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HomeMy Public PortalAbout02 February 10, 2021 CommissionMEETING AGENDA TIME/DATE: 9:30 a.m. / Wednesday, February 10, 2021 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 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 —Jan Harnik Vice Chair — V. Manuel Perez Second Vice Chair — Bob Magee 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 David Happe / Alberto Sanchez, City of Banning Lloyd White / David Fenn, City of Beaumont Joseph DeConinck / Johnny Rodriguez, City of Blythe Linda Molina / Wendy Hewitt, City of Calimesa Jeremy Smith / Larry Greene, City of Canyon Lake Raymond Gregory / Mark Carnevale, City of Cathedral City Steven Hernandez / Denise Delgado, 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 / Donna Griffith, City of Indian Wells Waymond Fermon / Oscar Ortiz, City of Indio Brian Berkson / Guillermo Silva, 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 / To Be Appointed, City of Moreno Valley Scott Vinton / Lisa DeForest, City of Murrieta Ted Hoffman / Katherine Aleman, 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 Chuck Conder / Erin Edwards, City of Riverside Alonso Ledezma / Crystal Ruiz, City of San Jacinto Matt Rahn / 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 MEETING AGENDA* *Actions may be taken on any item listed on the agenda 9:30 a.m. Wednesday, February 10, 2021 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 Join Zoom Meeting https://rctc.zoom.us/i/82338594659 Meeting ID: 823 3859 4659 One tap mobile +16699006833„82338594659# US 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 Imobley@rctc.org prior to February 9, 2021 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 3. PLEDGE OF ALLEGIANCE Riverside County Transportation Commission Meeting Agenda February 10, 2021 Page 2 4. 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. 5. PUBLIC HEARING — ADOPTION OF A RESOLUTION OF NECESSITY FOR THE ACQUISITION OF PUBLIC DRAINAGE, UTILITY, FOOTING AND ACCESS EASEMENT INTERESTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NUMBER 101-140-031 (RCPNS 22099-1 AND 22099-2), FOR THE STATE ROUTE 71 AND STATE ROUTE 91 INTERCHANGE PROJECT IN RIVERSIDE COUNTY, CALIFORNIA Page 1 Overview This item is for the Commission to: 1) Conduct a hearing to consider the adoption of a Resolution of Necessity, including providing all parties interested in the affected property and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the Resolution of Necessity; 2) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the property owner. 3) Adopt Resolution of Necessity No. 21-004 described as "Adoption of a Resolution of Necessity for the Acquisition of public drainage, utility, footing and access easement interests in certain real property, by eminent domain, more particularly described as Assessor Parcel Po. 101-140-031 (RCPNs 22099-1 and 22099-2), for the State Route 71 and State Route 91 Interchange Project in Riverside County, California." 6. 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. 7. CONSENT CALENDAR —All matters on the Consent Calendar will be approved in a single motion unless a Commissioner(s) requests separate action on specific item(s). Items pulled from the Consent Calendar will be placed for discussion at the end of the agenda. 7A. APPROVAL OF MINUTES — JANUARY 13, 2021 Page 16 Riverside County Transportation Commission Meeting Agenda February 10, 2021 Page 3 7B. SINGLE SIGNATURE AUTHORITY REPORT Page 22 Overview This item is for the Commission to receive and file the Single Signature Authority report for the second quarter ended December 31, 2020. 7C. FISCAL YEAR 2019/20 COMMISSION AUDIT RESULTS Overview This item is for the Commission to: Page 24 1) Receive and file the Fiscal Year 2019/20 a) Comprehensive Annual Financial Report (CAFR); b) Local Transportation Fund (LTF) Financial and Compliance Report; c) State Transit Assistance (STA) Fund Financial and Compliance Report; d) State of Good Repair (SGR) Fund Financial and Compliance Report; e) Proposition 1B Rehabilitation and Security Project (Proposition 1B) Accounts Financial and Compliance Reports; f) Low Carbon Transit Operations Program (LCTOP) Account Financial and Compliance Reports; g) Single Audit Report; h) RCTC 91 Express Lanes Fund Financial Report; i) Auditor Required Communications Report; j) Agreed -Upon Procedures Report related to the Appropriations Limit Calculation; k) Agreed -Upon Procedures Report related to the Commuter Assistance Program (CAP) incentives; and I) Management certifications. 7D. STATE AND FEDERAL LEGISLATIVE UPDATE Page 324 Overview This item is for the Commission to receive and file an update on state and federal legislation. Riverside County Transportation Commission Meeting Agenda February 10, 2021 Page 4 7E. AGREEMENT FOR ON -CALL PAINTING SERVICES FOR THE COMMUTER RAIL STATIONS AND TOLL FACILITIES Overview This item is for the Commission to: Page 326 1) Award Agreement No. 21-24-013-00 to US National Corp DBA Jