adequately rendered to Commission through the effective date of the termination, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. 3.12.2 Effect of Termination. If this Agreement is terminated as provided herein, Commission may require Contractor to provide all finished or unfinished Documents and Data, as defined below, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.12.3 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. 3.13 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: 46 17336.02116\33195316.2 8 CONTRACTOR: COMMISSION : David Cyprien Riverside County 2454 Paseo de Toronto Transportation Commission Yorba Linda, CA 92887 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 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. 3.14 Ownership of Materials/Confidentiality . 3.14.1 Documents & Data. This Agreement creates an exclusive and perpetual license for Commission to copy or use any and all copyrights embodied in materials, data and other documents or works of authorship fixed in any tangible medium of expression, which are prepared or caused to be prepared by Contractor under this Agreement (“Documents & Data”). 3.17.2 Intellectual Property. In addition, Commission shall have and retain all right, title and interest (including copyright and other proprietary rights) in all documents, and any and all works of authorship fixed in any tangible medium or expression (“Intellectual Property ”) prepared by Contractor under this Agreement. 3.15.3 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 Contractor in connection with the performance of this Agreement shall be held confidential by Contractor . Such materials shall not, without the prior written consent of Commission, be used by Contractor 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. Personally identifiable information of any person who subscribes to an electronic toll system or who uses a toll bridge, toll lane, or toll highway that employs an electronic toll collection system (“PII”) provided to Contractor for purposes of the Services is subject to confidentiality requirements under Streets & Highways Code section 31490 (“Section 31490”). Disclosure of PII is a violation of Section 31490 subject to damages. Contractor 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 Section 31490. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry shall be 47 17336.02116\33195316.2 9 deemed confidential. Contractor 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 Com mission. 3.16 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. 3.17 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 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. 3.18 Indemnification. Contractor shall defend, indemnify and hold the Commission, its directors, officials, officers, agents, Contractors, 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 Contractor, his employees, agents or subcontractors 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. Contractor shall defend, at Contractor’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, Contractors, employees and volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against the Commission or its directors, officials, officers, agents, Contractors, employees and volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse the Commission and its directors, officials, officers, agents, Contractors, 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. Contractor ’s obligation to indemnity shall not be restricted to insurance proceeds, if any, received by the Commission or its directors, officials, officers, agents, Contractors, employees and volunteers. 3.19 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. 3.20 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 48 17336.02116\33195316.2 10 3.21 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.22 Commission's Right to Employ Other Contractors. The Commission reserves the right to employ other Contractor s in connection with this Project. 3.23 Prohibited Interests and Conflicts. 3.23.1 Solicitation. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor 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 Contractor, 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. 3.23.2 Conflict of Interest. (A) 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. (B) Contractor represents and warrants that Contractor has no financial interest in the I-15 Express Lanes. 3.23.3 Conflict of Employment. Employment by the Contractor 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 Contractor 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 Contractor securing this or related Agreements with the Commission, is prohibited. 3.23.4 Employment Adverse to the Commission. Contractor 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. 3.24 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any employee or applicant for employ ment because of race, religion, color, national origin, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related 49 17336.02116\33195316.2 11 to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provi- sions of Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or other related Commission programs or guidelines currently in effect or hereinafter enacted. 3.25 Subcontracting. Contractor shall not subcontract any portion of the work or Services required by this Agreement. 3.26 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. 3.27 Subpoenas or Court Orders. Should Contractor receive a subpoena or court order related to this Agreement, the Services or the Project, Contractor shall immediately provide written notice of the subpoena or court order to the Commission. Contractor 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. Contractor shall be entitled to reimbursement for Contractor’s actual costs incurred in responding to any such subpoena or court order, provided that Contractor has complied with this provision, and that an amendment to this Agreement has been executed, if required by Commission, to authorize such additional costs. 3.28 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. 3.29 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.30 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.31 Electronic Transmission; Electronic Signatures. 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. This Agreement may be signed using an electronic signature. 3.32 Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this Agreement as though fully set forth herein. 50 17336.02116\33195316.2 12 3.33 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 ef fect. 3.34 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. 3.35 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. 3.36 Assignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein. 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. 3.37 Authority to Enter Agreement. Contractor has all requisite pow er and authority to conduct his 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. [SIGNATURES ON FOLLOWING PAGE] 51 17336.02116\33195316.2 13 SIGNATURE PAGE TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR ADMINISTRATIVE REVIEW HEARING OFFICER SERVICES IN WITNESS WHEREOF, this Agreement was executed on the date first written above. RIVERSIDE COUNTY CONTRACTOR TRANSPORTATION COMMISSION DAVID CYPRIEN By: _________________________ By: ____________________________ Anne Mayer Executive Director Approved as to Form: By: ____________________________ Best Best & Krieger LLP General Counsel 52 17336.02116\33195316.2 A-1 EXHIBIT "A" SCOPE/COMPENSATION OF SERVICES Contractor shall provide on-call administrative hearing services for the Commission for Commission operated Express Lanes to achieve an independent decision for contested violations. Hearings will be held in person, by video conference, or by mail/in writing. Services may include but not be limited to: • Application of the California Vehicle Code regarding toll evasion violations notices. • Adjudicate informal hearings in an ethical and professional manner. • Conduct the review in accordance with the written procedure established by the Commission which are intended to ensure fair and impartial review of contested toll evasion violations. • Ensure hearing procedures are adhered to in an ethical and professional manner. • Communicate clearly, concisely, and effectively, orally and in writing. • Evaluate and analyze information and evidence provided and determine its relevance in the hearing. • Impartially consider information and evidence provided and determine facts. • Provide a written decision within 72 hours of the scheduled hearing date detailing the reasons for the decision based solely upon evidence and information presented at the hearing. • Provide video conference platform to conduct hearings. Commission will provide a room at 301 Corporate Terrace, Corona, CA for in person hearings. Contractor shall provide all other materials and equipment needed to conduct the hearings by all methods. Hearings will be conducted during Commission’s regular business hours and at a date and time mutually agreed upon by Contractor and Commission. Contractor shall work with Commission staff and/or its contractor to establish scheduling procedures and method of delivery of case documents to Contractor. Contractor will provide services only at the request of the Commission’s Toll Department or by authorized contracted staff. Contractor shall comply with all relevant conflict of interest disclosure requirements and maintain the highest ethical standards both, publicly and privately, inc luding the avoidance of conflicts of interest. 53 17336.02116\33195316.2 A-2 COMPENSATION The Commission intends to electronically or physically deliver one or more cases per month to Contractor. Each month’s delivery is referred to as a “batch of cases”, regardless of the number of cases delivered per month. Hourly rate of $100 per hour, with a minimum of $200 for each batch of cases delivered to Contractor. There is no compensation when no cases are delivered to Contractor. The minimum fee per batch of cases includes compensation for Contractor to be available for at least one day per month to conduct hearings on a date agreed upon by Contractor and the Commission. The batch of cases shall be delivered to Contractor at least seven (7) calendar days prior to the scheduled hearing date. 54 AGENDA ITEM 5F Agenda Item 5F RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Hector Casillas , Acting Right of Way Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Request to Declare Real Property as Surplus WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION : This item is for the Commission to: 1) Declare as surplus the real properties in the cities of Riverside, Perris, Hemet, and San Jacinto, as specifically identified in this report and attachments; 2) Authorize the Executive Director to notify public agencies pursuant to California Government Code (Government Code) Section 54220 et.seq the p roperties are available; and 3) A uthorize the Executive Director to offer the surplus properties for sale to the public should no response be received. BACKGROUND INFORMATION : Staff completed a review of the Commission’s real property inventory and determined it would be in the Commission’s best interest to declare four parcels as surplus and offer them for sale. The parcels proposed to be declared as surplus are owned in fee-simple by the Commission. These parcels were acquired as part of the 60/91/215 interchange project and the San Jacinto Branch Line purchase. Process After being declared surplus, staff will follow the Commission’s right of way policies and procedures, state laws, and any applicable funding requirements to dispose of the properties . Pursuant to the Government Code Section 54220, et.seq., letters will be prepared notifying the appropriate public agencies and any other qualifying entities of the Commission’s decision to declare the properties surplus, unless an exemption to the government code applies. If interested, the public agency(s) shall notify the Commission in writing of its intent to purchase or lease the land within 60 days after receipt of the Commission’s notification of intent to sell the 55 Agenda Item 5F land. If no public agency expresses interest in the parcels, the parcels will then be offered for sale to the public. In certain circumstances, when a parcel is identified as “exempt,” the 60-day notification requirements do not apply, as defined by the Government Code . Staff will obtain an appraisal for all the surplus properties to determine the current fair market value . Typically, surplus property is advertised for sale, utilizing the Commission’s website, online publications, and signage on the property. A n invitation for bids will be added to the Available Properties section of the Commission’s website, and a defined submittal date will be provided. Staff will review the offers received based on the following criteria: 1) Price; and 2) Terms and conditions of sale. All applicants will be required to complete the Commission ’s Conflict of Interest form. Staff will return to the Commission for approval before entering into a purchase and sale agreement. Properties During the real property inventory exercise , staff identified a total of four parcels for declaration of surplus located in the cities of Rive rside, Perris, Hemet, and San Jacinto. Detailed property descriptions and aerial exhibits are included in the agenda item. The property in the city of Riverside is located near Orange Street and the 60/91/215 interchange and is 18,065 square feet in size. In 2013 the Commission declared the majority of the 60/91/215 interchange project properties surplus with the exception of two areas , a 1.48-acre area and a 3.04-acre area bisected by a flood control channel, for a future connector between SR-60 and SR-91 in the city of Riverside as identified in a project study report from the late 1990’s . Currently, the Commission and Caltrans do not have plans to construct the connector. After careful consideration and interest from the contiguous property owner, Mr. Jim Guthrie, to develop a 18,065 square foot portion from the larger 3.04-acre parcel, staff is recommending a 18,065 square foot portion be declared surplus. Doing so would reduce the parcel to approximately 2.63 acres in size and will allow the Commission to reserv e enough right of way in the event there is a need for the connector in the distant future . The property in the city of Perris is located near D Street and San Jacinto Ave and is 43,671 square feet in land area. The property is improved with the Perris Senior Center and Banta Beatty Park, owned by the city. Commission staff has been in negotiations with the city to transfer the property to the city. Therefore this qualifies as an exempt surplus parcel under the government code since the transfer of the property is to another public entity, the city of Perris. The exemption also allows the Commission to waive the 60-day notice requirement to public agencies. 56 Agenda Item 5F The remaining two properties are part of a former railroad “wye” in the cities of Hemet and San Jacinto. Both properties are located near S. State Street and W. Esplanade Ave. The first is in the city of Hemet and is 18,947 square feet in size. The second is in the city of San Jacinto and is 20,615 square feet in size. The four parcels are no longer necessary by the Commission. Staff requests the Commission declare the parcels in the following table as surplus property and authorize the Executive Director to offer the surplus property for sale. The proceeds from the sales of these properties have not been included in the FY 2020/2021 budget; a budget adjustment is not required for potential revenues. Information regarding the surplus property is detailed in the following table: Parcel Location APN Square Feet Acres Zoning 1 60/91/215 I/C City of Riverside 209-070-016 18,065 0.41 Commercial 2 N/O San Jacinto Avenue City of Perris N/A: Please See Legal and Plat (Portion) 43,671 1.00 Residential 3 W/O State Street City of Hemet 439-022-018 18,947 0.43 Commercial 4 E/O State Street City of San Jacinto 439-070-065 (Portion) 20,615 0.47 Commercial Total 101,298 2.31 Financial Information In Fiscal Year Budget: No Year: FY 2020/2021 Amount: Undetermined Source of Funds: Property sale proceeds Budget Adjustment: No GL/Project Accounting No.: 652402 416 41608 0000 265 33 41204 (Rail properties) 003999 416 41608 0000 222 31 41204 (Highway properties) Fiscal Procedures Approved: Date: 10/15/2020 Attachments: 1) Legal Description and Plat Maps 2) Aerial Exhibits 57 Agenda Item 5F Approved by the Western Riverside County Programs and Projects Committee on October 26, 2020 In Favor: 10 Abstain: 0 No: 0 58 EXHIBIT “A” LEGAL DESCRIPTION IN THE CITY OF RIVERSIDE, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA: THOSE PORTIONS OF LOTS 51 AND 52 OF THE LANDS OF THE SOUTHERN CALIFORNIA COLONY ASSOCIATION, AS SHOWN BY MAP FILED IN BOOK 7, PAGE 3 OF MAPS, RECORDS OF SAN BERNARDINO COUNTY, DESCRIBED AS FOLLOWS: COMMENCING AT THE INTERSECTION OF THE SOUTHEASTERLY LINE OF ORANGE STREET, SAID LINE BEING PARALLEL WITH AND 35.00 FEET SOUTHEASTERLY OF THE CENTERLINE OF SAID STREET PER MAP FILED IN BOOK 83, PAGES 94 THROUGH 97, INCLUSIVE OF RECORDS OF SURVEY, RECORDS OF RIVERSIDE COUNTY, AND THE NORTHEASTERLY LINE OF STATE ROUTE 60 AS SHOWN ON SAID RECORD OF SURVEY, THE INTERSECTION POINT BEING DESCRIBED AS THE MOST WESTERLY CORNER OF VISTA STREET PER CITY OF RIVERSIDE RESOLUTION NO. 17672, RECORDED FEBRUARY 23, 1995 AS INSTRUMENT NO. 056345 OF OFFICIAL RECORDS; THENCE SOUTH 74°16'27" EAST, ALONG SAID NORTHEASTERLY LINE, A DISTANCE OF 79.14 FEET TO AN ANGLE POINT THEREIN; THENCE CONTINUING ALONG SAID NORTHEASTERLY LINE, SOUTH 55°38'39" EAST, A DISTANCE OF 512.58 FEET TO AN ANGLE POINT THEREIN; THENCE CONTINUING ALONG SAID NORTHEASTERLY LINE, SOUTH 64°43'40" EAST, A DISTANCE OF 132.08 FEET TO A “1 INCH IRON PIPE WITH TAG, RCE 21740” PER SAID RECORD OF SURVEY; THENCE NORTH 77°07'08" EAST, ON A DIRECT LINE BETWEEN SAID 1 INCH IRON PIPE AND THE MOST WESTERLY CORNER OF PARCEL 17754-01-01 PER RIGHT OF WAY MAP NO. 67308-02 ON FILE AT THE CALIFORNIA DEPARTMENT OF TRANSPORTATION, DISTRICT 8 OFFICE, A DISTANCE OF 722.82 FEET; THENCE SOUTH 32°33'52" EAST, A DISTANCE OF 11.67 FEET TO THE NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF CHARLES STREET (VACATED) DESCRIBED IN DOCUMENT RECORDED OCTOBER 3, 1929 IN BOOK 827, PAGE 564 OF DEEDS, RECORDS OF RIVERSIDE COUNTY, AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 32°33'52" EAST, A DISTANCE OF 67.81 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY, SAID CURVE HAS A RADIUS OF 221.50 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 27°38'48", AN ARC LENGTH OF 106.88 FEET; PAGE 1 of 2 Parcel 1: City of Riverside ATTACHMENT 1 59 PAGE 2 of 2 THENCE TANGENT TO LAST SAID CURVE, SOUTH 60°12'40" EAST, 96.85 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 375.00 FEET; THENCE EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 28°52'41", AN ARC LENGTH OF 189.01 FEET; THENCE NON-TANGENT TO LAST SAID CURVE, SOUTH 3°56'26" WEST, 4.95 FEET TO THE MOST WESTERLY CORNER OF THAT CERTAIN PARCEL OF LAND SHOWN AS SEGMENT “D” PER MAP OF RELINQUISHMENT FILED IN BOOK 3, PAGE 5 OF STATE HIGHWAY MAPS, RECORDS OF RIVERSIDE COUNTY; THENCE NORTH 29°51’10” EAST ALONG THE NORTHWESTERLY LINE OF SAID SEGMENT “D”, A DISTANCE OF 8.00 FEET TO THE SOUTHWESTERLY LINE OF THAT CERTAIN 7.00 FOOT WIDE STRIP DESCRIBED IN DOCUMENT RECORDED OCTOBER 4, 1963 AS INSTRUMENT NO. 105188, IN BOOK 3503, PAGE 148 OF OFFICIAL RECORDS; THENCE NORTH 60°15’55” WEST ALONG SAID SOUTHWESTERLY LINE, A DISTANCE OF 145.84 FEET TO AN ANGLE POINT THEREIN; THENCE NORTH 29°43’35” EAST ALONG THE NORTHWESTERLY LINE THEREOF, A DISTANCE OF 7.00 FEET TO SAID SOUTHWESTERLY LINE OF CHARLES STREET; THENCE NORTH 60°15’55” WEST ALONG SAID SOUTHWESTERLY LINE AND THE NORTHWESTERLY PROLONGATION THEREOF, A DISTANCE OF 297.12 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 18,065 SQUARE FEET, MORE OR LESS. PREPARED BY ME OR UNDER MY DIRECTION MITCHELL JAY ADKISON, PLS 8936 60 LOT 51 RS 83/94-97 RS 83 / 94-97 LOT 53 LOT 61 LOT 52 LOT 62 LOT 63 RS 83 / 94-97 RS 83 / 94-97 SO. CALIFORNIA COLONY ASSOC. MB 7 / 3 S.B.CO. 61 LOT 52LOT 51SO. CALIFORNIACOLONY ASSOC.MB 7 / 3 S.B.CO.RS 83 / 94-97 LOT 51SO. CALIFORNIACOLONY ASSOC.MB 7 / 3 S.B.CO.LOT 52 SO. CALIFORNIA COLONY ASSOC. MB 7 / 3 S.B.CO. RS 83 / 94-97 62 Parcel 2: City of Perris 63 64 65 66 Parcel 3:City of Hemet 67 68 69 Parcel 4:City of San Jacinto 70 71 72 1 This map was created using the best data available at the time of production. Epic LandSolutions Inc. assumes no responsibility for the accuracy of third party information.This map is intended for data visualization only andshould not serve as the basis for any legal action or be used for engineering purposes. Epic Land Solutions, Inc. RCTC Excess Land Map Map Version 3 Date: 10/12/2020 Document Path: D:\OneDrive - Epic Land Solutions Inc\GIS\Projects\RCTC\Excess Land Sales\Mapping\RCTC_ExcessLand.mxd²RCTC Property Excess Land 0 80 160 240 32040 Feet Page 1 of 3 ATTACHMENT 2 73 2 This map was created using the best data available at the time of production. Epic LandSolutions Inc. assumes no responsibility for the accuracy of third party information.This map is intended for data visualization only andshould not serve as the basis for any legal action or be used for engineering purposes. Epic Land Solutions, Inc. RCTC Excess Land Map Map Version 3 Date: 10/12/2020 Document Path: D:\OneDrive - Epic Land Solutions Inc\GIS\Projects\RCTC\Excess Land Sales\Mapping\RCTC_ExcessLand.mxd²RCTC Property Excess Land 0 50 100 150 20025 Feet Page 2 of 3 74 4 3 This map was created using the best data available at the time of production. Epic LandSolutions Inc. assumes no responsibility for the accuracy of third party information.This map is intended for data visualization only andshould not serve as the basis for any legal action or be used for engineering purposes. Epic Land Solutions, Inc. RCTC Excess Land Map Map Version 3 Date: 10/12/2020 Document Path: D:\OneDrive - Epic Land Solutions Inc\GIS\Projects\RCTC\Excess Land Sales\Mapping\RCTC_ExcessLand.mxd²RCTC Property Excess Land 0 100 200 300 40050 Feet Page 3 of 3 75 AGENDA ITEM 5G Agenda Item 5G RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Michelle McCamish, Senior 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. 21-45-017-00 with the California Department of Transportation (Caltrans) to provide state funding for FY 2020/21 for the operation of the Riverside County Freeway Service Patrol (FSP) program in an amount not to exceed $1,696,153; 2) Approve Agreement No. 21-45-016-00 with Caltrans to provide Senate Bill (SB) 1 funding for FY 2020/21 for the operation of the Riverside County FSP program in an amount not to exceed $1,412,787; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission; and 4) Adopt Resolution No. 20-015, “A Resolution of the Riverside County Transportation Commission Authorizing Certain Officials to Execute Agreements with Caltrans for Freeway Service Patrol Program Funding.” 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 76 Agenda Item 5G developed the corresponding local funding allocation plan to distribute funds to participating jurisdictions through a formula based on population, urban freeway lane miles, and levels of congestion. The Commission, acting in its capacity as the RC SA FE, is the principal agency in Riverside County, in partnership with Caltrans and the California Highway Patrol (CHP), 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 and Governor signed 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 and $1,464,524 for FY 2019/20. 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 2020/21 in the amount of $1,696,153 provides for continued state funding of the baseline FSP program, which includes nine beats (1, 2, 4, 7, 8, 18, 19, 25, and 26) 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. 77 Agenda Item 5G 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, 34, 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 2020/21 in the amount of $1,412,787 provides funding to continue the new service in southern Riverside County, midday and weekend service on SR-91, as well as supplement inflation costs in the baseline service. Figure 2 : South County Beats Map 78 Agenda Item 5G Since inception in September 2018 through June 2020, the three new south county beats provided 21,495 assists. In FY 2019/2020, these new beats provided 13,602 assists (Figure 3). As such, the south county beats make up about 28 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 minimu m threshold. Figure 3: Total South County Assists In FY 2019/20, total assists for all 12 beats through June 30, 2020 were 49,051, up from 44,607 in FY 2018/19 (Figure 4). Figure 4: Total All Beats Assists 79 Agenda Item 5G Future year funding for baseline and SB 1 service will be calculated by a state -defined formula each fiscal year and will be available for reimbursement to the Commission for up to three fiscal years . Funding amounts are predictable and stable. Actual anticipated baseline and SB1 funding for future years will be presented to the Commission annually as part of the annual budget approval process. A history of funding for FSP from FY 2009/10 through FY 2020/21 is shown in Attachment 1. 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. Executive Director Authority To access the state funding outlined above, Caltrans requires routine administrative agreements between the Commission and Caltrans each fiscal year. Staff has traditionally brought such agreements to the Commission for approval every year; however, staff recommends that the Commission adopt Resolution No. 20-015 authorizing the Executive Director to negotiate and execute Caltrans funding agreements for FSP each year. This delegation of authority will expedite and streamline execution of Caltrans agreements and the Commission’s receipt of state reimbursement funds. This will also reduce administrative costs and time for the Commission on an annual basis. The Commission will retain authority for approval of FSP contracts with tow operators and budgeting of funds for FSP during the annual budget process. The Board of Directors of the Orange County Transportation Authority (OCTA) has recently delegated authority to its Chief Executive Officer to execute FSP funding agreements with Caltrans. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2020/21 FY 2021/22 Amount: $ 3,000,000 $ 108,940 Source of Funds: State allocations and SB 1 funding Budget Adjustment: No N/A GL/Project Accounting No.: 002173 415 41510 201 45 41501 002173 415 41508 201 45 41505 Fiscal Procedures Approved: Date: 10/12/2020 Attachments: 1) Caltrans Freeway Service Patrol Funding FY 2009/10 to FY 2020/21 2) Caltrans FSP Fund Transfer Agreement FY 2020/21 3) Caltrans SB 1 FSP Fund Transfer Agreement FY 2020/21 4) Resolution No. 20-015 80 Agenda Item 5G Approved by the Western Riverside County Programs and Projects Committee on October 26, 2020 In Favor: 10 Abstain: 0 No: 0 81 California Department of Transportation Freeway Service Patrol Funding Fiscal Year 2009/10 to Fiscal Year 2020‐21 Caltrans Allocation* Fiscal Year (FY) State Funding Senate Bill 1 (SB1) Funding Total Caltrans Funding Match Requirement Actual Freeway Service Patrol Cost Actual RCTC Match RCTC Match % 2009/10 $1,657,171 $1,657,171 $414,293 $2,379,426 $722,255 44% 2010/11 $1,577,721 $1,577,721 $394,431 $2,519,696 $941,975 60% 2011/12 $1,653,564 $1,653,564 $413,392 $2,574,245 $920,681 56% 2012/13 $1,606,567 $1,606,567 $401,642 $2,621,807 $1,015,240 63% 2013/14 $1,557,104 $1,557,104 $389,276 $2,789,495 $1,232,391 79% 2014/15 $1,635,846 $1,635,846 $408,962 $3,421,935 $1,786,089 109% 2015/16 $1,559,523 $1,559,523 $399,881 $3,614,873 $2,055,350 132% 2016/17 $1,648,178 $1,648,178 $412,045 $3,533,167 $1,884,989 114% 2017/18 $1,613,144 $1,656,973 $3,270,117 $756,853 $3,241,816 -$28,301 -1% ** 2018/19 $1,591,464 $1,390,287 $2,981,751 $745,439 $3,924,046 $942,295 32% 2019/20 $1,702,145 $1,464,524 $3,166,669 $791,667 $4,208,360 $1,041,691 33% 2020/21 $1,696,153 $1,412,787 $3,108,940 $777,235 TBD TBD TBD *Caltrans and SB1 funds are available for use over three Fiscal Years. Actual allocation amounts are determined by formula each year. ** 17/18 SB1 funding agreement wasn't executed until the following fiscal year on 9/2018 ATTACHMENT 1 FSP Caltrans Fund Transfer Agreements History ATTACHMENT 1 82 FSP AgreementPage 1 of 6 Agreement No. FSP21-6054(100)Location: 08-RIV-0-RCTC Project No. FSP21-6054(100)AMS Adv ID:0821000003 THIS AGREEMENT, effective on July 1, 2020, 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 Freeway Service Patrol, hereinafter referred to as "PROJECT"; and WHEREAS, proposed PROJECT funding is as follows: Total Cost State Funds Local Funds $2,120,191.00 $1,696,153.00 $424,038.00 ; and WHEREAS, STATE is required to enter into an agreement with ADMINISTERING AGENCY to delineate the respective responsibilities of the parties relative to prosecution of said PROJECT; and WHEREAS, STATE and ADMINISTERING AGENCY mutually desire to cooperate and jointly participate in the FSP program and desire to specify herein the terms and conditions under which the FSP program is to be conducted; and WHEREAS, ADMINISTERING AGENCY has approved entering into this Agreement under authority of Resolution No. approved by ADMINISTERING AGENCY on ________________, a copy of which is attached. FREEWAY SERVICE PATROL PROGRAM FUND TRANSFER AGREEMENT (Non Federal) ____________________________________________________________________________________________ For Caltrans Use Only ____________________________________________________________________________________________ I hereby Certify upon my own personal knowledge that budgeted funds are available for this encumbrance ____________________________________________________________________________________________ Accounting Officer | Date | ____________________________________________________________________________________________ 1$ },t,qti,, 1�3.0O J�rnin� fJos 7/?-"!/io'),o ATTACHMENT 2 83 FSP AgreementPage 2 of 6 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 $1,696,153.00, 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. 84 FSP AgreementPage 3 of 6 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. 85 FSP AgreementPage 4 of 6 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. 86 FSP AgreementPage 5 of 6 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, 2020. 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 87 FSP AgreementPage 6 of 6 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, 2023. 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: _____________________________ 88 ATTACHMENT 3 89 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 $1,412,787.00, of eligible participating PROJECT costs. This amount is comprised of $814,010.00 for Inflation and Hour Adjustment to Baseline and $598,777.00 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 Caltrans Audits and Investigations requirements which may be ac cessed at: 90 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 As sistance 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 Syste m, 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, 91 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 92 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, 2020. 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 init ial 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, 93 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, 2023. 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: _____________________________ 94 RESOLUTION NO. 20-015 A RESOLUTION OF THE RIVERSIDE COUNTY TRANSPORTATION COMMISSION AUTHORIZING CERTAIN OFFICIALS TO EXECUTE AGREEMENTS WITH CALTRANS FOR FREEWAY SERVICE PATROL PROGRAM FUNDING WHEREAS, the Riverside County Transportation Commission (Commission) is authorized under state law, including Sections 130000 et seq. of the Public Utilities Code, to enter into binding agreements with public and private parties for a variety of purposes, and also to enact resolutions and ordinances; and WHEREAS, the Commission is eligible to receive federal and/or state funding for certain transportation projects and programs through the California Department of Transportation (“Caltrans”); and WHEREAS, the Commission and Caltrans participate jointly in the implementation of the Freeway Service Patrol (“FSP”) program in Riverside County; and WHEREAS, routine fund contribution/transfer agreements need to be executed by the Commission before FSP funds from Caltrans can be claimed; and WHEREAS, the Commission wishes to delegate authorization to execute such agreements, and any amendments thereto, to designated officials on behalf of the Commission. NOW, THEREFORE, BE IT RESOLVED by the Riverside County Transportation Commission, as follows: Section 1. The Executive Director shall have the authority, without seeking Commission approval, to execute routine FSP fund contribution/transfer agreements for the provision of funds by Caltrans to the Commission. When the Executive Director is not available, the Deputy Executive Director shall be so empowered. Section 2. Where it is necessary for the signature of the Executive Director, or Deputy Executive Director to be attested, the Clerk of the Commission or her designee shall be authorized to attest as to the authenticity of such signature. Section 3. This Resolution shall be effective immediately upon adoption. APPROVED AND ADOPTED this 12th day of November, 2020. [Signatures on following page] ATTACHMENT 4 95 SIGNATURE PAGE TO RESOLUTION NO. 20-015 _____________________________________ Ben J. Benoit, Chair Riverside County Transportation Commission ATTEST: _________________________________ Lisa Mobley Clerk of the Board 96 AGENDA ITEM 5H Agenda Item 5H RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Brian Cunanan, Commuter and Motorist Assistance Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Regional 511 Implementation WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION : This item is for the Commission to: 1) Approve Agreement No. 21-45-022-00, between the Los Angeles County Service Authority for Freeway Emergencies (LA SAFE), San Bernardino County Transportation Authority (SBCTA), and the Commission for Southern California’s 511 traveler information system services for up to a five-year term in the amount of $865,506, plus a contingency amount of $25,000, for a total amount not to exceed $890,506; 2) Approve Agreement No. 09-45-067-08, Amendment No. 8 to Agreement No. 09-45-067-00, with Iteris , Inc. (Iteris ) for the continued provision of operations and maintenance services for the Inland Empire 511 (IE511) system through June 30, 2021 , for an additional amount of $130,000, and a total amount not to exceed $3,475,785; 3) Approve Agreement No. 14-41-156-07, Amendment No. 7 to Agreement No. 14-41-156-00, with Media Beef, Inc. (Media Beef) for the continued provision of programming and website/mobile application administration services for IE511 through June 30, 2021 for an additional amount of $35,000, and a total amount not to exceed $1,473,670; 4) Approve Agreement No. 19-45-080-02, Amendment No. 2 to Agreement No. 19-45-080-00, with SBCTA to extend the agreement through June 30, 2021 for reimbursement to the Commission for continued IE511 operations; and 5) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreements on behalf of the Commission. BACKGROUND INFORMATION : In 2000, the Federal Communications Commission (FCC) designated “511” as the single traffic information telephone number to be made available to states and local jurisdictions across the country. The FCC ruling however, did not provide a funding source for the national number and left all implementation and funding decisions to states and local agencies. Section 5306 of the 97 Agenda Item 5H Safe, Accountable, Flexible, Efficient Transportation Equity Act (SAFETEA -LU) signed into law in 2005, required the deployment of a national 511 system that included a “user-friendly” telephone service as well as a comprehensive website by 2010. Since 2010, t he Commission has administered a bi-county 511 traveler information system branded “IE511”, on behalf of the Commission and SBCTA, which provides traveler information via web, phone, and mobile application for commuters traveling within Riverside and San Bernardino Counties. For the 12-month period prior to the pandemic, the IE511 system had more than 304,000 web sessions and 118,000 phone calls. High volumes of intercounty travel and proximity between Riverside and San Bernardino counties serve as the foundation for bi-county commuter programs between the Commission and SBCTA. As such, SBCTA contracted with the Commission to de velop, implement, and manage a Commuter Assistance Program (CAP) for San Bernardino County since 1993. In addition to the CAP elements administered, the implementation and maintenance of IE511 was incorporated into the SBCTA contract beginning in 2010. Costs for the deployment and ongoing operations for IE511 are split between Commission SAFE revenues and reimbursements from SBCTA. DISCUSSION: The historical bi-county approach has served the Commission and SBCTA well; however, additional benefits and costs savings can be realized by aligning with a larger southern California regional platform beyond the Inland Empire . Recommendation for Agreement with Metro The Los Angeles County Metropolitan Transportation Authority (Metro), acting through its LA SAFE, has operated a 511 system supporting Los Angeles, Orange, and Ventura counties since 2010. Its most recent 511 deployment was purposefully designed to support multiple counties. Recognizing this opportunity, the Commission and SBCTA staff began coordinating with Metro staff toward a regional (Figure 1) Southern California 511 program (SoCal 511). In June 2019, the Commission approved a draft memorandum of understanding (MOU) with all five southern California county transportation commissions to become part of Metro’s regional 511 platform. That MOU assumed that Metro would absorb all costs associated with supporting a regional SoCal 511 system. This include s the same elements currently provided by IE511 – voice and web- based information and mobile application regarding traffic, rideshare/transit resources, commuter services and other related traveler information. In this scenario, the Commission and SBCTA would be responsible for integration and any requested custom programming costs only. However, given updated analysis by Metro and negotiations among all five county transportation commissions , Metro is requiring that partnering agencies share in operational costs for Metro to operate and maintain a SoCal 511 service. 98 Agenda Item 5H Figure 1: Transition to a Regional 511 Traveler Information System Commission and SBCTA staff negotiated a cost structure with Metro staff that maintains annual operational cost levels for 511 that the Commission and SBCTA are accustomed to. Metro’s 511 budget is exponentially larger than the IE511 budget; however, in consultation with the Commission , Metro applied a population-based split across a limited set of cost categories to accommodate the Commission and SBCTA’s cost thresholds. The resulting share for the Commission includes a one -time integration cost of $55,120 with an annual operational cost starting at $152,640 for the first year with a three percent annual escalation thereafter for up to five years. Migrating to a regional SoCal 511 solution has several benefits. Inland Empire constituents will appreciate the same feature set they are accustomed to plus some new enhancements that are in the works and launching soon. This includes a Spanish interactive voice response (IVR) system for Spanish speaking motorists and an enhanced notification system that will alert SoCal 511 users of delays on any of their pre-programmed routes. From a regional perspective, it makes sense to have one regional platform given the amount of intercounty travel within southern California. A logical next step would be to eventually expand SoCal 511 to San Diego county and ultimately standardize how motorist aid can be summoned through a truly regional 511 system. Lastly, from an administrative standpoint, this regional transition lessens the administrative burden on Commission staff of operating a local 511 system (i.e., one contract versus multiple contracts and purchase orders) and results in a more efficient use of public funds with respect to administration, operations, and enhancement costs when they are shared within a region. Staff recommends approval of an agreement with Metro through LA SAFE for regional 511 service s for up to a five -year term for a total amount not to exceed $890,506 which includes one- time integration costs of $55,120, operational costs of $810,386, and a contingency amount of $25,000 for potential local enhancements or custom programming. 99 Agenda Item 5H Recommendation for 511 Consultant Amendments IE511 operations are supported primarily by two consultant contracts – Iteris and Media Beef. The Iteris components of IE511 are comprised of a browser-based traf fic map and an IVR telephone system. Iteris aggregates and maintains various data feeds to provide motorists with access to real-time freeway travel information and incident information on southern California highways. This information is accessible via the telephone service by dialing 511 in Riverside or San Bernardino Counties or via the IE511.org website and/or companion IE511 mobile application developed and maintained by Media Beef. In June 2020, the Commission approved amendments to both IE511 consultant contracts to add funding to support continued IE511 operations through December 2020 in anticipation of a cutover to a regional solution by the end of the calendar year. However, negotiating a regional cost sharing structure and agreement between the Commission , SBCTA , and Metro staff has taken longer than anticipated, pushing the regional integration to 2021. As such, the consultant contracts supporting IE511 will need to be amended to maintain IE511 operations beyond December 2020. Upon approval of an agreement with Metro for regional 511 services, the goal among all agencies is for the IE511 system to cutover to the SoCal 511 system before the end of FY 2021. Therefore, staff recommends approval of amendments to increase authorized amounts for both Iteris and Media Beef in the amounts of $130,000 and $35,000, respectively , in order to support continued IE511 operations until the transition to a regional SoCal 511. SBCTA will reimburse the Commission for 50 percent of the costs, or $82,500. Lastly, the agreement between SBCTA and the Commission for SBCTA to reimburse the Commission for half of IE511 operation al costs expires on December 31, 2020. This agreement has enough contract balance to support reimbursement to the Commission through the end of the current fiscal year; therefore, staff recommends approval of an extension to this agreement to June 30, 2021 to align with the adjusted timeline for the transition to a regional 511 platform. Financial Information In Fiscal Year Budget: Yes Yes N/A Year: FY 2020/21 FY 2020/21 FY 2021/22+ Amount: $82,500 (revenues) $ 220,120 (expenditures) $ 835,386 (expenditures) Source of Funds: SAFE and SBCTA reimbursements Budget Adjustment: No No N/A GL/Project Accounting No.: 452124 416 41605 0000 202 45 41203 (SBCTA revenues) 452131 65520 00000 0000 202 45 65520 (expenditures) 452124 65520 00000 0000 202 45 65520 (expenditures) Fiscal Procedures Approved: Date: 10/16/2020 Attachments: 1) Draft Agreement No. 21-45-022-00 with LA SAFE 100 Agenda Item 5H 2) Draft Amendment No. 09-45-067-08 with Iteris 3) Draft Amendment No. 14-41-156-07 with Media Beef 4) Draft Amendment No. 19-45-080-02 with SBCTA Approved by the Western Riverside County Programs and Projects Committee on October 26, 2020 In Favor: 10 Abstain: 0 No: 0 101 Agreement No. 21-45-022-00 AGREEMENT BET WEEN LOS ANGELES COUNTY SERVICE AUTHORITY FOR FREEWAY EMERGENCIES AND RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY FOR SOUTHERN CALIFORNIA 511 TRAVELER INFORMATION SYSTEM SERVICES ATTACHMENT 1 102 Agreement No. 21-45-022-00 RECITALS Whereas, the Southern California 511 traveler information system (SoCal 511) is a regional system providing transit, traffic, rideshare and other information services on a variety of platforms; Whereas, SoCal 511 operates in partnership with the Los Angeles County Service Authority for Freeway Emergencies (LA SAFE), Orange County Transportation Authority (OCTA) and Ventura County Transportation Commission (VCTC) and primarily focuses its operation and service on Los Angeles, Orange and Ventura counties; Whereas, the Inland Empire 511 traveler information system (IE 511) is a regional system, similar to SoCal 511, providing transit, traffic, rideshare and other information services on a variety of platforms; Whereas, IE 511 operates in partnership with the Riverside County Transportation Commission (RCTC) and the San Bernardino County Transportation Authority (SBCTA) and primarily focuses its operations and services on Riverside and San Bernardino counties; Whereas, residents and travelers frequently and extensively travel between and amongst Los Angeles, Orange, Ventura, Riverside and San Bernardino counties; Whereas, both SoCal 511 and IE 511 provide similar services and as such there are efficiencies, improvements, consistencies, and opportunities to provide better service to the public by integrating SoCal 511 and IE 511 into one system; Whereas, LA SAFE is the primary agency responsible for the development, administration, management, operation and maintenance of SoCal 511, and RCTC and SBCTA are the responsible agencies for the development, administration, management, operation and maintenance of IE 511; Whereas, LA SAFE, RCTC and SBCTA desire to proceed with the integration of SoCal 511 and IE 511 for the overall betterment of the regional mobility and the public; NOW, Therefore, all parties agree as follows: 103 Agreement No. 21-45-022-00 INTENT The intent of this AGREEMENT is to enable the integration of SoCal 511 and IE 511 into a single, expanded regional SoCal 511 system. This AGREEMENT outlines the relationship, roles, responsibilities and understandings between LA SAFE, RCTC and SBCTA regarding the integration, administration, management and operation of the expanded regional SoCal 511 system. PERIOD OF PERFORMANCE This AGREEMENT shall become effective on XXXXXXX and shall remain in effect until otherwise amended or terminated per the terms and conditions contained in this AGREEMENT. TERMINATION Each party agrees to provide a minimum 90 day written N otice of Intent to terminate this AGREEMENT. Upon receipt and acknowledgement of the Notice of Intent, all parties shall coordinate to develop a termination plan. This plan shall outline the schedule, process, costs and any other issues necessary to affect the termination. All efforts shall be made to control and mitigate any and all costs and negative impact to public as a result of the termination. Notwithstanding the mitigation efforts, the terminating par ty shall bear the primary responsibility for any costs, direct and indirect, associated with the termination for their portion of the program . SERVICE/WORK LA SAFE, RCTC and SBCTA shall agree to the schedule, cost and services that are to be integrated and provided via SoCal 511. The agreed upon schedule, cost and services shall be incorporated as an amendment to this AGREEMENT. LA SAFE shall provide traveler services via the SoCal 511 program. SoCal 511 currently provides information through the following platforms – 1) Interactive Voice Response (IVR), 2) web site, 3) m obile application and 4) Social Media. Services shall be provided in compliance with the Schedule, Cost and Services Amendment, as proposed in the preceding paragraph. Should there be a change to any platform or service that may or can impact users in Riverside and/or San Bernardino counties, LA SAFE shall contact and coordinate with RCTC and SBCTA to review and mitigate the impact and proceed as agreed upon. Should RCTC or SBCTA desire to deploy additional functionality or services beyond those currently provided or if there is a need to modify the delivery of the services or information specifically for Riverside or San Bernardino county, RCTC or SBCTA shall contac t and coordinate with LA SAFE to review the matter and agree upon the changes. All added functionality or service shall become the part of SoCal 511 and may be used by or available to all SoCal 511 partner agencies. Any new or modified SoCal 511 104 Agreement No. 21-45-022-00 functionality and service, requested by RCTC or SBCTA, shall be set forth in an agreement between the parties. The agreement shall define the schedule, scope of work and funding and be incorporated as an amendment to this AGREEMENT. LA SAFE RESPONSIBILITIES LA SAFE shall be responsible for the overall development, deployment, operation, maintenance, administration, management, and planning of the SoCal 511 program and system. Specific responsibilities shall include but, are not limited to: • Program management and administration; • Program operations and maintenance; • Program development and enhancements; • Systems management and operation; • Contract administration and management; • Strategic planning and implementation; • Regional marketing; • Stakeholder and partner coordination; • Regional, statewide and national coordination RCTC and SBCTA RESPONSIBILITIES RCTC and SBCTA are responsible for coordinating, managing and representing their respective county in the development, deployment, operation and management of the SoCal 511 program. Specifically, RCTC and SBCTA are responsible for: • Coordinating with their county agencies, municipalities, and interested parties in the development and use of SoCal 511; • M arketing, outreach and communications efforts within their county in support of SoCal 511; • Facilitating the discussion of SoCal 511 for and within their county; • Coordinating with LA SAFE regarding SoCal 511; • Support and participation in the overall development, operation, maintenance and management of SoCal 511 for their county; and • Funding for enhancement and operations and maintenance as delineated in this AGREEMENT • LA SAFE is to include PARTICPATING AGENCIES on all procurement activities related to SoCal511. This includes having one voting member from each PARTICIPATING AGENCY on any SoCal 511 evaluation committee. JOINT RESPONSIBILITIES All parties agree to collective and cooperative efforts in support of SoCal 511. Such efforts include, but are not limited to: • Ensuring the quality of SoCal 511; 105 Agreement No. 21-45-022-00 • Ensuring that SoCal 511 is effectively meeting and understands the needs of its customers; • Promoting and improving traveler mobility throughout the regions through the use of SoCal 511; • Collaborating on joint funding opportunities; • Coordinating SoCal 511 marketing and outreach activities; • Engaging and communicating with each other to identify opportunities to improve and/or areas of concern regarding SoCal 511 services; • Coordinating on future SoCal 511 developments; REPORTS LA SAFE shall provide reports or shall provide access to allow the ability to generate the reports, on SoCal 511 activities on a monthly basis. MEETINGS LA SAFE and partner agencies shall meet on a quarterly basis if needed. COST LA SAFE and partner agencies will agree upon the costs of providing SoCal 511 services and shall invoice the partner agencies to recover the agreed upon costs pursuant to this AGREEMENT. RCTC and SBCTA agree to pay a one-time integration fee of $104,000 and a monthly fee of $24,000 with a 3% escalation for a five-year (5) period, however after the end of the third (3) year RCTC and or SBCTA must declare their intension to continue with the current agreement for the remaining two (2) years and to negotiate in good faith a new agreement. One-time integration costs for the IVR and the Web/ Mobile may include: • Initial integration; • Development; • Enhancement; • Partner agency specific requests; and • Any other specific ad-hoc one-time actions On-going costs may include: • Operations (Population);and • Maintenance; 106 Agreement No. 21-45-022-00 INDEMNIFICATION Neither LA SAFE nor any of its directors, officers, agents, or employees shall be responsible for any damage or liability occurring solely by reason of anything done or omitted to be done by RCTC and or SBCTA under or in connection with any work, authority, or jurisdiction performed by LA SAFE under this AGREEMENT. Pursuant to Government Code Section 895.4, RCTC and or SBCTA shall fully indemnify and hold LA SAFE harmless from any liability imposed for injury (as defined by Government Code 819.8) occurring solely by reason of anything done or omitted to be done by RCTC and or SBCTA under or in connection with any work, authority, or jurisdiction performed by RCTC and or SBCTA under this AGREEMENT and for which RCTC and or SBCTA would otherwise be liable. Neither RCTC and or SBCTA nor any of its directors, officers, agents, or employees shall be responsible for any damage or liability occurring solely by reason of anything done or omitted to be done by LA SAFE under or in connection with any work, authority, or jurisdiction performed by LA SAFE under this AGREEMENT. Pursuant to Government Code Section 895.4, LA SAFE shall fully indemnify and hold RCTC and or SBCTA harmless from any liability imposed for injury (as defined by Government Code 810.8) occurring solely by reason of anything done or omitted to be done by LA SAFE under or in connection with any work, authority, or jur isdiction performed by LA SAFE under this AGREEMENT and for which LA SAFE would otherwise be liable. Nothing in this AGREEMENT shall be construed to create any duty towards, or any rights in, any third party that is not a party to this AGREEMENT; and neither this AGREEMENT nor any of the provisions hereof shall create or enlarge any obligation of either party imposed by law, as the same may now be imposed or limited or may be imposed or limited hereafter. COUNTERPARTS This MOU may be executed and delivered in any number of counterparts, each of which, when executed and delivered shall be deemed an original and all of which together shall constitute the same agreement. Facsimile signatures shall be considered originals. MODIFICATIONS No amendments or other modifications of this MOU shall be binding unless executed in writing by all PARTIES. 107 Agreement No. 09-45-067-08 1 • AMENDMENT NO. 8 TO AGREEMENT FOR OPERATIONS AND MAINTENANCE SERVICES FOR THE INLAND EMPIRE 511 SYSTEM WITH ITERIS, INC. 1.PARTIES AND DATEThis Amendment No. 8 ("Amendment No. 8") to the Agreement for Operations and Maintenance Services for the Inland Empire 511 System is made and entered into as of ______________________, 2020 by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("Commission") and ITERIS, INC. a Delaware Corporation ("Consultant"). Commission and Consultant are sometimes individually referred to as “Party" and collectively as "Parties”. 2. RECITALS2.1 The Commission and Consultant entered into an agreement dated February 1, 2010 forthe purpose of providing consulting services for the operations and maintenance of the Inland Empire 511 Motorist Aid Travel Information System (the "Master Agreement''). 2.2 The Commission and Consultant entered into an Amendment No. 1 to the Master Agreement da ted July 7, 2011 for the purpose of extending the term, expanding the Scope of Services to include the 11Meridian Migration Scope of Work1'i and to provide additional compensation for the continued and additional Services. 2.3 The Commission and the Consultant entered into an Amendment No. 2 to the Master Agreement dated June 30, 2016 for the purpose of extending the term of the master agreement, revising the compensation provisions, and providing additional compensation for the extended term. 2.4 The Commission and Consultant entered into Amendment No. 3 dated June 30, 2017 for the purpose of extending the term of the Master Agreement, revising the compensation provisions and providing additional compensation for continued operations and maintenance services for the Inland Empire 511 System. 2.5 The Commission and Consultant entered into Amendment No. 4 dated June 30, 2018 for the purpose of extending the term of the Master Agreement, revising the compensation provisions and providing additional compensation for continued operations and maintenance services for the Inland Empire 511 System. 2.6 The Commission and Consultant entered into Amendment No. 5 dated June 30, 2019 for the purpose of extending the term of the Master Agreement, revising the compensation provisions and providing additional compensation for continued operations and maintenance services for the Inland Empire 511 System. 2.7 The Commission and Consultant entered into Amendment No. 6 dated December 30, 2019, for the purpose of extending the term of the Master Agreement and revising the compensation provisions for continued opera tions and maintenance services for the Inland Empire 511 System. 2.8 The Commission and Consultant entered into Amendment No. 7 dated June 10, 2020, for ATTACHMENT 2 108 Agreement No. 09-45-067-08 2 the purpose of extending the term of the Master Agreement and revising the compensation provisions for continued operations and maintenance services for the Inland Empire 511 System. 2.9 The Commission and Consultant now desire to amend the Master Agreement in order to provide additional compensation for continued operations and maintenance services for the Inland Empire 511 System. 3. TERMS 3.1 Services to be provided under this Amendment No. 8 shall be compensated in accordance with Exhibit "A" attached to this Amendment No. 8 and incorporated herein by reference. 3.2 The maximum compensation to be prov ided under this Amendment No. 8 for Services provided through the extended term shall not exceed One Hundred Thirty Thousand Dollars ($130,000), as set forth in the attached Exhibit “A”. 3.3 Except as amended by this Amendment No. 8, all provisions of the Master Agreement, as amended by Amendment Nos. 1, 2, 3, 4, 5, 6 and 7 including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment. 3.4 This Amendment No. 8 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.5 This Amendment No. 8 may be signed in counterparts, each of which constitute an original. 3.6 A manually signed copy of this Agreement No. 8 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 No . 8 for all purposes. [Signatures on following page] 109 Agreement No. 09-45-067-08 3 SIGNATURE PAGE TO AGREEMENT FOR OPERATIONS AND MAINTENANCE SERVICES FOR THE INLAND EMPIRE 511 SYSTEM WITH ITERIS, INC. IN WITNESS WHEREOF, the parties hereto have executed Agreement No. 09-45-067-08 as of the date first herein above written. RIVERSIDE COUNTY TRANSPORTATION ITERIS, INC. COMMISSION By: ___________________________________________ By: ______________________________________ Anne Mayer, Executive Director Signature ______________________________________ Name ______________________________________ Title APPROVED AS TO FORM: ATTEST By: _________________________________________ By: ______________________________________ Best, Best & Krieger, LLP Signature General Counsel Its: ______________________________________ Title *A corporation requires the signatures of two corporate officers. One signature shall be that of the chairman of the 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. 110 Agreement No. 09-45-067-08 EXHIBIT A 4 EXHIBIT “A” Amendment No. 7 Compensation Provisions 1. Database, IVR and Map services shall be provided on a lump sum, fixed price basis. The monthly lump sum for Database, IVR and Map services shall be the amounts set forth in the chart below. Iteris shall invoice Client Monthly beginnin g __July 1, 2020 ____ for a minimum of three months and maximum of 12 months unless this Agreement is extended beyond June 30, 2021. 2. Floodgates services shall be provided on a time and materials basis, at the rates set forth in Exhibit “A-1” attached to this Exhibit “A” and incorporated herein by reference. The monthly amount billed for all Floodgates services, including any approved reimbursements for expenses, shall not exceed the amount set forth in the chart below. 3. A base charge for minutes is $1,000 per month which includes 20,000 minutes. 4. The per minute telephone charge after the included 20,000 minutes shall be five cents ($0.05) per minute. 5. The monthly minutes set forth below is an estimate. The parties acknowledge that telephone usage will vary from month to month. 6. Client must submit 30 days’ written notice in order to terminate this Amendment prior to June 30, 2021. Monthly Costs Monthly Costs Database IVR Map Floodgates T&M Total Labor Minutes* Tel Cost Total Monthly O&M Not to Exceed $0.05 per minute* $3,061 $5,053 $2,951 $9,400 $20,465 33,000 $1,650 $22,115 111 Agreement No. 09-45-067-08 EXHIBIT A 5 EXHIBIT "A-1" Billing Rates and Phone Minute Rate lteris, Inc. FY20 21 Standard Bill Rates* STAFF TITLE STANDARD RATE Gendry, Charles Senior S/W Engineer $ 208.66 Hartman, Nicholas Se nior Systems Engineer $ 202.71 Lemestre, Michelle Administrator $ 71.54 Galindo, Yocely Administrator $ 71.54 Rate for Included 20,000 Minutes $1,000 Rate for Phone Minutes Over the Included 20,000 Minutes 5 cents/minute 112 1 Agreement No. 14-41-156-07 AMEN DMENT NO. 7 TO AGREEMENT FOR PROGRAMMING AND WEBSITE ADMINISTRATION SERVICES WITH MEDIA BEEF, INC. 1.PARTIES AND DATE This Amendment No. 7 is made and entered into as of this _____ day of ______________, 2020, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION (“Commission”) and MEDIA BEEF, INC., a California Corporation (“Consultant”). 2.RECITALS 2.1 The Commission and the Consultant have entered into an agreement dated September 10, 2014 for the purpose of providing programming and website administration services for the Commuter Assistance Projects (“Master Agreement”). 2.2 The Commission and the Consultant have entered into Amendment No. 1 to the Master Agreement, dated October 19, 2016, for the purpose of extending the term of the Master Agreement and providing additional compensation for the continued provision of freeway service patrol services (“Amendment No. 1”). 2.3 The Commission and the Consultant have entered into Amendment No. 2 to the Master Agreement, dated June 19, 2017, for the purpose of providing additional compensation for the continued provision of programming and website administration services for the Commuter Assistance Projects (“Amendment No. 2”). 2.4 The Commission and the Consultant have entered into Amendment No. 3 to the Master Agreement, dated December 11, 2017, for the purpose of providing additional compensation for the provision of programming enhancements and a vanpool application, reporting, and database system within the IE Commuter website. (“Amendment No. 3”). 2.5 The Commission and the Consultant have entered into Amendment No. 4 to the Master Agreement, dated July 3, 2019, for the purpose of ATTACHMENT 3 113 2 providing additional compensation for the continued provision of programming and website administration services for the Commuter Assistance and Vanpool Projects, as needed, and for database migration support to the new regional rideshare and vanpool systems (“Amendment No. 4”). 2.6 The Commission and the Consultant have entered into Amendment No. 5 to the Master Agreement, dated May 13, 2020, for the purpose of extending the term and providing additional compensation for the continued provision of programming and website administration services for the Commuter Assistance and Vanpool Projects, as needed, and for database migration support to the new regional rideshare and vanpool systems (“Amendment No. 5”). 2.7 The Commission and the Consultant have entered into Amendment No. 6 to the Master Agreement, dated June 10, 2020, for the purpose of extending the term and providing additional compensation for the continued provision of programming and website administration services for the Commuter & Motorist Assistance and Vanpool Projects, as needed (“Amendment No. 6”). 2.8 The parties now desire to amend the Master Agreement in order to extend the term and to provide additional compensation for the continued provision of programming and website administration services for IE511. 3. TERMS 3.1 The term of the Master Agreement shall be extended through June 30, 2021, unless earlier terminated as provided in the Master Agreement. 3.2 The maximum compensation for Services performed pursuant to this Amendment shall be Thirty-Five Thousand Dollars ($35,000). Work shall be performed at the rates set forth in the Master Agreement. 3.3 The total not-to-exceed amount of the Master Agreement, as amended by this Amendment No. 7, shall be One Million Four Hundred Seventy - Three Thousand Six Hundred Seventy Dollars ($1,473,670). 3.4 Except as amended by this Amendment No. 7, all provisions of the Master Agreement, as amended by Amendment No. 1, 2, 3, 4, 5, and 6, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment No. 7. 114 3 3.5 This Amendment No. 7 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.6 This Amendment No. 7 may be signed in counterparts, each of which constitute an original. 3.7 A manually signed copy of this Agreement No. 7 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 No. 7 for all purposes. [Signatures on following page] 115 4 SIGNATURE PAGE TO Agreement No. 14-41-156-07 IN WITNESS WHEREOF, the Parties hereto have executed this Amendment on the date first herein above written. RIVERSIDE COUNTY MEDIA BEEF, INC. TRANSPORTATION COMMISSION By: ____________________________ By: __________________________ Anne Mayer, Executive Director Signature __________________________Na me __________________________ Title APPROVED AS TO FORM: ATTEST: By: __________________________ By: __________________________ Best Best & Krieger LLP Counsel to the Riverside County Its: __________________________ Transportation Commission 116 5 INSERT EXHIBI T A [PLACEHOLDER FOR FEDERAL PROVISIONS] 117 Agreement No. 19-45-080-02 AMENDMENT No. 2 TO CONTRACT 19-1002204 BY AND BETWEEN SAN BERNARDINO COUNTY TRANSPORTATION AUTHORITY AND RIVERSIDE COUNTY TRANSPORTATION COMMISSION FOR THE PROVISION OF 511 PROGRAM IMPLEMENTATION AND SOFTWARE Th is Amendment No. 2 to Contract 19-1002204 is made by and between the San Bernardino County Transportation Authority ("SBCTA"), and Riverside County Transportation Commission ("RCTC"). 1.RECITALS:1.1 On July 1, 2019, SBCTA and RCTC entered into a Cooperative Agreement (“Agreement”),for the purpose of allocating the costs of providing 511, Rideshare and Vanpool Program Implementation and Software; 1.2 On June 30, 2020, SBCTA and RCTC entered into a Cooperative Agreement (“Agreement”), amending the Agreement to extend its term through December 31, 2020, and to limit the cost allocation to the provision of 511 Program Implementation and Software, which is managed by RCTC and reimbursed by SBCTA. 1.3 SBCTA and RCTC desire to amend the Agreement to extend its term through June 30, 2021. 2.TERMS:2.1 The term of the Master Agreement, as set forth in Section 3.1 of the Master Agreement, is hereby extended through June 30, 2021. 2.2 Except as amended by this Amendment No. 2, all provisions of the Master Agreement, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment No.2. 2.3 This Amendment No. 2 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 2.4 This Amendment No. 2 may be signed in counterparts, each of which shall constitute an original. 2.5 A manually signed copy of this Amendment No. 2 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 Amendment No. 2 for all purposes. This Amendment No. 2 may be signed using an electronic signature. [Signatures on following page] ATTACHMENT 4 118 Agreement No. 19-45-080-02 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement below. SAN BERNARDINO COUNTY RIVERSIDE COUNTY TRANSPORTATION AUTHORITY TRANSPORTATION COMMISSION By: ________________________________________ By: ___________________________________________ Raymond W. Wolfe Anne Mayer Executive Director Executive Director Date: _____________________________________ Date: ________________________________________ APPROVED AS TO FORM APPROVED AS TO FORM By: _________________________________________ By: __________________________________________ Julianna K. Tillquist Best, Best & Krieger, LLP General Counsel General Counsel Date: _______________________________________ Date: _______________________________________ CONCURRENCE By: _________________________________________ Jeffery Hill Procurement Manager Date: _______________________________________ 119 AGENDA ITEM 5I Agenda Item 5I RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Brian Cunanan, Commuter and Motorist Assistance Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Agreement for Vanpool Vehicle Leasing Services WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION : This item is for the Commission to: 1) Award Agreement No. 21-41-021-00 to Airport Van Rental Vanpool, doing business as AVR Vanpool (AVR), for vanpool vehicle leasing services for a three -year term, plus one two-year option to extend the agreement, in an amount not to exceed $875,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreement, including option years, on behalf of the Commission. BACKGROUND INFORMATION : At its September 2017 meeting, the Commission approved the funding, development, and implement ation of an ongoing vanpool subsidy program to be provided through third -party leasing vendors. The vanpool groups’ leased vehicles carry 7 to 15 passengers (including the driver) traveling 30 or more miles each day between their homes and their work destination(s) located within the Commission’s jurisdictional area of Western and Southern Riverside County. In fall 2017, the Commission released a Request for Proposal (RFP) to procure leasing ve ndors for a vendor bench to provide the vehicles services. The RFP process resulted in the Commission contracting with Commute with Enterprise (Enterprise), with the program branded as “VanClub” that launched in May 2018 primarily serving traditional employer markets . In addition to current and future vanpool services procured through the RFP process, the Commission has an agreement with a public transit provider, California Vanpool Authority (CalVans), to provide vanpool services to the agricultural and post-secondary education markets. The monthly lease amount for leased vehicles provided to vanpool groups by CalVans or Enterprise includes insurance, maintenance and roadside assistance. The vanpool groups apply directly to the Commission to participate in VanClub, and, upon approval, the Commission provides a monthly subsidy of up to 50 percent of their vanpool lease cost not to exceed $400. The San Bernardino County Transportation Authority (SBCTA) operates a vanpool subsidy program (SB Loop) with similar scopes of work and program requirements as RCTC’s VanClub 120 Agenda Item 5I program. Both programs require that vanpool participants: a. Commute in a leased vehicle with a seating capacity (including the driver) of between 7 to 15 passengers; b. Operate a minimum 12 days during each calendar month; c. Travel at least 30 miles round -trip directly between a home origin(s) and a regular work and/or vocational/post-secondary education destination(s) within each agency’s jurisdictional area; and d. Maintain a minimum vanpool occupancy of 70% or higher at time of start-up, and 50% or higher on an ongoing monthly basis. During the COVID-19 pandemic, both agencies accommodate d for more flexible schedules so as to allow for social distancing while traveling in vanpools and relaxed the minimum number of operating days and occupancy requirements each month. At the program’s peak in February 2020, the Commission’s VanClub subsidized 80 vanpools. As of September 2020, VanClub has 30 vanpools that transport essential workers to and from March Air Force Base and the University of California at Riverside. Procurement Process Since the Commission and SBCTA initially procured vanpool leasing vendor services in 2017, additional vendors have entered the Southern California vanpool leasing market. As such, in order to expand vanpool vendor options for both vanpool programs while optimizing staff resources toward this goal, SBCTA released RFP No. 20-1002393 for third-party vanpool vehicle providers on behalf of both SBCTA and the Commission in July 2020. SBCTA’s RFP No. 20-1002393 was sent electronically to and downloaded by five firms registered on SBCTA’s PlanetBids system. The solicitation was issued in accordance with current SBCTA policies and procedures for consultant services. There were two addenda issued for this project: Addendum No. 1, issued on July 22, 2020, extended the key RFP dates and Addendum No. 2, issued on August 14, 2020, responded to questions received and added a Buy America clause to the contract. Both the SBCTA and Commission ’s vanpool programs anticipate utilizing Federal Transit Administration (FTA) funds to pay monthly subsidies to the vanpool providers; therefore, the RFP required compliance with all federal public transit rules and regulations, including Buy America, Americans with Disabilities Act, and be open to the general public. One proposal was received from AVR by the date and time specified in the RFP. A responsiveness review was conducted by the SBCTA Procurement Analyst, and SBCTA found the AVR proposal to be responsive. The evaluation committee consisted of staff from the Commission and SBCTA , as well as a Commission vanpool consultant. The Committee scored the proposal based on the following criteria: qualifications , related e xperience and references, proposed staffing and project organization , work plan , and price . Based on the evaluation 121 Agenda Item 5I committee’s assessment of the written proposal received, and pursuant to the terms of the RFP, the evaluation committee conducted an interview with AVR on September 9, 2020. Staff is aware of one additional vanpool vendor that operates vanpool vehicle leasing services within the southern California region. After several attempts, the SBCTA Procurement Analyst reached the firm; it was determined that due to changes in staffing assignments this firm missed the procurement opportunity. The evaluation committee recommends AVR for vanpool vehicle leasing services, as it demonstrated a thorough understanding of the scope of work and proposed an overall solid team. Accordingly, s taff recommends approval of Agreement No. 21-41-021-00 with AVR to provide third -party vanpool vehicle leasing service s for a three -year term, plus one two-year option, in an amount not to exceed $875,000. The Commission’s professional services agreement will be entered into with AVR subject to any changes approved by the Executive Director, pursuant to legal counsel review. Funding for the AVR subsidy element of the vanpool program will be through a combination of a South Coast AQMD Mobile Source Air Pollution Reduction Review Committee (MSRC) grant and FTA Section 5307 funding (which will be used when the MSRC grant is exhausted). At the time of the October Western Riverside County Programs and Projects Committee , the SBCTA Transit Committee approved a contract award to AVR and forwarded it to the full SBCTA Board of Directors for approval in early November. Financial Information In Fiscal Year Budget: Yes Yes N/A N/A Year: FY 2020/21 FY 2020/21 FY 2021/22+ FY 2021/22+ Amount: $101,000 (revenues) $101,000 (expenditures) $774,000 (revenues) $774,000 (expenditures) Source of Funds: MSRC grant and FTA funds Budget Adjustment: No No N/A N/A GL/Project Accounting No.: 002187 416 41608 0000 263 41 41204 (local revenues) 002187 414 41404 0000 263 41 41401 (federal revenues) 002187 81030 00000 0000 263 41 81002 (expenditures ) Fiscal Procedures Approved: Date: 10/16/2020 Attachment: Draft Agreement 21-41-021-00 122 Agenda Item 5I Approved by the Western Riverside County Programs and Projects Committee on October 26, 2020 In Favor: 10 Abstain: 0 No: 0 123 17336.00013\32891143.2 1 AGREEMENT No. 21-41-021-00 BY AND BETWEEN RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND AIRPORT VAN RENTAL FOR THIRD PARTY VANPOOL VEHICLE PROVIDER SERVICES This contract ( “Contract”) is made and entered into by and between the Riverside County Transportation Commission (“RCTC”), whose address is 4080 Lemon St., 3rd Floor, Riverside, CA 92501, and Airport Van Rental (“CONSULTANT”) whose address is 12911 Cerise Avenue, Hawthorne, CA 90250. RCTC and CONSULTANT are each a “Party” and are collectively the “Parties”. RECITALS: WHEREAS, RCTC requires Work as described in Exhibit A of this Contract and; WHEREAS, CONSULTANT has confirmed that CONSULTANT has the requisite professional qualifications, personnel and experience and is fully capable and qualified to perform the services identified herein; and WHEREAS, CONSULTANT desires to perform all Work identified herein and to do so for the compensation and in accordance with the terms and conditions set forth herein. WHEREAS, RCTC intends to initially fund this Contract utilizing local funding, but may, at a later time, elect to utilize funding from the Federal Transportation Administration (FTA), should such funding become available. NOW, THEREFORE, the Parties agree as follows: 124 17336.00013\32891143.2 \ 2 ARTICLE 1. PROJECT DESCRIPTION/SCOPE OF WORK 1.1 CONSULTANT agrees to perform the work and services set forth in Exhibit A “Scope of Work ” (“Work”) in accordance with all applicable professional standards which are generally accepted in the State of California, in accordance with the terms and conditions expressed herein, and in the sequence, time, and manner defined herein. The word “Work”, as used herein, includes without limitation the performance, fulfillment and discharge by CONSULTANT of all obligations, duties, tasks, and Work imposed upon or assumed by CONSULTANT hereunder; and the Work performed hereunder shall be completed to the satisfaction of RCTC, with its satisfaction being based on prevailing applicable professional standards. 1.2 RCTC’s Project Manager for this Contract is Brian Cunanan, or such other designee as shall be designated in written notice to CONSULTANT from time to time by the Executive Director of RCTC or his or her designee. The Project Manager shall have authority to act on behalf of RCTC in administering this Contract, including giving notices (including without limitation, notices of default and/or termination ), technical directions and approvals, demanding performance and accepting work performed, but is not authorized to receive or issue payments or execute amendments to the Contract itself ARTICLE 2. CONTRACT TERM 2.1 The Contract term shall commence upon issuance of a written Notice To Proceed (NTP) issued by RCTC’s Procurement Manager and shall continue in effect through December 31, 2023, or until otherwise terminated, or unless extended as hereinafter provided by written amendment, except that all indemnity and defense obligations hereunder shall survive termination of this Contract. CONSULTANT shall not be compensated for any work performed or costs incurred prior to issuance of the NTP. 2.2 RCTC at its sole discretion may extend the original term of the Contract for one two -year option. The maximum term of this Contract, including the Option Term, if exercised, will not exceed December 31, 2025. ARTICLE 3. COMPENSATION 3.1 Total compensation to CONSULTANT for full and complete performance of the Scope of Work identified herein and, in compliance with all the terms and conditions of this Contract, shall be as a fixed subsidy for approved vanpools per month, which includes all obligations incurred in, or applied to, CONSULTANT’s performance of Work, and for which CONSULTANT shall furnish all personnel, facilities, equipment, materials, supplies, and Services (except as may be explicitly set forth in this Contract as furnished b y RCTC) shall not exceed the amount set forth in section 3.2 below. 3.2 The total Contract Not-To -Exceed Amount is Eight-Hundred Seventy-Five Thousand Dollars and Zero Cents ($875,000). All Work provided under this Contract is to be performed as set forth in Exhibit A “Scope of Work”, and shall be reimbursed based on 50% of allowable vehicle lease rates, not to exceed $400 per month per qualified petroleum-based vehicle and $500 per month per qualified zero emission vehicles, pursuant to Exhibit B “Vehicle Cost Matrix Form”. RCTC will not compensate the CONSULTANT for any subsidies for vehicles not shown in 125 17336.00013\32891143.2 \ 3 Exhibit B or agreed to and approved by RCTC as required under this Contract. 3.3 The Cost Principles and Procedures set forth in 48 CFR, Ch. 1, subch. E, Part 31, as constituted on the effective date of this Contract, shall be utilized to determine allowability of costs under this Contract and may be modified from time to time by written amendment of the Contract. 3.3.1 CONSULTANT agrees to comply with Federal Department of Transportation procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. 3.3.2 Any costs for which payment has been made to CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR, Ch. 1, subch. E, Part 31, or 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments shall be returned by CONSULTANT to RCTC. 3.4 Any Work provided by CONSULTANT not specifically covered by the Scope of Work shall not be compensated without prior written authorization from RCTC. It shall be CONSULTANT’s responsibility to recognize and notify RCTC in writing when services not covered by the Scope of Work have been requested or are required. All changes and/or modifications to the Scope of Work shall be made in accordance with the “CHANGES” Article in this Contract. Any additional services agreed to in accordance with this Contract shall become part of the Work. 3.5 During a random physical inspection and audit of vehicles for safety equipment, should RCTC find that CONSULTANT is not compliant with contractual requirements, CONSULTANT shall bring any non-compliant item(s) into compliance within three (3 ) business days or temporarily/permanently replace the non-compliant vehicle with a compliant vehicle. If CONSULTANT fails to remedy/replace a non-compliant vehicle pursuant to the contractual terms, RCTC may withhold the monthly subsidy amount for each non-compliant vehicle. 3.6 All subcontracts in excess of $25,000 shall contain the above provisions. ARTICLE 4. TAXES, DUTIES AND FEES Except to the extent expressly provided elsewhere in this Contract, CONSULTANT shall pay when due, and the compensation set forth herein shall be inclusive of all: a) local, municipal, State, and federal sales and use taxes; b) excise taxes; c) taxes on personal property owned by CONSULTANT; and d) other governmental fees and taxes or charges of whatever nature applicable to CONSULTANT to enable it to conduct business. ARTICLE 5. AVAILABILITY OF FUNDS; FTA REQUIREMENTS The award and performance of this Contract is contingent on the availability of funds. If funds are not appropriated and/or allocated and available to RCTC for the continuance of Work performed by CONSULTANT, Work directly or indirectly involved may be suspended or terminated by RCTC at the end of the period for which funds are available. When RCTC becomes aware that any portion of Work will or may be affected by a shortage of funds, it will promptly notify CONSULTANT. Nothing 126 17336.00013\32891143.2 \ 4 herein shall relieve RCTC from its obligation to compensate CONSULTANT for Work already performed pursuant to this Contract. No penalty shall accrue to RCTC in the event this provision is exercised. Article 49 through Article 59 of this Contract incorporate FTA required clauses, which shall be enforceable commencing at such time as RCTC alerts CONSULTANT to the use of FTA funds. RCTC intends to rely on the federally related certifications and disclosures submitted by CONSULTANT in its response to the Request for Proposals (“RFP”) pursu ant to which this Contract has been awarded. RCTC shall retain copies of such submissions in its project file for this Contract. ARTICLE 6. PERMITS AND LICENSES CONSULTANT shall, without additional compensation, keep current all governmental permits, certificates and licenses (including professional licenses) necessary for CONSULTANT to perform Work identified herein. ARTICLE 7. DOCUMENTATION AND RIGHT TO AUDIT 7 .1 CONSULTANT shall maintain all records related to this Contract in an organized way in the original format, electronic and hard copy, conducive to professional review and audit, for a period of three (3) years from the date of final payment by RCTC, or until the conclusion of all litigation, appeals or claims related to this Contract, whichever is longer. CONSULTANT shall provide RCTC, Federal Transit Administration, the California State Auditor, or other authorized representatives of RCTC, access to CONSULTANT’s records which are directly related to this Contract for the purpose of inspection, auditing or copying during the entirety of the records maintenance period above. CONSULTANT further agrees to maintain separate records for costs of Work performed by amendment. CONSULTANT shall allow RCTC and its representatives or agents to reproduce any materials as reasonably necessary. 7 .2 The cost proposal and/or invoices for this Contract are subject to audit by RCTC and/or any state or federal agency funding this Project at any time. After CONSULTANT receives any audit recommendations, the cost proposal shall be adjusted by CONSULTANT and approved by RCTC’s Project Manager to conform to the audit recommendations. CONSULTANT agrees that individual items of cost identified in the audit report may be incorporated into the Contract at RCTC’s sole discretion. Refusal by CONSULTANT to incorporate the audit or post award recommendations will be considered a breach of the Contract and cause for termination of the Contract. Any dispute concerning the audit findings of this Contract shall be reviewed by RCTC’s Chief Financial Officer. CONSULTANT may request a review by submitting the request in writing to RCTC within thirty (30) calendar days after issuance of the audit report. 7 .3 Subcontracts in excess of $25,000 shall contain the provisions in this Article. ARTICLE 8. RESPONSIBILITY OF CONSULTANT 8.1 CONSULTANT shall be responsible for the professional quality, technical accuracy, and the assurance of compliance with all applicable federal, State, and local laws and regulations, and other Work furnished by the CONSULTANT under the Contract. 8.2 In addition to any other requirements of this Contract or duties and obligations imposed on 127 17336.00013\32891143.2 \ 5 CONSULTANT by law, CONSULTANT shall, as an integral part of its Work, employ quality control procedures that identify potential risks and uncertainties related to scope, schedule, cost, quality and safety of the Project and the Work performed by CONSULTANT within the areas of CONSULTANT’s expertise. At any time during performance of the Work, should CONSULTANT observe, encounter, or identify any unusual circumstances or uncertainties, which could pose potential risk to RCTC or the Project, CONSULTANT shall immediately document such matters and notify RCTC in writing. CONSULTANT shall also similarly notify RCTC in regard to the possibility of any natural catastrophe and potential failure, of the Project. Notifications under this paragraph shall be specific, clear and timely, and in a form which will enable RCTC to understand and evaluate the magnitude and effect of the risk and/or uncertainties involved. 8 .3 Intentionally Omitted 8 .4 RCTC shall advise CONSULTANT of their responsibility and collect the amount due, including but not limited to, withholding of payments, if the recoverable cost will exceed the administrative cost involved or is otherwise in RCTC’s best interest. RCTC shall include in the Contract Audit File a written statement of the reasons for the decision to recover or not recover the costs from CONSULTANT. 8 .5 CONSULTANT shall document the results of the Work to the satisfaction of RCTC and if applicable, Federal Transit Administration (FTA). This may include preparation of progress and final reports, or similar evidence of attainment of RCTC’s objectives. 8 .6 Intentionally Omitted 8.7 If RCTC has notified CONSULTANT of use of FTA funds under this Contract, CONSULTANT shall produce documents which specify compliance with FTA and Buy America requirements. ARTICLE 9. REPORTING AND DELIVERABLES All reports and deliverables shall be submitted in accordance with Exhibit A, “Scope of Work”. At a minimum, CONSULTANT shall submit monthly progress reports with their monthly invoices. The progress reports shall be sufficiently detailed for RCTC to determine if the CONSULTANT is performing to expectations or is on schedule to provide communication of interim findings, and to sufficiently address any difficulties or problems encountered, so remedies can be developed. ARTICLE 10. TECHNICAL DIRECTION 10.1 Performance of Work under this Contract shall be subject to the technical direction of RCTC’s Project Manager. The term "Technical Direction" is defined to include, without limitation: 10.1.1 Directions to CONSULTANT which redirect the Contract effort, shift work emphasis between work areas or tasks, require pursuit of certain lines of inquiry, fill in details or otherwise serve to accomplish the contractual Scope of Work. 10.1.2 Provision of written information to CONSULTANT, which assists in th e interpretation of drawings, reports, or technical portions of the Scope of Work described herein. 10.1.3 Review and, where required by the Contract, approval of technical reports, 128 17336.00013\32891143.2 \ 6 specifications and technical information to be delivered by CONSULTANT to RCTC under the Contract. 10.1.4 RCTC’s Project Manager may modify this Contract for certain administrative modifications without issuing a written amendment. Administrative modifications as defined herein are limited to: substitutions of personnel identified in this Contract, including Key Personnel and subconsultants; modifications to hourly rates, classifications, and names of personnel in Exhibit B; and modifications of the address of the CONSULTANT. All administrative modifications shall be doc umented in writing between the Parties. 10.2 Technical Direction must be within the Scope of Work under this Contract. RCTC’s Project Manager does not have the authority to, and may not, issue any Technical Direction which: 10.2.1 Increases or decreases the Scope of Work; 10.2.2 Directs CONSULTANT to perform Work outside the original Scope of Work; 10.2.3 Constitutes a change as defined in the “CHANGES” Article of the Contract; 10.2.4 In any manner causes an increase or decrease in the Contract price as identified in Article 3, herein, or the time required for Contract performance; 10.2.5 Changes any of the expressed terms, conditions or specifications of the Contract; unless identified herein; 10.2.6 Interferes with the CONSULTANT’s right to perform the terms and conditions of the Contract; or 10.2.7 Approves any demand or claim for additional payment. 10.3 Failure of CONSULTANT and RCTC’s Project Manager to agree that the Technical Direction is within the scope of the Contract, or failure to agree upon the Contract action to be taken, shall be subject to the provisions of the “DISPUTES” Article herein. 10.4 All Technical Direction shall be issued in writing by RCTC’s Project Manager. 10.5 CONSULTANT shall proceed promptly with the performance of Technical Direction issued by RCTC’s Project Manager, in the manner prescribed by this Article and within its authority under the provisions of this Article. If, in the opinion of CONSULTANT, any instruction or direction by RCTC’s Project Manager falls within one o f the categories defined in 10.2.1 through 10.2.7 above, CONSULTANT shall not proceed but shall notify RCTC in writing within five (5) working days after receipt of any such instruction or direction and shall request RCTC to modify the Contract accordingly. Upon receiving the notification from the CONSULTANT, RCTC shall: 10.5.1 Advise CONSULTANT in writing within thirty (30) calendar days after receipt of the CONSULTANT's letter that the Technical Direction either is or is not Technical Direction, as defined in 10.1 above, and within the Scope of Work . 10.5.2 Advise CONSULTANT within a reasonable time whether RCTC will or will not issue 129 17336.00013\32891143.2 \ 7 a written amendment. ARTICLE 11. CHANGES 11.1 The Work shall be subject to changes by additions, deletions, or revisions made by RCTC. CONSULTANT will be advised of any such changes by written notification from RCTC describing the change. This notification will not be binding on RCTC until RCTC’s Awarding Authority has approved any amendment to this Contract. 11.2 Promptly after such written notification of change is given to CONSULTANT by RCTC, the Parties will attempt to negotiate a mutually agreeable adjustment to compensation or time of performance, and amend the Contract accordingly. ARTICLE 12. CONFLICT OF INTEREST CONSULTANT agrees that it presently has no interest, financial or otherwise, and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of Work required under this Contract or be contrary to the interests of RCTC as to the Project. CONSULTANT further agrees that in the performance of this Contract no person having any such interest shall be employed. CONSULTANT is obligated to fully disclose to RCTC, in writing, any conflict of interest issues as soon as they are known to CONSULTANT. CONSULTANT agrees that CONSULTANT’s staff designated by RCTC’s Executive Director as “Consultants” under the Political Reform Act shall timely file Statements of Economic Interest with the RCTC Clerk of the Board. ARTICLE 13. KEY PERSONNEL The personnel specified below are considered to be essential to the Work being performed under this Contract. Prior to diverting any of the specified individuals to other projects, or reallocating any tasks or hours of Work that are the responsibility of key personnel to other personnel, CONSULTANT shall notify RCTC in writing and shall submit justifications (including proposed substitutions, resumes and payroll information to support any changes to the labor rate) in sufficient detail to permit evaluation of the impact on the Project. Diversion or reallocation of key personnel shall not be made without prior written consent of RCTC. CONSULTANT shall not substitute any key personnel without the prior written consent of RCTC. In the event that the Parties cannot agree as to the substitution of key personnel, RCTC may terminate the Contract. Key Personnel are: Name Job Classification/Function ARTICLE 14. REPRESENTATIONS All Work supplied by CONSULTANT under this Contract shall be supplied by personnel who are qualified, careful, skilled, experienced and competent in their respective trades or professions. CONSULTANT agrees that they are supplying professional services, findings, and/or recommendations in the performance of this Contract and agrees with RCTC that the same shall 130 17336.00013\32891143.2 \ 8 conform to professional principles and standards that are generally accepted in the profession in the State of California. ARTICLE 15. PROPRIETARY RIGHTS/CONFIDENTIALITY 15 .1 If, as part of this Contract, CONSULTANT is required to produce materials, documents data, or information (“Products”), then CONSULTANT, if requested by RCTC, shall deliver to RCTC the original of all such Products, which shall become the sole property of RCTC. 15 .2 All materials, documents, data or information obtained from RCTC's data files or any RCTC- owned medium furnished to CONSULTANT in the performance of this Contract will at all times remain the property of RCTC. Such data or information may not be used or copied for direct or indirect use outside of this Project by CONSULTANT without the express written consent of RCTC. 15 .3 Except as reasonably necessary for the performance of the Work, CONSULTANT agrees that it, its employees, agents and subconsultants will hold in confidence and not divulge to third parties without prior written consent of RCTC, any information obtained by CONSULTANT from or through RCTC unless (a) the information was known to CONSULTANT prior to obtaining same from RCTC; or (b) the information was at the time of disclosure to CONSULTANT, or thereafter becomes, part of the public domain, but not as a result of the fault of or an unauthorized disclosure by CONSULTANT or its employees, agents, or subconsultants; or (c) the information was obtained by CONSULTANT from a third party who did not receive the same, directly or indirectly, from RCTC and who had, to CONSULTANT's knowledge and belief, the right to disclose the same. Any materials and in formation referred to in this Article which are produced by CONSULTANT shall not be publicly disclosed until released in writing by RCTC, except to the extent such materials and information become subject to disclosure by RCTC under the California Public Records Act or other law, or otherwise become public information through no fault of CONSULTANT, or its employees or agents. 15 .4 CONSULTANT shall not use RCTC’s name or photographs in any professional publication, magazine, trade paper, newspaper, seminar or other medium without first receiving the express written consent of RCTC. 15 .5 All press releases or press inquiries relating to the Project or this Contract, including graphic display information to be published in newspapers, magazines, and other publications, are to be made only by RCTC unless otherwise agreed to in writing by the Parties. ARTICLE 16. CONSTRUCTION CLAIMS Intentionally Omitted ARTICLE 17. TERMINATION 17 .1 Termination for Convenience - RCTC’s Executive Director shall have the right at any time, with or without cause, to terminate further performance of Work by giving thirty (30) calendar days written notice to CONSULTANT specifying the date of termination. On the date of such termination stated in said notice, CONSULTANT shall promptly discontinue performance of 131 17336.00013\32891143.2 \ 9 Work and shall preserve Work in progress and completed Work, pending RCTC’s instruction, and shall turn over such Work in accordance with RCTC’s instructions. 17 .1.1 CONSULTANT shall deliver to RCTC, all deliverables prepared by CONSULTANT or its subconsultants or furnished to CONSULTANT by RCTC. Upon such delivery, CONSULTANT may then invoice RCTC for payment in accordance with the terms herein. 17 .1.2 If CONSULTANT has fully and completely performed all obligations under this Contract up to the date of termination, CONSULTANT shall be entitled to receive from RCTC as complete and full settlement for such termination a pro rata share of the Contract cost based upon the percentage of all contracted Work satisfactorily executed to the date of termination. 17 .1.3 CONSULTANT shall be entitled to receive the actual costs incurred by CONSULTANT to return CONSULTANT’s tools and equipment, if any, to it or its suppliers’ premises, or to turn over Work in progress in accordance with RCTC’s instructions plus the actual cost necessarily incurred in effecting the termination. 17 .2 Termination for Cause - In the event CONSULTANT shall file a petition in bankruptcy court, or shall make a general assignment for the benefit of its creditors, or if a petition in bankruptcy shall be filed against CONSULTANT or a receiver shall be appointed on account of its insolvency, or if CONSULTANT shall default in the performance of any express obligation to be performed by it under this Contract and shall fail to immediately correct (or if immediate correction is not possible, shall fail to commence and diligently continue action to correct) such default within ten (10) calendar days following written notice, RCTC may, without prejudice to any other rights or remedies RCTC may have, and in compliance with applicable Bankruptcy Laws: (a) hold in abeyance further payments to CONSULTANT; (b) stop any Work of CONSULTANT or its subcon sultants related to such failure until such failure is remedied; and/or (c) terminate this Contract by written notice to CONSULTANT specifying the date of termination. In the event of such termination by RCTC, RCTC may take possession of the Products and finished Work by whatever method RCTC may deem expedient. 17 .2.1 A waiver by RCTC of one default of CONSULTANT shall not be considered to be a waiver of any subsequent default of CONSULTANT, of the same or any other provision, nor be deemed to waive, amend, or modify this Contract. 17 .2.2 CONSULTANT shall deliver to RCTC all finished and unfinished deliverables under this Contract prepared by CONSULTANT or its subconsultants or furnished to CONSULTANT by RCTC within ten (10) working days of said notice. 17 .3 All claims for compensation or reimbursement of costs under any of the foregoing provisions shall be supported by documentation submitted to RCTC, satisfactory in form and content to RCTC and verified by RCTC. In no event shall CONSULTANT be entitled to any payment for prospective profits on unperformed services or any damages because of such termination. All subcontracts in excess of $25,000 shall contain the above provisions of this Article. ARTICLE 18. STOP WORK ORDER Upon failure of CONSULTANT or its subconsultants to comply with any of the requirements of this 132 17336.00013\32891143.2 \ 10 Contract, RCTC shall have the right to stop any or all Work affected by such failure until such failure is remedied or to terminate this Contract in accordance with the Termination For Cause provisions of this Contract. ARTICLE 19. CLAIMS RCTC shall not be bound to any adjustments in the Contract amount or schedule unless expressly agreed to by RCTC in writing. RCTC shall not be liable to CONSULTANT for any claim asserted by CONSULTANT after final payment has been made under this Contract. ARTICLE 20. INSURANCE 20.1 Prior to commencing the Work, subject to the provisions of Article 20.2 “General Provisions”, and at all times during the performance of the Work and for such additional periods as required herein, CONSULTANT and all sub -consultants of every tier performing any Work under this contract shall, at CONSULTANT’s and sub -consultant's sole expense, procure and maintain broad form insurance coverage at least as broad as the following minimum requirements specified below: 20.1.2 Worker’s Compensation/Employer’s Liability . The policies must include the following: • Coverage A. Statutory Benefits • Coverage B. Employer’s Liability • Bodily Injury by accident - $1,000,000 per accident • Bodily Injury by disease - $1,000,000 policy limit/$1,000,000 each employee Such policies shall contain a waiver of subrogation in favor of the parties named as Indemnitees below. Such insurance shall be in strict accordance with the applicable workers’ compensation laws in effect during performance of the Work by CONSULTANT or any subconsultant of any tier. All subconsultants of any tier performing any portion of the Work for CONSULTANT shall also obtain and maintain the same insurance coverage as specified in this subparagraph, with a waiver of subrogation in favor of CONSULTANT and all parties named as Indemnitees below. Where coverage is provided through the California State Compensation Insurance Fund, the requirement for a minimum A.M. Best rating does not apply. 20.1.3 Commercial General Liability. The policy must include the following: • Consultant shall maintain commercial general liability (CGL) insurance (Insurance Services Office (ISO) Form CG 00 01), and if necessary excess/umbrella commercial liability insurance, with a combined limit of liability of not less than $5,000,000 each occurrence. • The policy shall, at a minimum, include coverage for any and all of the following: bodily injury, property damage, personal injury, broad form contractual liability (including coverage to the maximum extent possible for the indemnifications in this Contract), premises-operations (including explosion, collapse and underground coverage), duty to defend in addition to (without reducing) the limits of the policy(ies), and products and completed operations. 133 17336.00013\32891143.2 \ 11 o $2,000,000 per occurrence limit for property damage or bodily injury o $1,000,000 per occurrence limit for personal injury and advertising injury o $2,000,000 per occurrence limits for products/completed operations coverage (ISO Form 20 37 10 01) if RCTC’s Procurement Manager determines it is in RCTC’s best interests to require such coverage, o If a general aggregate applies, it shall apply separately to this project/location. The project name must be indicated under “Description of Operations/Locations” (ISO Form CG 25 03 or CG 2504). • Coverage is to be on an “occurrence” form. “Claims made” and “modified occurrence” forms are not acceptable. • A copy of the declaration page or endorsement page listing all policy endorsements for the CGL policy must be included. All subconsultants of any tier performing any portion of the Work for CONSULTANT shall also obtain and maintain the CGL insurance coverage with limits not less than: • Each occurrence limit: $1,000,000 • General aggregate limit: $2,000,000 • Personal injury and advertising limit $1,000,000 • Products-completed operations aggregate limit $2,000,000 All subconsultants’ and sub-subconsultants’ deductibles or self -insured retentions must be acceptable to RCTC’s Procurement Manager. 20.1.4 Umbrella/Excess CGL. The policy must include the following: • If the CONSULTANT elects to include an umbrella or excess policy to cover any of the total limits required beyond the primary commercial general liability policy limits and/or the primary commercial automobile liability policy limits, then the policy must include the following: o The umbrella or excess policy shall follow form over the CONSULTANT’s primary general liability coverage and shall provide a separate aggregate limit for products and completed operations coverage. o The umbrella or excess policy shall not contain any restrictions or exclusions beyond what is contained in the primary policy. o The umbrella or excess policy shall contain a clause stating that it takes effect (drops down) in the event the primary limits are impaired or exhausted. o The umbrella or excess policy must also extend coverage over the automobile policy if it is to be used in combination with the primary automobile policy to meet the total insurance requirement limits. There shall be no statement limiting the coverage provided to the parties listed as additionally insureds or as indemnitees below. 20.1.5 Commercial Auto. The policy must include the following: • A total limit of liability of not less than $5,000,000 each accident. This total limit of liability may be met by combining the limits of the primary auto policy with an 134 17336.00013\32891143.2 \ 12 umbrella or excess policy in accordance with subparagraph 4 (Umbrella/Excess CGL) of Section A of this Article. • Such insurance shall cover liability arising out of any vehicle, including owned, hired, leased, borrowed and non-owned vehicles assigned to or used in performance of the CONSULTANT services. o Combined Bodily Injury and Property Damage Liability insurance The commercial automobile liability insurance shall be written on the most recent edition of ISO Form CA 00 01 or equivalent acceptable to RCTC. 20.2 General Provisions 20.2.1 Qualifications of Insurance Carriers. All policies written by insurance carriers shall be authorized and admitted to do business in the state of California with a current A.M. Best rating of A-VIII or better. Professional Liability and Pollution Liability policies may be from non-admitted carriers provided they are authorized and licensed in the state of California and meet the current A.M. Best rating of A: VIII or better. 20.2.2 Additional Insurance Coverage. All policies, except those for Workers’ Compensation and Professional Liability insurance, shall be endorsed by ISO Form CG 20 10 11 85, or if not available, then ISO Form CG 20 38, to name Riverside County Transportation Commission and its officers, directors, members, employees, agents and volunteers, as additional insureds (“Additional Insureds”). With respect to general liability arising out of or connected with work or operations performed by or on behalf of the CONSULTANT under this Contract, coverage for such Additional Insureds shall not extend to liability to the extent prohibited by section 11580.04 of the Insurance Code. The additional insured endorsements shall not limit the scope of coverage for RCTC to vicarious liability but shall allow coverage for RCTC to the full extent provided by the policy. 20.2.3 Proof of Coverage. Evidence of insurance in a form acceptable to RCTC’s Procurement Manager, including declarations pages of each policy, certificates of insurance and the required additional insured endorsements, shall be provided to RCTC’s Procurement Manager prior to issuance of the NTP or prior to commencing any Work, as RCTC specifies. Certificate(s) of insurance, as evidence of the required insurance shall: be executed by a duly authorized representative of each insurer; show compliance with the insurance requirements set forth in this Article; set forth deductible amounts applicable to each policy; list all exclusions which are added by endorsement to each policy; and also include the Contract Number and the RCTC Project Manager’s name on the face of the certificate. If requested in writing by RCTC, CONSULTANT shall submit complete copies of all required insurance policies within ten (10) business days of a written request by RCTC. 20.2.4 Deductibles. Regardless of the allowance of exclusions or deductibles by RCTC, CONSULTANT shall be responsible for any deductible amount and shall warrant that the coverage provided to RCTC is consistent with the requirements of this Article. CONSULTANT will pay, and shall require its sub -consultants to pay, all deductibles, co-pay obligations, premiums and any other sums due under the insurance required in this Article. All deductibles will be in amounts acceptable to RCTC’s Procurement 135 17336.00013\32891143.2 \ 13 Manager. CONSULTANT will advise RCTC in writing as to the amounts of any deductible, or as to any increase in any insurance deductible under any insurance required above. There will be no deductibles in excess of $250,000 per occurrence, loss or claim under the insurance. There shall be no self-insured retention. RCTC will have the right, but not the obligation, to pay any deductible due under any insurance policy. If RCTC pays any sums due under any insurance required above, RCTC may withho ld said sums from any amounts due CONSULTANT. The policies shall not provide that any deductible, or other payment required under the policy can be paid only by the named insured, and not by an additional insured. 20.2.5 CONSULTANT’s and Subconsultants’ Insurance will be Primary. All policies required to be maintained by the CONSULTANT or any subconsultant with the exception of Professional Liability and Worker’s Compensation shall be endorsed, (with a form at least as broad as ISO Form CG 20 01 04 13), to be primary coverage, and any coverage carried by any of the Additional Insureds shall be excess and non- contributory. Further, none of CONSULTANT’s or subconsultants’ pollution, automobile, general liability or other liability policies (primary or excess) will contain any cross-liability exclusion barring coverage for claims by an additional insured against a named insured. 20.2.6 Waiver of Subrogation Rights. To the fullest extent permitted by law, CONSULTANT hereby waives all rights of recovery under subrogation against the Additional Insureds named herein, and any other consultant, subconsultant or sub- subconsultant performing work or rendering services on behalf of RCTC, in connection with the planning, development and construction of the Project. To the fullest extent permitted by law, CONSULTANT shall require similar written express waivers and insurance clauses from each of its subconsultants of every tier. CONSULTANT shall require all of the policies and coverages required in this Article to waive all rights of subrogation against the Additional Insureds (ISO Form CG 24 04 05 09). Such insurance and coverages provided shall not prohibit CONSULTANT from waiving the right of subrogation prior to a loss or claim. 20.2.7 Cancellation. If any insurance company elects to cancel or non-renew coverage for any reason, CONSULTANT will provide RCTC thirty (30) days prior written notice of such cancellation or nonrenewal. If the policy is cancelled for nonpayment of premium, CONSULTANT will provide RCTC ten (10) days prior written notice. In any event, CONSULTANT will provide RCTC with a copy of any notice of termination or notice of any other change to any insurance coverage required herein which CONSULTANT receives within one business day after CONSULTANT receives it by submitting it to RCTC at mwallace@rctc.org to the attention of RCTC’s Procurement Manager, and by depositing a copy of the notice in the U.S. Mail in accordance with the notice provisions of this Contract. 20.2.8 Enforcement. RCTC may take any steps as are necessary to assure CONSULTANT’s compliance with its insurance obligations as identified within this Article. Failure to 136 17336.00013\32891143.2 \ 14 continuously maintain insurance coverage as provided herein is a material breach of contract. In the event the CONSULTANT fails to obtain or maintain any insurance coverage required, RCTC may, but is not required to, maintain this coverage and charge the expense to the CONSULTANT or withhold such expense from amounts owed CONSULTANT, or terminate this Contract. The insurance required or provided shall in no way limit or relieve CONSULTANT of its duties and responsibility under the Contract, including but not limited to obligations to indemnify, defend and hold harmless the Indemnitees named below. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT for liability in excess of such coverage, nor shall it preclude RCTC from taking other actions as available to it under any other provision of the Contract or law. Nothing contained herein shall relieve CONSULTANT, or any subconsultant of any tier of their obligations to exercise due care in the performance of their duties in connection with the Work, and to complete the Work in strict compliance with the Contract. 20.2.9 No Waiver. Failure of RCTC to enforce in a timely manner any of the provisions of this Article shall not act as a waiver to enforcement of any of these provisions at a later date. 20.2.10 Subconsultant Insurance. Insurance required of the CONSULTANT shall be also provided by subconsultants or by CONSULTANT on behalf of all subconsultants to cover their services performed under this Contract. CONSULTANT may reduce types and the amounts of insurance limits provided by subconsultants to be proportionate to the amount of the subconsultant’s contract and the level of liability exposure for the specific type of work performed by the subconsultant. CONSULTANT shall be held responsible for all modifications, deviations, or omissions in these insurance requirements as they apply to subconsultant. 20.2.11 Higher limits. If CONSULTANT maintains higher limits than the minimums shown above, RCTC shall be entitled to coverage for the higher limits maintained by CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to RCTC. 20.2.12 Special Risks or Circumstances. RCTC reserves the right to modify any or all of the above insurance requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. ARTICLE 21. INDEMNITY 21 .1 To the extent, but only to the extent, that CONSULTANT’s Work falls within the scope of Civil Code Section 2782.8, the following indemnification is applicable: CONSULTANT shall indemnify and defend (with legal counsel reasonably approved by RCTC) Riverside County Transportation Commission , and its officers, directors, members, employees, agents and volunteers (collectively the “Indemnitees”) from any and all losses, damages, 137 17336.00013\32891143.2 \ 15 liability, actions, and/or costs for claims that arise out of, pertain to, or are related to the negligence, recklessness, or willful misconduct of the design professional. 21 .2 For all other Work, CONSULTANT agrees to indemnify, defend (with legal counsel reasonably approved by RCTC) and hold harmless the Indemnitees, from any and all claims, actions, losses, damages and/or liability (“Claims”) arising out of or related to any act or omission of consultant or any of its officers, employees, agents, subconsultants or volunteers and for any costs or expenses incurred by RCTC on account of any such Claims except where such indemnification is prohibited by law. This indemnification provision shall apply regardless of the existence or degree of fault of indemnitees. CONSULTANT’s indemnification obligation applies to RCTC’s “active” as well as “passive” negligence but does not apply to RCTC’s “sole negligence” or “willful misconduct” within the meaning of Civil Code Section 2782. ARTICLE 22. ERRORS AND OMISSIONS CONSULTANT shall be responsible for the professional quality, technical accuracy, and coordination of all Work required under this Contract. CONSULTANT shall be liable for RCTC’s costs resulting from errors or deficiencies in Work furnished under this Contract, including but not limited to any fines, penalties and damages. ARTICLE 23. OWNERSHIP OF DOCUMENTS All deliverables, including but not limited to, reports, worksheets, and other data developed by CONSULTANT under this Contract shall become the sole property of RCTC when prepared, whether delivered to RCTC or not. ARTICLE 24. SUBCONTRACTS 24 .1 CONSULTANT shall not subcontract performance of all or any portion of Work under this Contract, except to those subconsultants listed in the CONSULTANT's proposal, without first notifying RCTC in writing of the intended subcontracting and obtaining RCTC's written approval of the subcontracting and the subconsultant. The definition of subconsultant and the requirements for subconsultants hereunder shall include all subcontracts at any tier. 24 .2 CONSULTANT agrees that any and all subconsultants of CONSULTANT performing Work under this Contract will comply with the terms and conditions of this Contract applicable to the portion of Work performed by them. CONSULTANT shall incorporate all applicable provisions of this Contract into their subcontracts regardless of the tier. If requested by RCTC, CONSULTANT shall furnish RCTC a copy of the proposed subcontract for RCTC's approval of the terms and conditions thereof and shall not execute such subcontract until RCTC has approved such terms and conditions. RCTC’s app roval shall not be unreasonably withheld. 24 .3 Approval by RCTC of any Work to be subcontracted and the subconsultant to perform said Work will not relieve CONSULTANT of any responsibility or liability in regard to the acceptable and complete performance of said Work. Any substitution of subconsultants must be approved in writing by RCTC. CONSULTANT shall have the sole responsibility for managing of their subconsultants, including resolution of any disputes between CONSULTANT and its subconsultants. ARTICLE 25. INSPECTION OF OPERATIONS 138 17336.00013\32891143.2 \ 16 RCTC its designees, representatives and agents shall at all times have access during normal business hours to CONSULTANT's operations and products wherever they are in preparation or progress, and CONSULTANT shall provide suf ficient, safe, and proper facilities for such access and inspection thereof. Inspection or lack of inspection by RCTC shall not be deemed to be a waiver of any of their rights to require CONSULTANT to comply with the Contract or to subsequently reject unsatisfactory Work or products. ARTICLE 26. INDEPENDENT CONTRACTOR CONSULTANT is and shall be at all times an independent contractor. Accordingly, all Work provided by CONSULTANT shall be done and performed by CONSULTANT under the sole supervision, direction and control of CONSULTANT. RCTC shall rely on CONSULTANT for results only, and shall have no right at any time to direct or supervise CONSULTANT or CONSULTANT's employees in the performance of Work or as to the manner, means and methods by which Work is performed. All personnel furnished by CONSULTANT under this Contract, and all representatives of CONSULTANT, shall be and remain the employees or agents of CONSULTANT or of CONSULTANT's subconsultant(s) at all times, and shall not at any time or for any purpose whatsoever be considered employees or agents of RCTC. ARTICLE 27. ATTORNEY’S FEES If any legal action is instituted to enforce or declare any Party’s rights under the Contract, each Party, including the prevailing Party, must bear its own costs and attorneys’ fees. This Article shall not apply to those costs and attorneys’ fees directly arising from any third party legal action against a Party hereto and payable under the “Indemnity” provision of the Contract. ARTICLE 28. GOVERNING LAW AND VENUE This Contract shall be subject to the law and jurisdiction of the State of California. The Parties acknowledge and agree that this Contract was entered into and intended to be performed in whole or substantial part in San Bernardino County, California. The Parties agree that the venue for any action or claim brought by any Party to this Contract will be the Superior Court of California, San Bernardino County. Each Party hereby waives any law or rule of court which would allow them to request or demand a change of venue. If any action or claim concerning this Contract is brought by any third party, the Parties hereto agree to use their best efforts to obtain a change of venue to the Superior Court of California, San Bernardino County. ARTICLE 29. FEDERAL, STATE AND LOCAL LAWS CONSULTANT warrants that in the performance of this Contract, it shall comply with all applicable federal, State and local laws, ordinances, rules and regulations. ARTICLE 30. PRECEDENCE 30 .1 The Contract consists of the Contract Articles, Exhibit A “Scope of Work,” and Exhibit B “Cost Proposal,” RCTC’s Request For Proposal, and CONSULTANT’s proposal, all of which are incorporated in this Contract by this reference. 30 .2 The following order of precedence shall apply: first, the Contract Articles; second, Exhibits A and B; third, RCTC’s Request For Proposal; and last, CONSULTANT's Proposal. In the event of a conflict between the Contract Articles and the Scope of Work, the Contract Articles 139 17336.00013\32891143.2 \ 17 will prevail. 30 .3 In the event of an express conflict between the documents listed in this Article, or between any other documents, which are a part of the Contract, CONSULTANT shall notify RCTC in writing within three (3) business days of its discovery of the conflict and shall comply with RCTC's resolution of the conflict. ARTICLE 31. COMMUNICATIONS AND NOTICES Notices sent by mail shall be by United States Mail, postage paid, certified mail (return receipt requested). Any and all notices permitted or required to be given hereunder shall be deemed duly given and received: (a) upon actual delivery, if delivery is personally made or if made by fax or email during regular business hours; (b) the first business day following delivery by fax or email when made not during regular business hours; or (c) the fourth business day following deposit of such notice into the United States Mail. Each such notice shall be sent to the respective Party at the address indicated below or to any other address as the respective Parties may designate from time to time by a notice given in accordance with this Article. CONSULTANT shall notify RCTC of any contact information changes within ten (10) business days of the change. To CONSULTANT To RCTC 4080 Lemon St., 3rd Floor Riverside, CA 92501 Attn: Attn: Brian Cunanan Email: Email: bcunanan@rctc.org Phone: Phone: (951) 787-7141 2 nd Contact: Copy: Procurement Email: Email: jmendoza@rctc.org ARTICLE 32. DISPUTES 32 .1 In the event any dispute, other than an audit, arises between the Parties in connection with this Contract (including but not limited to disputes over payments, reimbursements, costs, expenses, Work to be performed, Scope of Work and/or time of performance), the dispute shall be decided by RCTC’s Procurement Manager within thirty (30) calendar days after notice thereof in writing, which shall include a particular statement of the grounds of the dispute. If CONSULTANT does not agree with the decision, then CONSULTANT shall have ten (10) calendar days after receipt of the decision in which to file a written appeal with RCTC’s Executive Director. If the Executive Director fails to resolve the dispute in a manner acceptable to CONSULTANT, then such dispute is appealable to a court of competent jurisdiction. 32 .2 During resolution of the dispute, CONSULTANT shall proceed with performance of the Contract with due diligence. ARTICLE 3 3. GRATUITIES CONSULTANT, its employees, agents, or representatives shall not offer or give to any officer, official, agent or employee of RCTC any gift, entertainment, payment, loan, or other gratuity. ARTICLE 3 4. REVIEW AND ACCEPTANCE 140 17336.00013\32891143.2 \ 18 All Work performed by CONSULTANT shall be subject to periodic review and approval by RCTC at any and all places where such performance may be carried on. Failure of RCTC to make such review, or to discover defective work, shall not prejudice the rights of RCTC at the time of final acceptance. All Work performed by CONSULTANT shall be subject to periodic and final review and acceptance by RCTC upon completion of all Work. ARTICLE 35. CONFIDENTIALITY Any RCTC communications or materials to which CONSULTANT or its subconsultants or agents have access, or materials prepared by CONSULTANT under the terms of this Contract, shall be held in confidence by CONSULTANT, who shall exercise reasonable precautions to prevent the disclosure of confidential information to anyone except as expressly authorized by RCTC. Any communications with or work product of RCTC’s legal counsel to which CONSULTANT or its subconsultants or agents have access in performing work under this Contract shall be subject to the attorney -client privilege and attorney work product doctrine, and shall be confidential. CONSULTANT shall not release any reports, information or promotional material or allow for the use of any photos related to this Contract for any purpose without prior written approval of RCTC. ARTICLE 36. EVALUATION OF CONSULTANT CONSULTANT’s performance may be evaluated by RCTC periodically throughout the Contract performance period, such as at the completion of certain milestones as identified in Exhibit A and/or at the completion of the Contract. A copy of the evaluation will be given to CONSULTANT for their information. The evaluation information shall be retained as part of the Contract file and may be used to evaluate CONSULTANT if they submit a proposal on a future RFP issued by RCTC. ARTICLE 37. SAFETY CONSULTANT shall strictly comply with all OSHA regulations, local, municipal, state, and federal safety and health laws, orders and regulations applicable to CONSULTANT's operations in the performance of Work under this Contract. CONSULTANT shall comply with safety instructions issued by RCTC and their representatives. ARTICLE 3 8. DRUG FREE WORKPLACE CONSULTANT agrees to comply with the Drug Free Workplace Act of 1990 per Government Code Section 8350 et seq. ARTICLE 39. ASSIGNMENT CONSULTANT shall not assign this Contract in whole or in part, voluntarily, by operation of law, or otherwise, without first obtaining the written consent of RCTC. RCTC’s exercise of consent shall be within its sole discretion. Any purported assignment without RCTC’s prior written consent shall be void and of no effect, and shall constitute a material breach of this Contract. Subject to the foregoing, the provisions of this Contract shall extend to the benefit of and be binding upon the successors and assigns of the Parties. ARTICLE 40. DEBARMENT AND SUSPENSION CERTIFICATION 40 .1 This Contract is a covered transaction for purposes of 2 CFR Part 180, as supplemented by 2 CFR Part 1200 . As such, CONSULTANT verifies that neither the CONSULTANT, its principals, as defined at 2 CFR 180.995, n or affiliates, as defined at 2 CFR 180.905, are excluded or disqualified as defined at 2 CFR 180.940 and 180.935. CONSULTANT is required 141 17336.00013\32891143.2 \ 19 to comply with 2 CFR 180, Subpart C, and must include the requirement to comply with the requirements of 2 CFR 180, Subpart C in any lower tier covered transaction it enters into. 40 .2 By signing this Contract, CONSULTANT certifies as follows: This certification is a material representation of fact relied upon by RCTC. If it is later determined that CONSULTANT knowingly rendered an erroneous certification, in addition to remedies available to RCTC, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. CONSULTANT agrees to comply with the requirements of 2 CFR 180, Subpart C, throughout the term of this Contract and to include a provision requiring such compliance in its lower tier covered transactions. ARTICLE 41. PREVAILING WAGE RATES Intentionally Omitted ARTICLE 42. CONTINGENT FEE CONSULTANT warrants, by execution of this Contract, that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business. For breach or violation of this warranty, RCTC has the right to terminate the Contract without liability, pay only for the value of the Work actually performed, or in its discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. ARTICLE 43. FORCE MAJEURE CONSULTANT shall not be in default under this Contract in the event that the Work performed by CONSULTANT is temporarily interrupted or discontinued for any of the following reasons: riots, wars, sabotage, acts of terrorism, civil disturbances, insurrection, explosion, pandemics, quarantines, acts of God, acts of government or governmental restraint, and natural disasters such as floods, earthquakes, landslides, and fires, or other catastrophic events which are beyond the reasonable control of CONSULTANT and which CONSULTANT could not reasonably be expected to have prevented or controlled. “Other catastrophic events” does not include the financial inability of CONSULTANT to perform or failure of CONSULTANT to obtain either any necessary permits or licenses from other governmental agencies or the right to use the facilities of any public utility where such failure is due solely to the acts or omissions of CONSULTANT. ARTICLE 44. WARRANTY CONSULTANT warrants that all Work performed shall be in accordance with the Contract, and all applicable professional standards. In the event of a breach of this provision, CONSULTANT shall take the necessary actions to correct the breach at CONSULTANT’s sole expense. If CONSULTANT does not take the necessary action to correct the breach, RCTC, without waiving any other rights or remedies it may have, may take the necessary steps to correct the breach, and CONSULTANT shall promptly reimburse RCTC for all expenses and costs incurred. ARTICLE 45. CIVIL RIGHTS 142 17336.00013\32891143.2 \ 20 45 .1 Nondiscrimination. During the term of this Contract, CONSULTANT shall not willfully discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability , mental disability medical condition, genetic information , gender, sex, marital status, gender identity, gender expression, sexual orientation, age, or military and veteran status. CONSULTANT agrees to comply with the provisions of Title VI of the Civil Rights Act, as amended, 42 U.S.C. sec. 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C sec. 6102, section 202 of the Americans With Disabilities Act of 1990, 42 U.S.C. sec. 12132, and Federal transit law at 49 U.S.C. sec. 5332, and other applicable Federal, State and local laws and regulations and policies relating to equal employment and contracting opportunities, including laws and regulations hereafter enacted. In addition, CONSULTANT agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. 45 .2 Equal Employment Opportunity. The following equal employment opportunity requirements apply to the underlying Contract. 45.2.1 Race, Color, Creed, National Origin, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. sec. 2000e et seq., and Federal transit laws at 49 U.S.C. sec. 5332, CONSULTANT agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor,” 41 CFR Parts 60 et seq., and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaking in the course of the Project. CONSULTANT agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination ; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, CONSULTANT agrees to comply with any implementing requirement FTA may issue. 45.2.2 Age. In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. sec. 623 and Federal transit law at 49 U.S.C. sec. 5332, CONSULTANT agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, CONSULTANT agrees to comply with any implementing requirements FTA may issue. 45.2.3 Disabilities. In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C, sec. 12112, CONSULTANT agrees that it will comply with the requirement of U.S. Equal Employment Opportunity Commission, “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 CFR Part 1630, pertaining to employment of persons with disabilities. In addition, CONSULTANT agrees to comply with any implementing requirements FTA may issue. 45 .3 CONSULTANT shall include the requirements of this Article in each of its subcontracts. ARTICLE 46. NATIONAL LABOR RELATIONS BOARD CERTIFICATION In accordance with Public Contract Code Section 10296, CONSULTANT hereby states under penalty 143 17336.00013\32891143.2 \ 21 of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against CONSULTANT within the immediately preceding two -year period due to CONSULTANT’s failure to comply with an order of a federal court that orders CONSULTANT to comply with an order of the National Labor Relations Board. ARTICLE 47. CONFLICT OF INTEREST 47 .1 CONSULTANT shall disclose any financial, business, or other relationship with RCTC that may have an impact upon the outcome of this Contract. CONSULTANT shall also list current clients who may have a financial interest in the outcome of this Contract. 47 .2 CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this Contract. 47 .3 Any subcontract in excess of $25,000 entered into as a result of this Contract, shall contain all of the provisions of this Article. ARTICLE 48. REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION CONSULTANT warrants that this Contract was not obtained or secured through rebates, kickbacks or other unlawful consideration, either promised or paid, to any RCTC employee. For breach or viola tion of this warranty, RCTC shall have the right in its discretion : to terminate the contract without liability; to pay only for the value of the Work actually performed; or to deduct from the Contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. ARTICLE 49. PROHIBITION OF EXPENDING RCTC, STATE OR FEDERAL FUNDS FOR LOBBYING 49.1 CONSULTANT certifies, to the best of his or her knowledge and belief, that: 49.1.1 No state, federal or local agency appropriated funds have been paid, or will be paid, by or on behalf of CONSULTANT, to any person for influencing or attempting to influence an officer or employee of an agency, Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress, in connection with the awarding of any state or federal contract, the making of any state or federal grant, the making of any state or federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any state or federal contract, grant, or loan, or cooperative agreement. 49.1.2 If any funds other than federal appropriated funds have been paid, or will be paid to any person for making lobbying contacts to, influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions. 144 17336.00013\32891143.2 \ 22 49.2 This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. sec. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 49.3 CONSULTANT shall require that the language of this Article be included in all lower-tier subcontracts exceeding $100,000, and that all such subconsultants shall certify and disclose accordingly. ARTICLE 50. INCORPORATION OF FTA TERMS All contractual provisions required by Department of Transportation (DOT) as set forth in Federal Transit Administration (FTA) Circular 4220.1F, as amended, whether or not expressly set forth in this Contract, are hereby incorporated by reference into this Contract. Anything to the contrary herein notwithstanding, all FTA-mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Contract. CONSULTANT shall not perform any act, fail to perform any act, or refuse to comply with any RCTC requests which would cause the designated recipient, subrecipient or RCTC to be in violation of the FTA terms and conditions. If RCTC determines that a Contract amendment expressly setting forth FTA-required terms is convenient or necessary for RCTC’s receipt or use of FTA funding for this Contract or the Project, CONSULTANT agrees to promptly execute such an amendment to this Contract. CONSULTANT’s failure to execute such amendment within ten business days after RCTC provides CONSULTANT with such amendment shall be a material breach of this Contract. ARTICLE 51. FEDERAL CHANGES CONSULTANT shall at all times comply with all applicable FTA re gulations, policies, procedures and directives, including without limitation those listed directly or by reference in the agreement between direct recipient or subrecipient and FTA , as they may be amended or promulgated from time to time d uring the term of this Contract. CONSULTANT’s failure to comply shall constitute a material breach of this contract. ARTICLE 52. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES RCTC and CONSULTANT acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of this Contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to RCTC, CONSULTANT, or any other party (whether or not a party to this Contract) pertaining to any matter resulting from the underlying Contract. CONSULTANT agrees to include these requirements in all of its subcontracts. ARTICLE 53. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS ANDRELATED ACTS 53 .1 CONSULTANT acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§3801 et seq., and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to this Project. Accordingly, by signing this Contract CONSULTANT certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the 145 17336.00013\32891143.2 \ 23 underlying Agreement or the FTA assisted project for which this Contract work is being performed. In addition to other penalties that may be applicable, CONSULTANT acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose penalties of the Program Fraud Civil Remedies Act of 1986 on CONSULTANT to the extent the Federal Government deems appropriate. 53 .2 CONSULTANT also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under this Contract connected with a project that is financed in whole or part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. §5307 et seq., the Government reserves the right to impose the penalties of 18 U.S.C. §1001 and 49 U.S.C. §5323(1) (1) et seq. on CONSULTANT, to the extent the Federal Government deems appropriate. 53 .3 CONSULTANT shall include the requirements of this Article in all of its subcontracts. ARTICLE 54. RECYCLED PRODUCTS CONSULTANT shall comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. sec. 6962), including but not limited to U.S. Environmental Protection Agency (U.S. EPA), “Comprehensive Procurement Guideline for Products Containing Recovered Materials,” 40 CFR part 247, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. CONSULTANT agrees to include this requirement in all of its subcontracts. ARTICLE 55. ENERGY CONSERVATION REQUIREMENTS CONSULTANT shall comply with mandatory standards and policies relating to energy efficiency, which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. ARTICLE 56. CLEAN AIR CONSULTANT shall comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq., and the Federal Water Pollution Control Act, 33 U.S.C. 1251-1387, as amended. CONSULTANT shall report each violation to RCTC, who will in turn report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. CONSULTANT agrees to include this requirement in all of its subcontracts which exceed $100,000. ARTICLE 57. CLEAN WATER REQUIREMENTS CONSULTANT shall comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251 et seq. CONSULTANT shall report each violation to RCTC and understands and agrees that RCTC will, in turn, report each violation as required to assure notification to FTA and appropriate EPA Regional Office. CONSULTANT agrees to include this requirement in all of its subcontracts which exceed $100,000. ARTICLE 58. FLY AMERICA REQUIREMENTS CONSULTANT agrees to comply with 49 U.S.C. § 40118 (the “Fly America” Act) in accordance with the General Services Administration’s regulations at 41 CFR Part 301 -10, which provide that 146 17336.00013\32891143.2 \ 24 recipients and subrecipients of Federal funds and their contractors are required to use U.S. Flag air carriers for the U.S. Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. CONSULTANT shall submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall, in any event, provide a certificate of compliance with the Fly America requirements. CONSULTANT agrees to include the requirements of this Article in all subcontracts that may involve international air transportation. ARTICLE 59. SEISMIC SAFETY REQUIREMENTS CONSULTANT agrees that any new building or addition to an existing building will be designed and constructed in accordance with the standards for Seismic Safety required in Department of Transportation Seismic Safety Regulations, 49 CFR Part 41 , and will certify to compliance to the extent required by the regulation. CONSULTANT also agrees to ensure that all work performed under this Contract, including work performed by a subconsultant, is in compliance with the standards required by th e Seismic Safety Regulations and the certification of compliance issued on the project. ARTICLE 60. DISADVANTAGED BUSINESS ENTERPRISE RCTC, as the recipient of federal funds, is required to comply with its race -neutral Disadvantaged Business Enterprise (DBE) program to the maximum extent feasible in all phases of its procurement practices. The CONSULTANT must certify that it has complied with the requirements of 49 CFR Part 26. The CONSULTANT agrees to ensure that DBEs as defined in 49 CFR Part 26 have the opportunity to participate in the performance of Subcontracts financed in whole or in part with Federal funds provided under the Contract. In this regard, the CONSULTANT shall take all reasonable steps in accordance with 49 CFR Part 26 so that DBEs have the opportunity to compete for and perform the Work. The CONSULTANT shall not discriminate on the basis of race, color, religion, sex, age or national origin, in the award and performance of DOT-assisted contracts. The CONSULTANT shall supply sufficient information in its payment applications and supporting documentation to enable RCTC and the FTA to assess whether CONSULTANT is complying with its DBE goals. The CONSULTANT shall comply with its FTA approved or non-disapproved DBE goal program. ARTICLE 61. ENTIRE DOCUMENT 61.1 This Contract constitutes the sole and only agreement governing the Work and supersedes any prior understandings, written or oral, between the Parties respecting the Project. All previous proposals, offers, and other communications, written or oral, relative to this Contract, are superseded except to the extent that they have been expressly incorporated into this Contract. 61.2 No agent, official, employee or representative of RCTC has any authority to bind RCTC to any affirmation, representation or warranty outside of, or in conflict with, the stated terms of this Contract, and CONSULTANT hereby stipulates that it has not relied, and will not rely, on same. 61.3 Both Parties have been represented or had the full opportunity to be represented by legal counsel of their own choosing in the negotiation and preparation of this Contract. Therefore, 147 17336.00013\32891143.2 \ 25 the language in all parts of this Co ntract will be construed, in all cases, according to its fair meaning, and not for or against either Party. ARTICLE 61. CONTRACT CONSULTANT and RCTC hereby agree that this Contract constitutes the entire agreement which is made and concluded in duplicate between the two Parties. Each Party for and in consideration of the payments to be made, conditions mentioned, and work to be performed, agrees to diligently perform in accordance with the terms and conditions of this Contract as evidenced by the signatures below. ARTICLE 62. EFFECTIVE DATE The date that this Contract is executed by RCTC shall be the Effective Date of the Contract. -------------------------SIGNATURES ARE ON THE FOLLOWING PAGE------------------------- 148 17336.00013\32891143.2 \ 26 IN WITNESS WHEREOF, the Parties hereto have executed this Contract on the day and year written below. CONSULTANT RCTC By: By: Name Title Anne Mayer Executive Director Date: Date: APPROVED AS TO FORM: By: Best Best & Krieger, Counsel to Riverside County Transportation Commission Date: 149 17336.00013\32891143.2 \ 27 EXHIBIT “A” “SCOPE OF WORK” – ADDED TO FINAL CONTRACT EXHIBIT “B” APPROVED COST PROPOSAL” – ADDED TO FINAL CONTRACT 150 17336.00013\32891143.2 \ 28 CERTIFICATE OF COMPLIANCE WITH INSURANCE REQUIREMENTS (FORM MUST BE COMPLETED IN ITS ENTIRETY AND BE INCLUDED WITH PROPOSAL OR BID SUBMITTAL) INSURANCE REQUIREMENTS :(check appropriate boxes below) Contractor/Consultant has provided a copy of the insurance requirements contained in the Riverside County Transportation Commission (RCTC ) Contract to their agent or broker to confirm the ability to meet requirements. AND Contractor/Consultant certifies that the company or individual is fully prepared to secure the necessary insurance coverage and limits federal as detailed in the RCTC Contract and comply with all insurance requirements. OR Consultant has identified areas of conflict with the insurance requirements and has provided a list of concerns in its response to the RFP and has referenced each section and page number identified in the RCTC Contract. Company Information: Company/Individuals Name Address City State Zip Code Principal Name Title Principal Signature Date Phone Email Address Broker Information: Broker Name Address City State Zip Code Phone Number Email Address 151 17336.00013\32891143.2 \ 29 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DISCLOSURE OF CAMPAIGN CONTRIBUTIONS TO BOARD OF DIRECTORS Government Code Section 84308, 2 California Code of Regulations 18438.1, et seq. No Member of the Board of Directors or alternates of the Riverside County Transportation Commission shall receive or solicit a campaign contribution of more than $250 from Bidder or Bidder’s agent during the time of: 1) Bid solicitation; 2) Consideration of Bids received; and 3) Awarding of a contract or execution of a purchase and sale agreement based on a Bid (collectively referred to as the “Proceeding”), and for 3 months following the conclusion of the Proceeding. This prohibition does not apply to the awarding of contracts that are competitively bid. In addition, Directors and alternates cannot participate in any such matters if they have received more than $250 in campaign contributions within the last year from anyone financially interested in the P roceeding, such as Bidder and/or Bidder’s agent. Pursuant to these requirements, Bidder shall disclose any campaign contribution in an amount of more than $250 made by Bidder, and/or Bidder’s agent, to any Director within 12 months from the date of these Bid Documents/Request for Proposals (as applicable). For the purpose of this disclosure obligation, contributions made by Bidder within the preceding 12 months shall be aggregated with those made by Bidder’s agent within the preceding 12 months or the period of the agency relationship between the Bidder and Bidder’s agent, whichever is shorter. In addition, Bidder and/or Bidder’s agent shall not make a contribution of more than $250 to a Director or alternate during the Proceeding and for 3 months following the conclusion of the Proceeding. The disclosure by Bidder, as set forth, herein, shall be incorporated into the written record of the Proceeding and shall be made available to the public for inspection and copying. 1. Have you or your company, or any agent on behalf of you or your company, made any political contributions of more than $250 to any RCTC Director or alternate in the 12 months preceding the date of issuance of this Request for Bids/Requests for Proposals? YES NO Board Member Name: Date: 2. Do you or your company, or any agency on behalf of you or your company, anticipate or plan to make any political contributions of more than $250 to any Board member or alternate? YES NO Board Member Name: Date: Answering yes to either of the two questions above does not preclude RCTC from awarding a bid to your firm. It does, however, preclude the identified Board member or alternate from participating in the Bid/contract award process for this Bid/contract. A current list of the Board of Directors and alternates of the Riverside County Transportation Commission is attached as Attachment A. 152 17336.00013\32891143.2 \ 30 BIDDER INFORMATION: Company Name Address City State Zip Code Bidder Name Title Bidder Signature Date Phone Email Address 153 17336.00013\32891143.2 \ 31 RCTC BOARD OF DIRECTORS AND ALTERNATES [PLACEHOLDER TO BE UPDATED WITH CURRENT LIST AT TIME OF AWARD] 154 AGENDA ITEM 6 Agenda Item 6 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Lorelle Moe-Luna, Multimodal Services Director Jillian Guizado, Planning and Programming Manager THROUGH: Anne Mayer, Executive Director SUBJECT: County of Riverside Request for an Increase to the Loan for the Hamner Bridge Project STAFF RECOMMENDATION: This item is for the Commission to approve an $18,668,000 increase to the loan with the County of Riverside (County) of 2009 Measure A Western County Regional Arterial (MARA) and/or Transportation Uniform Mitigation Fee (TUMF) Regional Arterial program funds, for a not to exceed amount of $52,131,000 for construction of the Hamner Bridge Replacement and Widening Project (Hamner Bridge Project) with the County’s repayment of the loan anticipated from federal Highway Bridge Program (HBP) funds. BACKGROUND INFORMATION: In April 2017, Governor Brown signed Senate Bill (SB) 132, creating and funding the Riverside County Transportation Efficiency Corridor consisting of five projects in Western Riverside County, including the Hamner Bridge Project funded for $6.3 million. The Hamner Bridge Project is located on Hamner Avenue between Sixth Street and Citrus Street in the city of Norco (Norco). Hamner Avenue is a major arterial that connects Norco and the city of Eastvale (Eastvale) as shown in the vicinity map in Attachment 1. The project replaces the existing structurally deficient and functionally obsolete 2-lane bridge (originally built in 1939) over the Santa Ana River with a longer, wider, multi-purpose bridge that will enhance public safety and traffic circulation. The County serves as the implementing agency for the project. Following the Commission’s approval in December 2017, the Commission, County, and the cities of Eastvale and Norco executed Agreement No. 18-31-074-00 to formalize the process for invoicing of costs incurred for the project and reimbursement from SB 132 funds passed through the Commission. The agreement provides for the County to invoice the Commission for reimbursement, and the Commission is then reimbursed SB 132 funds by California Department of Transportation (Caltrans). SB 132 funds are programmed for the environmental, design, right of way, and construction phases. The Hamner Bridge Project qualifies for federal HBP funds through Caltrans, and the County has submitted the requisite documentation for programming these funds. The estimated cost for construction is approximately $61.6 million and is funded by the following revenues: 155 Agenda Item 6 Table 1. Hamner Bridge Project – Total Construction Cost Funding Source Amount (in millions) HBP $ 54.5 SB 132 5.6 TUMF 1.5 Total $ 61.6 The Highway Bridge Program is extremely limited in funding (approximately $300 million per year statewide) and oversubscribed. Caltrans has developed a separate obligation process for high cost bridge projects, which are defined as a bridge project with federal funds for a right of way or construction phase in excess of $20 million. Since the HBP is fiscally constrained, an annual schedule for disbursement of funds is established in accordance with available programming capacity. Caltrans has scheduled the obligation of HBP construction funds to the Hamner Bridge Project over a five-year period as follows: Table 2. Caltrans’ Projected Obligation of HBP Funds FY 19/20 FY 20/21 FY 21/22 FY 22/23 FY 23/24 Total $10,000,000 $5,300,000 $0 $19,603,961 $19,603,960 $54,507,921 As depicted in Table 2, the HBP is not anticipated to fully fund the Hamner Bridge Project until after the project is required by SB 132 to be completed. This creates a cash flow deficit for the County when constructing this project. Eastvale and Norco asked the County to serve as the implementing agency given its project delivery expertise; however, the project is not within the County’s jurisdiction. Therefore, the County does not have the ability or resources to commit local funds, and the cities also are not in a position to commit local funds to address the cash flow needs for the project. In January 2020, the Commission approved several actions related to the Hamner Bridge Project, including: •Approving a $33,463,000 loan from MARA and/or TUMF Regional Arterial funds; •Authorizing the Executive Director to amend the existing agreement with the County, Norco, and Eastvale related to the loan; •Authorizing the Executive Director to enter into a new or amend an existing agreement with Caltrans related to the loan; and •Authorizing the Executive Director to enter into any new agreements necessary with the County, Norco, and Eastvale related to the loan. DISCUSSION: The County recently received strong, competitive construction bids and anticipates awarding a construction contract in early December 2020; construction is projected to occur over a 20- month period. Pursuant to the project obligation of HBP funds as indicated in Table 2, the County 156 Agenda Item 6 has tried twice to obligate the federal HBP funds Caltrans has programmed on the Hamner Bridge Project but, in both instances, has been told funding is not available. Most recently, the lack of cash flow at the state level is due to the Continuing Resolution passed by Congress to keep the federal government funded through December 11, 2020. If Congress continues to pass Continuing Resolutions or, worse yet, goes into a government shutdown, the prospect of the County timely receiving the $15.3 million due to it for the Hamner Bridge Project narrows. Based on the projected obligation of HBP funds (Table 2), the County projects a funding shortfall of $13.7 million in FY 2020/21, $26.1 million in FY 2021/22, and $12.3 million in FY 2022/23, for a total of approximately $52.1 million. Federal HBP reimbursements are expected in FY 2020/21 at $15.3 million and FYs 2022/23 and 2023/24 at $19.6 million each year, completing the reimbursement of federal HBP funding. Commission staff recommends an increase in the loan to the County in the amount of $18,668,000 in MARA and/or TUMF Regional Arterial funds for a total loan amount not to exceed $52,131,000 to ensure this critical regional bridge project is delivered on schedule and meets the requirements set forth by Caltrans for HBP funds and the SB 132 legislative requirement to fully expend funds by June 30, 2023. If approved, staff will work with Caltrans, the County, and the cities of Eastvale and Norco to enter into or amend existing agreements to reflect the terms of the loan as previously authorized by the Commission in January 2020. Staff will continue to work with Caltrans and the County to minimize the use of local funds, including facilitating advancement of HBP funds, and will further evaluate the impact the HBP program may have on other bridge projects in the region. A budget adjustment is not required as this is a loan rather than an expenditure of funds, and repayment of the loan is expected upon receipt of the federal funds in FYs 2020/21, 2022/23, and 2023/24. Financial Information In Fiscal Year Budget: N/A Year: FY 2020/21 Amount: $18,668,000 Source of Funds: MARA and/or TUMF Regional Arterial Budget Adjustment: N/A GL/Project Accounting No.: 266 12301 (MARA loan receivable) 210 12301 (TUMF loan receivable) Fiscal Procedures Approved: Date: 11/6/2020 Attachment: Project Vicinity Map 157 Hamner Avenue Bridge Replacement Over Santa Ana River VICINITY MAP Hamner Avenue Bridge Project Location City of Eastvale City of Norco ATTACHMENT 1 158 HAMNER BRIDGE PROJECT Presentation to the Riverside County Transportation Commission November 12, 2020 Lorelle Moe-Luna, Multimodal Services Director 1 Vicinity Map 2 Project Benefits 3 •Widens 80 -year old Hamner Bridge from 2 to 6 lanes •Constructs retaining walls •Builds adjacent multi -purpose trail and sidewalk •Widens Hamner north and south of the bridge When completed, Hamner will be 6 continuous lanes Multi-Purpose Trail 4 Staff Recommendation 5 Approve an $18,668,000 increase to the loan with the County of Riverside using 2009 Measure A Western County Regional Arterial and/or Transportation Uniform Mitigation Fee Regional Arterial program funds,for a not to exceed amount of $52,131,000 for construction of the Hamner Bridge Project with the County’s repayment of the loan anticipated from federal Highway Bridge Program funds. QUESTIONS 6 AGENDA ITEM 7 Agenda Item 7 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: November 12, 2020 TO: Riverside County Transportation Commission FROM: Executive Committee SUBJECT: Implementation and Management Services Agreement between Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority EXECUTIVE COMMITTEE RECOMMENDATION: This item is for the Commission to: 1)Approve the Implementation and Management Services Agreement No. 21-11-025-00 (Agreement) between RCTC and the Western Riverside County Regional Conservation Authority (RCA) for an initial five-year term and successive one-year terms thereafter; and 2)Authorize the Chair, pursuant to legal counsel review, to finalize and execute the Agreement; 3)Approve budget adjustments of $1.8 million and $2 million to increase FY 2020/21 budgeted expenditures and revenues, respectively, related to salaries, benefits and other costs necessary to implement the Agreement and RCA reimbursements to RCTC; and 4)Approve the revised FY 2020/21 salary ranges. BACKGROUND INFORMATION: In August 2020, RCTC received a request from the RCA Executive Committee to consider serving as its managing agency. Currently, the RCA has a somewhat similar agreement with the County of Riverside (County). RCA assigned staff are County employees whose salaries and benefits are funded by RCA. RCA also maintains several agreements with the County for services including information technology, software, accounting system, land management, and real estate and right of way services. On August 12, 2020, the RCTC Executive Committee considered RCA’s request and directed staff to conduct a 60-day due diligence effort to assess feasibility, identify concerns, and evaluate opportunities. As reported at the September 9, 2020 RCTC Executive Committee meeting, due diligence assessments of implementation mechanism options, policy, financial, legal, contracts and organization/staffing were conducted and revealed no fatal flaws or implementation impediments. In addition, opportunities for consolidation of administrative processes, shared resources and consultant contracts were identified. 159 Agenda Item 7 At both RCTC Executive Committee meetings, Commissioners discussed the history of RCA and the status of the agency, expressed confidence in RCTC’s management, and voiced points of concern for staff to evaluate during the due diligence effort. After careful deliberation and research, staff has yet to identify any fatal flaws to entering into an agreement with RCA and has identified many compelling reasons to move forward. As is often the case, success will depend on widespread consensus from important stakeholders — chief among Commissioners themselves. On October 14, the RCTC Executive Committee reviewed a Draft Implementation and Management Services Agreement (Agreement) between RCTC and RCA. The RCTC Executive Committee voted unanimously to forward the Agreement (Attachment 1) and include related budget actions to the full Commission. Reasons to Move Forward Western Riverside County’s Multi Species Habitat Conservation Plan (MSHCP) is the largest conservation plan of its kind in the country, protecting 146 species and 500,000 acres of open space. Thanks to the MSHCP and the underlying Section 10, Natural Community Conservation Plan (NCCP), and Migratory Bird Treaty Act (MBTA) permits, Riverside County has been able to make progress toward implementation of the Riverside County Integrated Project. While the value of the permit is hard to quantify, RCTC and other agencies have saved significant amounts of taxpayer dollars and time from streamlined approvals. Most importantly the commitment to protecting sensitive habitat and ensuring open space is a key component in enhancing the quality of life for local residents. As important as establishing a plan might be, its ongoing implementation is even more critical. Not surprisingly the largest investor in the plan to date is RCTC, which has provided $153 million in Measure A funding for habitat acquisition. Unfortunately, RCA has encountered challenges in recent months in maintaining the momentum and urgency that was originally generated when the agency was formed in 2004. The agency’s Executive Director position has not been permanently filled and an update of its nexus study and fee program has not taken place for more than a decade (though an updated nexus study is anticipated to be presented to the RCA Board for approval by the end of 2020). At the same time, the County faces preexisting budgetary challenges which may be exacerbated by the current COVID-19 crisis. As a result, the ongoing status of the County serving as the managing agency for RCA is on tenuous ground. As a vested stakeholder and investor in the MSHCP, having RCTC serve as RCA’s managing agency offers more long-term support and expertise for the implementation of the MSHCP. Efficiencies through the consolidation of professional services contracts can be realized over the long-term and the collaboration between agencies on matters such as land acquisition, public outreach and 160 Agenda Item 7 awareness, internal administrative functions, and legislative affairs can be significant. RCTC has long-standing existing relationships with state and federal resource agencies and a track record of successful delivery of projects with approvals from those agencies. Factors to Consider There are compelling reasons to move forward; however, RCTC staff wishes to be transparent about setting appropriate expectations, namely: the uncertain and long-term nature of potential cost-savings; up-front, one-time transition costs; and the need to fully staff both organizations to meet the expectations of both boards. These challenges were identified by RCTC staff and were openly discussed by Commissioners at the September and October RCTC Executive Committee meetings. RCA and RCTC will work together to seek efficiencies by consolidating professional services agreements as much as possible. These consolidation efforts could result in cost savings; however, such savings may not be readily achieved in the short term due to existing contractual obligations and the time needed for RCTC staff to make professional assessments of how best to structure the expanded organization. It must be emphasized that, while cost savings are desirable, it is not the primary goal of the reorganization and it is not realistic to promise that cost savings can be achieved immediately. Should an Agreement be approved and the transition take place on January 1, 2021, RCTC staff will begin in-depth assessments of resources and consultant contracts, while also beginning preparations for the FY 2021/22 budgets for both agencies. As presented to the RCTC Executive Committee in September, a 3-stage multi-year implementation process is necessary to complete the transition requiring sufficient resources to ensure no harm to existing RCTC projects, programs, and services. In addition, RCA investments will be necessary to ensure full staff and consultant resources are available to achieve enhanced MSHCP implementation strategies and fulfill the stated objectives of both agencies’ governing boards. Costs and timing associated with transitions from County financial and technology systems have not yet been determined. RCA is also facing a few one-time costs created by the transition. For example, RCA will pay out significant leave balances to long-term employees upon their employment termination with the County and start of employment with RCTC. RCA will also have to make a significant Public Employees’ Retirement System (PERS) contribution to the County for RCA’s share of the net pension liability related to County employees service at RCA. RCTC has been able to stay current with its pension liabilities and will continue to do so with the added RCA staff. Both agencies will also have to fill positions that have been left vacant during the recent COVID crisis and due to RCA’s uncertain management direction. RCTC’s strong financial position can absorb such costs — a significant portion of which will be reimbursed by RCA for its share of costs. Further, there will be a financial firewall between both organizations. While either agency might continue to succeed without being fully staffed for a short period of time, combining the staffs 161 Agenda Item 7 of two agencies that are not fully staffed is inadvisable without a commitment to the needed complement of human resources to continue RCTC’s ongoing responsibilities. A November 12 Executive Committee meeting has been scheduled to review and discuss a revised organization chart, job descriptions for new classifications, and a revised salary range schedule. The revised salary range schedule is included in this item as Attachment 2.. The Executive Committee will also consider approval of and forwarding to the Commission budget adjustments related to the fiscal impact of the new positions. DISCUSSION: To implement RCTC’s role as RCA’s managing agency an agreement is needed between the agencies that identifies roles and responsibilities of each. It is important to note that this is not a merger of the two agencies. RCA will continue as a separate legal entity and continue to be governed by its board. This arrangement would allow RCA the means to contract with RCTC for the day-to-day administration of the agency and the MSHCP. The attached Agreement outlines staffing, services, financial, and legal obligations for an initial five-year term. Highlights of the Agreement and key implementation points to note are as follows: •RCTC staff (which will now include former County employees assigned to RCA who are hired by RCTC) will report to and serve under the direction of the RCTC Executive Committee and Board. The RCTC Executive Director will similarly report to the RCTC Executive Committee and Board. •RCTC will be reimbursed for all costs associated with implementing the Agreement. •Existing statutory and/or joint power authority of both agencies are not impacted by the Agreement, including but not limited to roles and responsibilities under the MSHCP and its Implementation Agreement. •The RCA Board will remain responsible for RCA policy and financial decisions, including approval of contracts fully funded by RCA. •RCTC will be responsible for approval of jointly funded and consolidated/shared contracts. •RCTC general administrative policies and processes including procurement of consultant and vendor contracts will be utilized. On October 14, the RCTC Executive Committee unanimously supported bringing this item and related budget actions forward to the full Commission for consideration. In connection with approval of the Agreement, Commission approval is required for FY 2020/21 budget adjustments of $1.8 million to increase expenditures and $2 million to increase revenues. Increased expenditures relate primarily to salaries and benefits for former RCA staff, new positions, and RCTC staff with increased responsibilities, and increased revenues relate to RCA reimbursements for salaries and benefits, indirect costs, and other direct costs in accordance with the Agreement. These budget adjustments include the budget adjustments considered by the Executive 162 Agenda Item 7 Committee at its meeting earlier today, on November 2, 2020, the RCA board unanimously approved the Agreement along with budget adjustments necessary for RCA implementation. NEXT STEPS: Upon Commission approval, the following schedule is anticipated with a goal of the Agreement being effective by January 1, 2021. RCA Board Consideration of Agreement/Budget Action November 2 RCTC Board Consideration of Agreement/Budget Action November 12 Conditional Job Offers to Existing RCA-assigned County Staff November 12 RCA Board/County of Riverside Terminate Existing Agreement December TBD Effective Date of RCTC/RCA Agreement January 1, 2021 Financial Information In Fiscal Year Budget: No Year: FY 2020/21 Amount: $2,000,000 (revenues) $1,800,000 (expenditures) Source of Funds: Primarily RCA reimbursements (for its share of costs) and RCTC sources (such as Measure A, Local Transportation Fund, Transportation Uniform Mitigation Fees, Motorist Assistance and other for RCTC’s share of new positions) Budget Adjustment: Yes GL/Project Accounting No.: XXXXXX 416 41608 0000 XXX 67 41608 $1,700,000 (local revenues) 001101 416 41608 0000 101 11 41608 $100,000 (local revenues) 001001 XXX 59015 0000 101 1X 59015 $200,000 (administration transfers in) XXXXXX 60001 00000 0000 XXX 67 60001 $1,600,000 (salaries/benefits) 001001 60001 00000 0001 101 1X 60001 $160,000 (salaries/benefits) 001101 65520 00000 0001 101 11 65520 $40,000 (professional services) Fiscal Procedures Approved: Date: 11/02/2020 Attachments: 1)Draft Implementation and Managing Services Agreement No. 21-11-025-00 2)FY 2020/21 Salary Ranges 163 DRAFT 10/7/20 IMPLEMENTATION AND MANAGEMENT SERVICES AGREEMENT BETWEEN RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND WESTERN RIVERSIDE COUNTY REGIONAL CONSERVATION AUTHORITY This Management Services Agreement (“Agreement”) is made and entered into as of this ___ day of ______, 2020, by and between the Riverside County Transportation Commission (“RCTC”) and the Western Riverside County Regional Conservation Authority (“RCA”) and shall become effective as set forth herein. RCTC and RCA are sometimes referred to in this Agreement individually as a “Party ,” or collectively as “Parties.” RECITALS A.WHEREAS, the Western Riverside County Regional Conservation Authority (“RCA”) is a joint powers authority established in 2004 to implement the Western Riverside County Multiple Species Habitat Conservation Plan (“MSHCP”), pursuant to Government Code section 6500 et seq. and other pertinent provisions of law (“RCA JPA”), by and between the RCA and numerous cities located within western Riverside County and the County of Riverside; and B.WHEREAS, the purpose of the RCA is to create a public agency to acquire, administer, operate and maintain land and facilities to establish habitat reserves for the conservation and protection of species covered by the MSHCP, and to exercise all other powers necessary and incidental to accomplishing this purpose; and C.WHEREAS, Section 3 of the RCA JPA sets forth numerous powers of RCA in carrying out its purposes, including the power to make and enter into contracts and to employ agents, consultants, attorneys, and employees. Section 10 of the RCA JPA authorizes RCA ATTACHMENT 1 164 - 2 - through its Board of the Western Riverside County Regional Conservation Authority (“Board”) to retain an Executive Director (“Executive Director”); and to administer the MSHCP. D.WHEREAS, the RCA JPA sets forth certain powers and duties of such Executive Director, managers, or other p ersonnel of RCA to whom the Board delegates authority; and E.WHEREAS, RCTC is a public agency formed pursuant to the County Transportation Commissions Act (Pub. Util. Code § 130000, et. seq.); and F.WHEREAS, RCTC is the single largest funder of the MSHCP and has provided funding in the amount of $153,000,000 toward implementation of the MSHCP; and G WHEREAS, RCTC relies on the 2004 federal and State permits issued authorizing Incidental Take of the Covered Species Adequately Conserved resulting from Covered Activities, including RCTC’s Measure A projects, within the MSHCP Plan Area, subject to and in accordance with, the MSHCP and the MSHCP Implementing Agreement; and H.WHEREAS, as the RCA now desires to contract with RCTC to provide executive d irector services and such other administrative support as required to assist RCA in its obligations to administer the MSHCP. AGREEMENT NOW, THEREFORE, the Parties agree as follows: 1.APPOINTMENT. RCA hereby retains RCTC, acting through its Executive Director and/or his or her designees, to serve as the RCA Executive Director and administer this Agreement on its behalf . Further, RCA retains RCTC to provide such other administrative services as are necessary through RCTC’s staff and/or consultants to fulfill the needs and requirements of RCA, and RCTC agrees to provide such services as may be required by RCA, all upon the terms set forth below. 165 - 3 - 2.DUTIES OF RCTC. A.RCTC shall administer, coordinate, and supervise the activities of the RCA as set forth in the RCA JPA, and shall act for RCA in accomplishing its purposes, set forth in Section 1 of the RCA JPA . RCTC, acting through such RCTC personnel, attorneys and consultants as RCTC, shall from time to time contract with and/or appoint personnel and consultants to provide the services described below. B.The services hereunder shall include, but not be limited to: 1.Preparation of Board and Committee agendas and provide staff support for Board and Committee meetings; 2.Oversee the implementation of the MSHCP, including, without limitation, the duties and responsibilities of Executive Director found in Section 6.6.3(B), and related Implementation Agreements; 3.Administer the RCA Joint Powers Agreement, including all those responsibilities set forth therein including Section 3 (Powers) and Section 10 (Executive Director); 4.Prepare State and f ederal reports, including required audits and an annual budget and amendments; 5.Oversee collection and administration of the MSHCP Local Development Impact Fee, including preparation of required ordinances, resolutions, nexus studies, and member agency audits; 6.Seek, obtain, and administer federal and state funding and grants; 7.Manage consultant contracts and provide legal support and representation; 8.Provide land acquisition services and oversee land management and monitoring contracts; 166 - 4 - 9.Provide administrative support as required; 10.Provide any other support, as necessary and able, to carry out the purposes of the MSHCP, the RCA and this Agreement; and 11.Oversee and implement actions and directive s of the RCA Board. Nothing in this Agreement will alter RCTC’s roles and responsibilities under the MSHCP or the Implementing Agreements. 3.OTHER PERSONNEL SERVICES. RCTC may retain, contract with and appoint additional staff, which shall serve under the exclusive direction of RCTC, as may from time to time be necessary or convenient to fulfill RCTC’s obligations as the RCA Executive Director. Such additional staff may be retained as RCTC employees or contractors. 4.TERM; TERMINATION. This Agreement shall be effective for a five -year term as of the effective date of this Agreement. The term of this Agreement shall commence on January 1, 2021. Once effective, this Agreement shall continue thereafter for successive one-year terms without further action by the RCA or RCTC. This Agreement may be terminated at any time by either party giving the other party 12 months prior written notice. 5.COMPENSATION AND REIMBURSEMENT OF COSTS. A.RCA shall reimburse RCTC for all costs incurred by RCTC in fulfilling its obligations under this Agreement, including without limitation indirect overhead costs, consultant and other costs attributable to this Agreement as set forth in Exhibit A, attached hereto. Such costs shall also include costs incurred by RCTC since July 1, 2020, related to this Agreement. B.Also, such fees and costs shall be invoiced to RCA no more frequently than once a month. Upon receipt, RCA shall pay all approved fees and costs within 30 days of receipt. 6.INSURANCE AND INDEMNITY. 167 - 5 - A.During the term of the Agreement, RCA shall maintain Commercial General Liability Insurance with limits not less than $2,000,000 per occurrence. The policies shall be endorsed to state that RCTC, its directors, officials, officers and employees shall be covered as additional insured under such policy and that such policy shall be primary to any policies held by RCTC. Any deductibles shall be declared to RCTC. B.To the fullest exten t permitted by law, the RCTC shall indemnify, hold harmless and defend the RCA, its directors, officers, employees, agents and authorized volunteers, and each of them from and against any and all claims, demands, causes of action, damages, penalties, judgments, awards, decrees, costs, expenses, attorneys' fees, losses or liabilities, in law or in equity, of every kind or nature, including but not limited to , personal injury, bodily injury, wrongful death, and property damage, arising out of the RCTC’s alleged negligence or wrongful acts related to or in connection with the RCTC’s performance of duties under the terms and conditions of this Agreement. C. To the fullest extent permitted by law, the RCA shall indemnify, hold harmless and defend the RCTC, its directors, officers, employees, agents and authorized volunteers, and each of them from and against any and all claims, demands, causes of action, damages, penalties, judgments, awards, decrees, costs, expenses, attorneys' fees, losses or liabilities, in law or in equity, of every kind or nature, including but not limited to , personal injury, bodily injury, wrongful death, and property damage, arising out of the RCA’s alleged negligence or wrongful acts related to or in connection with its performance of its duties under the terms and conditions of this Agreement. 7.ADMINISTRATION. The RCTC Executive Director shall administer this Agreement on behalf of the RCTC. The RCA Board of Directors shall administer this Agreement on behalf of the RCA. 8.COMMON INTEREST. To further their common interests in the MSHCP, the Parties and their respective counsel have shared, and desire to continue to share, orally, in writing, and by other means, information concerning the MSHCP and other material that is subject 168 - 6 - to the attorney -client privilege, the attorney work product doctrine, and other related or applicable privileges and protections (collectively, “Common Interest Materials”) without in any way waiving any applicable privilege, protection, or immunity, or diminishing the confidentiality of the Common Interest Materials. With these goals in mind, the Parties agree as follows: A.Exchange of Information. In consideration of their common interests, the Parties agree that any exchanges among the Parties, their counsel, consultants and/or experts acting on their behalf (collectively, “Party Affiliates”) of Common Interest Materials does not waive any privilege, protection, or confidentiality applicable to such materials. The Parties intend that all privileges, protections, and confidentiality applicable to Common Interest Materials shared amongst the Parties and/or Party Affiliates under this Agreement will apply to the same extent as if the Common Interest Materials had not been shared. Without limiting the foregoing, this Agreement and any drafts thereof are Common Interest Materials. B.Confidentiality . Each Party will keep all Common Interest Materials in strict confidence, and will use such materials only as permitted under this Agreement or as otherwise permitted by the disclosing Party. No Party may disclose Common Interest Materials to any third party for any purpose, except as otherwise permitted by the disclosing Party. For th e avoidance of doubt, this Agreement does not restrict a Party from disclosing Common Interest Materials to its own counsel. Nothing in this Agreement obligates any Party to disclose to another Party any privileged or confidential information. C.Injunctive Relief . The Parties agree that the disclosure of any Common Interest Materials in violation of this Agreement may cause irreparable harm for which there is no adequate remedy at law. Each Party agrees that immediate injunctive relief is an appropriate and necessary remedy for violation of this Agreement. D.Relationship . Nothing in this Agreement creates either: (a) a fiduciary duty among the Parties or with any third party or (b) an attorney-client relationship between any attorney and any Party that is not represented by that attorney as its counsel. 169 - 7 - 9.ASSIGNMENT. This Agreement shall not be assigned by either party, in whole or in part, without the prior written consent of the other party. 10. NOTICE. A party giving notice as required in this Agreement shall provide for personal delivery of such notice or shall send such notice by United States mail, postage prepaid, to the agent and address of the other party as set forth below: If to RCA: Attn: Executive Director 3403 10th Street, Suite 320 Riverside, CA 92501 United States Ph one: (951) 955-9700 Fax: (951) 955-8873 If to the RCTC: Attn: Executive Director 4080 Lemon Street 3rd Floor Riverside, CA 92501 United States Phone: (951) 787-7141 Fax: (951) 787-7920 11.AMENDMENT; ENTIRE AGREEMENT. This Agreement represents the entire agreement between the parties with respect to the management services provided by RCTC to RCA. Any amendment or modification of the provisions of this Agreement must be in writing and signed by each of the parties hereto. 12.WAIVER. Any waiver by either party of a breach of any of the terms of this Agreement shall not be construed as a waiver of any succeeding breach of the same or other term of this Agreement. 13.SEVERABILITY. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the 170 - 8 - rest of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 14.GOVERNING LAW AND VENUE. This Agreement and its construction and interpretation as to validity, performance and breach shall be construed under the laws of the State of California applicable to agreements both entered into and to be performed in California. The provisions of the Government Claims Act (Government Code section 900, et seq.) shall be applicable for any disputes under this Agreement. Venue shall be within the County of Riverside for any legal or equitable action to enforce the terms of this Agreement, to declare the rights of the parties under this Agreement, or for any action which relates to this Agreement in any manner. 15.APPROVAL/COUNTERPARTS. This Agreement and any amendments thereto must be approved by the RCA Board of Directors and the RCTC Board of Commissioners. Each party has had the opportunity to participate in drafting and preparation of this Agreement. Any construction to be made in the Agreement of any of its terms or provisions shall not be construed against any one party. This Agreement may be executed in one or more counterparts, all of which together shall constitute one and the same Agreement. This Agreement may be signed using digital signatures. 16.STATUS OF RCTC EMPLOYEES. When appropriate, RCTC shall assign any of its employees to perform the obligations set forth in this Agreement (“RCTC Employees”) as part of their regular duties for RCTC. The Parties acknowledge and agree that at all times RCTC Employees shall remain u nder the exclusive control of the RCTC Executive Director or an RCTC Director or other designee. The RCA shall not have any right to control the manner or means in which RCTC Employees perform services under this Agreement, including RCTC Employees’ management of consultants. Any concerns regarding performance shall be addressed to RCTC 171 - 9 - Ex ecutive Committee or RCTC Executive Director. To this end, RCTC shall have the sole and exclusive authority to do the following: (a)Make all decisions regarding the hiring, retention, discipline or termination of RCTC Employees. (b)Determine the wages to be paid to RCTC Employees, including any pay increases or special assignment pay. These wages shall be determined in accordance with RCTC’s published publicly available pay schedule and shall be subject to changes thereto approved by the RCTC Commission. (c)Set the benefits of RCTC Employees, including health and welfare benefits, retirement benefits, and leave accruals in accordance with RCTC policies. (d)Evaluate the performance of RCTC Employees through performance evaluations performed by a management level employee that reports directly to the RCTC Executive Committee or otherwise provided in the personnel rules adopted by RCTC. (e)Perform all other functions related to the service, compensation, or benefits of the RCTC Employees assigned to perform services under this Agreement. 17. CERTIFICATION OF TO EXECUTE THIS AGREEMENT. RCTC and RCA certify that the individuals signing below on behalf of the party have authority to execute this Agreement on behalf of the party, and may legally bind the party to the terms and conditions of this Agreement, and any attachments hereto. IN WITNESS WHEREOF, the parties have executed this Agreement on the date or dates indicated below. RIVERSIDE COUNTY TRANSPORTATION COMMISSION BY:_________________________________ WESTERN RIVERSIDE COUNTY REGIONAL CONSERVATION AUTHORITY BY:____________________________________ 172 -10 - Ben Benoit, RCTC Chair Jonathan Ingram, RCA Chair 173 -11 - EXHIBIT A Compensation shall be paid to RCTC by the RCA for the services provided under this agreement. These include: 1.Any reorganization costs as set forth in this Agreement. 2.The cost of performing the services under this Agreement. 3.The reimbursement of indirect overhead costs, non- employee/consultant fees and costs incurred by RCTC while performing the services hereunder, which may include, but not be limited to, supplies, legal services, consultant services, equipment, board member stipends and board member and staff expense reimbursements. The reimbursement of these costs will be provided at the same rate charged to RCTC unless otherwise approved in writing by the Parties. RCTC shall periodically, but no more frequently than monthly nor less frequently than semiannually, provide an invoice to RCA itemizing charges for the billing period. 174 Rate Type 33 Accountant Monthly $6,300 $7,732 $8,505 17 Accounting Assistant Monthly $4,264 $5,233 $5,757 44 Accounting Supervisor Monthly $8,237 $10,109 $11,120 25 Accounting Technician Monthly $5,183 $6,361 $6,997 17 Administrative Assistant Monthly $4,264 $5,233 $5,757 51 Administrative Services Manager/Clerk of the Board Monthly $9,774 $11,995 $13,195 53 Capital Projects Manager Monthly $10,263 $12,595 $13,855 67 Chief Financial Officer Monthly $14,441 $17,722 $19,495 45 Clerk of the Board Monthly $8,443 $10,362 $11,398 51 Commuter/Motorist Assistance Manager Monthly $9,774 $11,995 $13,195 32 Deputy Clerk of the Board Monthly $6,147 $7,544 $8,298 57 Deputy Director of Finance Monthly $11,315 $13,886 $15,275 57 Deputy Director of Financial Administration Monthly $11,315 $13,886 $15,275 75 Deputy Executive Director Monthly $17,553 $21,542 $23,696 83 Executive Director Monthly $21,335 $26,184 $28,803 63 External Affairs Director Monthly $13,098 $16,075 $17,682 45 Facilities Administrator Monthly $8,443 $10,362 $11,398 53 Financial Administration Manager Monthly $10,263 $12,595 $13,855 35 Financial Analyst Monthly $6,615 $8,119 $8,931 51 Goods Movement Manager Monthly $9,774 $11,995 $13,195 45 Human Resources Administrator Monthly $8,443 $10,362 $11,398 45 IT Administrator Monthly $8,443 $10,362 $11,398 51 Legislative Affairs Manager Monthly $9,774 $11,995 $13,195 35 Management Analyst Monthly $6,615 $8,119 $8,931 63 Multimodal Services Director Monthly $13,098 $16,075 $17,682 63 Planning and Programming Director Monthly $13,098 $16,075 $17,682 51 Planning and Programming Manager Monthly $9,774 $11,995 $13,195 36 Procurement Analyst Monthly $6,777 $8,317 $9,149 53 Procurement Manager Monthly $10,263 $12,595 $13,855 67 Project Delivery Director Monthly $14,441 $17,722 $19,495 51 Public Affairs Manager Monthly $9,774 $11,995 $13,195 67 RCA Deputy Executive Director Monthly $14,441 $17,722 $19,495 63 RCA Director Monthly $13,098 $16,075 $17,682 51 Rail Manager Monthly $9,774 $11,995 $13,195 17 Records Technician Monthly $4,264 $5,233 $5,757 51 Reserve Management/Monitoring Manager Monthly $9,774 $11,995 $13,195 53 Right of Way Manager Monthly $10,263 $12,595 $13,855 25 Senior Administrative Assistant Monthly $5,183 $6,361 $6,997 43 Senior Financial Analyst Monthly $8,041 $9,869 $10,855 43 Senior Management Analyst Monthly $8,041 $9,869 $10,855 13 Senior Office Assistant Monthly $3,868 $4,747 $5,222 43 Senior Procurement Analyst Monthly $8,041 $9,869 $10,855 45 Technical Info Program Manager Monthly $8,443 $10,362 $11,398 63 Toll Operations Manager Monthly $13,098 $16,075 $17,682 71 Toll Program Director Monthly $15,921 $19,539 $21,493 65 Toll Project Manager Monthly $13,753 $16,879 $18,566 53 Toll Technology Manager Monthly $10,263 $12,595 $13,855 51 Transit Manager Monthly $9,774 $11,995 $13,195 (1) Salary Ranges may be adjusted, as approved, by the Commission Revised as of XX/XX/XXXX and adopted by the Commission as of XX/XX/XXXX Riverside County Transportation Commission Salary Range by Class Title FY20/21 - Effective November 12, 2020 Salary Range Class Title Range Minimum (1) Control Point (1) Range Maximum (1)DRAFTATTACHMENT 2 175 RCA MANAGING AGENCY IMPLEMENTATION AGREEMENT November 12, 2020 Anne Mayer, Executive Director 1 Timeline, 2020 2 •RCA Executive Committee votes to explore management transition to RCTCAugust 5 •RCTC directs staff to conduct 60-day due diligence reviewAugust 12 •RCTC Executive Committee directs staff to place item on November 12 Commission agendaOctober 14 •RCA Executive Committee unanimously approves Management and Implementation Agreements and Budget AdjustmentOctober 21 •RCA Board of Directors ratifies Executive Committee action and approves agreement and budget adjustmentNovember 2 Important Factors 3 •Measure A includes funding for habitat conservation and requires participation •146 species coverage •MSHCP vital to future economic, residential, and transportation needs of Western Riverside County –MSHCP is largest conservation plan in the country -500,000 acres –Nearly 410,000 acres (82%) have been assembled to date •Ongoing and systemic challenges exist: –Loss of historical knowledge –Funding hurdles/COVID-19 impacts –Nexus Study cannot solely ensure MSHCP completion RCA Key Objectives 4 •Complete MSHCP and needed land acquisition •Maintain RCA institutional knowledge •Create cost efficiencies •Maximize funding opportunities •Strengthen presence in Sacramento and DC •Strengthen public engagement •Ensure stability of RCA and MSHCP transition to RCTC by end of 2020 •Proactively maintain and protect existing acquisitions RCTC Key Objectives 5 •Do no harm to RCTC •Complete cost recovery •No assumption of prior RCA financial obligations •No assumption of existing RCA legal liabilities •Build political support for the MSHCP •Protect Measure A investment in MSHCP •Ensure MSHCP benefit to RCTC projects •Advance both agencies’ ability to achieve their missions •Integrate staff into RCTC organization •Ensure full staffing and resources •Do it right Due Diligence Assessment 6 •Implementation mechanism •Financial •Legal •Policy •Contracts •Staff/organization Implementation Agreement 7 •RCTC and RCA will remain separate legal entities •RCTC staff will continue to serve under the direction of RCTC Executive Committee and Board •RCTC will be reimbursed for all RCA costs •Existing statutory and/or joint powers authority of both agencies are not impacted •Roles and responsibilities under MSHCP and its Implementation Agreement remain •RCA Board responsible for RCA policy and financial decisions •RCTC will be responsible for approval of jointly funded and consolidated/shared contracts •RCTC general administrative policies and processes including procurement of consultant and vendor contracts will be used Organizational Impacts 8 •Create integrated organization •Generate additional workload for both agencies •Interim organization: 74 FTE –19 FTE increase –Job offers to existing RCA county staff –4 new joint positions –Cost sharing •Will create opportunity for streamlining consultant contracts •Continue to work with county on transition issues –accounting systems, IT, building leases, etc. Implementation Stages 9 STAGE 1: (This fiscal year) •Make conditional job offers to RCA staff •On-board new employees from RCA •Assume overall management responsibilities •Launch comprehensive organizational analysis •Review, modify and/or cancel duplicate contracts (potential cost savings and efficiency gains) •Begin development of process improvement plan •Initiate stakeholder outreach •Continue Nexus Study approval process Implementation Stages 10 STAGE 2: (2-3 years, starting July 2021) •Recruit Deputy Executive Director responsible for RCA •Implement recommendations from organizational analysis •Enhance public outreach and education regarding MSHCP •Continue and enhance proactive legislative outreach, grant efforts •Set priorities for completion of MSHCP, responsible access to public lands, and policies/procedures regarding ongoing management of conservation areas Implementation Stages 11 Stage 3: (2024 and beyond) •Continue implementing MSHCP •Continue improving governance structure •Gradual change in focus from acquisition to maintenance of acquired land Necessary Commitments 12 •Continued benefit of MSHCP to RCTC’s mission •Protecting RCTC’s significant investment in plan •Maintaining and encouraging local government and business participation in plan •Ensuring better government with managing agreement •Protecting RCTC’s mission Full commitment of Board is needed to assure: Recommendations 13 1.Approve the Implementation and Management Services Agreement No. 21 -11-025 -00 (Agreement) between RCTC and the Western Riverside County Regional Conservation Authority (RCA) for an initial five-year term and successive one-year terms thereafter; and 2.Authorize the Chair, pursuant to legal counsel review, to finalize and execute the Agreement; 3.Approve budget adjustments of $1.8 million and $2 million to increase FY 2020/21 budgeted expenditures and revenues, respectively, related to salaries, benefits and other costs necessary to implement the Agreement and RCA reimbursements to RCTC; and 4.Approve the revised FY 2020/21 salary ranges DISCUSSIONAND NEXT STEPS 14 From: Tara Byerly To: Tara Bverly Cc: Lisa Mobley; John Standiford; Anne Mayer Bcc: Subject: Novem r Commission Specia Meeting Agenda - November 12, 2020 Date: Monday, November 9, 2020 12:16:00 PM Attachments: image001.pnq Good afternoon Commissioners, Below please find an updated link to the Agenda for the Special Commission Meeting scheduled for November 12 @ 9:30 a.m. There was an additional agenda item added to the Discussion Calendar: County of Riverside Request for an Increase to the Loan for the Hamner Bridge Project. https://www.rctc.org/wp-content/uploads/2020/11/November-Special-Commission-Agenda.pdf Please let me know if you have any questions. Thank you. Respectfully, Tara Byerly Deputy Clerk of the Board Riverside County Transportation Commission 951.787.7141 W 1951.787.7906 F 4080 Lemon St. 3rd FI. I P.O. Box 12008 Riverside, CA 92502 rctc.org f If in From:Tara Byerly To:Tara Byerly Cc:Lisa Mobley Subject:RCTC: November Special Commission Meeting Agenda - November 12, 2020 Date:Wednesday, November 4, 2020 2:15:55 PM Attachments:image001.png image003.jpg image005.jpg image007.jpg image009.jpg Good afternoon Commission Alternates, The November Agenda for the Special Commission meeting scheduled for Thursday, November 12, 2020 @ 9:30 a.m. is now available. PLEASE NOTE: The meeting will be conducted using Zoom webinar. Please make sure your name appears when you join the meeting so staff will be able to identify you as a Commissioner. If you will be calling in, please let us know which number you will be calling from. https://www.rctc.org/wp-content/uploads/2020/11/November-Special-Commission-Agenda.pdf Pursuant to Governor Newsom’s Executive Order N-29-20, (March 18, 2020), the meeting will only be conducted via video conferencing and by telephone. Please follow the instructions below to join the meeting remotely. For any questions regarding the Zoom meeting or to schedule a test run, please contact Lisa Mobley at lmobley@rctc.org or 951-288-2680. Join Zoom Meeting https://rctc.zoom.us/j/84788198884 Or join by phone: US: +1 669 900 6833 or +1 253 215 8782 Webinar ID: 847 8819 8884 Thank you, Tara Byerly Deputy Clerk of the Board Riverside County Transportation Commission 951.787.7141 W |951.787.7906 F 4080 Lemon St. 3rd Fl.| P.O. Box 12008 Riverside, CA 92502 rctc.org RIVERSIDE COUNTY TRANSPORTATION COMMISSION SPECIAL MEETING ROLL CALL NOVEMBER 12 , 2020 Present Absent County of Riverside, District I X  County of Riverside, District II X  County of Riverside, District III  X County of Riverside, District IV X  County of Riverside, District V X  City of Banning X  City of Beaumont X  City of Blythe X  City of Calimesa X  City of Canyon Lake X  City of Cathedral City X  City of Coachella X  City of Corona X  City of Desert Hot Springs X  City of Eastvale X  City of Hemet X  City of Indian Wells X  City of Indio X  City of Jurupa Valley X  City of La Quinta X  City of Lake Elsinore X  City of Menifee X  City of Moreno Valley  X City of Murrieta X  City of Norco X  City of Palm Desert X  City of Palm Springs X  City of Perris X  City of Rancho Mirage X  City of Riverside X  City of San Jacinto X  City of Temecula X  City of Wildomar X  Governor’s Appointee, Caltrans District 8 X  From:Tara Byerly To:Tara Byerly Cc:Lisa Mobley Subject:Letter of Support for Agenda Item 7 for the Special November Commission Meeting on November 12 Date:Tuesday, November 10, 2020 3:15:44 PM Attachments:EHL-RCTC-Item6-11.12.20.pdf image001.png image003.jpg image005.jpg image007.jpg image009.jpg Good afternoon Commissioners, We received a letter of support from Dan Silver, Executive Director for the Endangered Habitats League for Agenda Item 7, Implementation and Management Services Agreement Between Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority, which is scheduled to be approved at the Special Commission meeting on Thursday, November 12 @ 9:30 a.m. Please let me know if you have questions. Thank you. Respectfully, Tara Byerly Deputy Clerk of the Board Riverside County Transportation Commission 951.787.7141 W |951.787.7906 F 4080 Lemon St. 3rd Fl.| P.O. Box 12008 Riverside, CA 92502 rctc.org 8424 SANTA M O NICA B LVD S UITE A 592 LOS A NGELES CA 90069-4267 WWW.EHLEAGUE.ORG PHONE 213.804.2750 E NDANGERED H ABITATS L EAGUE D EDICATED TO E COSYSTEM P ROTECTION AND S USTAINABLE L AND U SE ENDANGERED HABITATS LEAGUE November 5, 2020 Chairperson Ben J. Benoit Riverside County Transportation Commission P.O. Box 12008 Riverside, CA 92502-2208 lmobley@rctc.org RE: RCTC Special Meeting, Nov. 12, 2020, Agenda Item #6: Implementation and Management Services Agreement between RCTC and WRCRCA – Support Dear Chairperson Benoit and Members of the Commission: Endangered Habitats League (EHL) appreciates the opportunity to comment. We support the proposed agreement between RCA with RCTC for implementation and management services. For reference, EHL is a conservation group which served on the original stakeholder group for the MSHCP. Our primary concerns are assembly of the habitat reserve and maintaining permits and program benefits for all parties. Preserve assembly and management is a long-term endeavor. Management services though a larger agency could, after initial costs, provide stability and cost efficiencies for the RCA. A transition also provides an opportunity for reorganization where beneficial. The goals of the two agencies align well. RCTC is a long-term participant in the MSHCP, and its largest funder. With a history of successful project mitigation and permit streamlining via the MSHCP, RCTC has a strong interest in its continued success. RCTC is also experienced in grant applications, funding mechanisms, and real estate, all of which promise synergy. Ongoing scientific integrity and adherence to the plan are essential, of course. Our past experience with RCTC provides confidence that it can provide steady leadership. Ongoing policy direction from the RCA’s own board provides continuity. We are proud of the accomplishments of the RCA and of the essential participation of RCTC. The result has been a new and productive paradigm for infrastructure mitigation. Because we believe the proposed agreement can result in mutual benefits, EHL offers its support. Yours truly, Dan Silver Executive Director TO: Riverside County Transportation Commission FROM: Lisa Mobley, Clerk of the Board DATE: November 4, 2020 SUBJECT: G.C. 84308 Compliance – Potential Conflict of Interest California Government Code 84308 states a Commissioner may not participate in any discussion or action concerning a contract or amendment if a campaign contribution of more than $250 is received in the past 12 months or 3 months following the conclusion from a bidder or bidder’s agent. This prohibition does not apply to the awarding of contracts that are competitively bid. The Commission’s procurement division asks potential vendors to disclose any contributions made to the campaigns of any Commissioner as part of their submitted bid packets. As an additional precaution, those entities are included below in an effort to give Commissioners opportunity to review their campaign statements for potential conflicts. Please note the entities listed in this memo are not encompassing of all potential conflicts and are in addition to any personal conflicts of interest such as those disclosed on Statement of Economic Interests – Form 700 or prohibited by Government Code Section 1090. Please contact me should you have any questions. Agenda Item No. 5D – Financial Enterprise Resource Planning Software Implementation and Business Application Procurement and Implementation Consulting Services Consultant(s): SDI Presence LLC Sharee L. Wolff, CFO 200 E. Randolph Street, Suite 3550 Chicago, IL 60601 Tyler Technologies, Inc. Jisel Lopez, Senior Corporate Attorney 1 Tyler Drive Yarmouth, ME 04096 Agenda Item No. 5E – 15 Express Lanes Administrative Review Hearing Officer Services Agreement Consultant(s): David Cyprie n, Hearing Officer 24545 Paseo De Toronto Yorba Linda, CA 92887 RCTC Potential Conflicts of Interest November 4, 2020 Page 2 Agenda Item No. 5H – Regional 511 Implementation Consultant(s): Iteris, Inc. Floyd Amuchie, Controller 1700 Carnegie Ave., # 100 Santa Ana, CA 92705 Media Beef Michael Hemry, President 6809 Indiana Avenue, Suite 130 Riverside, CA 92506 Agenda Item No. 5I – Agreement for Vanpool Vehicle Leasing Services Consultant(s): Airport Van Rental Vanpool Le igh Anne Kitch, AVR Vanpool Project Manager 12911 Cerise Avenue Hawthorne, CA 90250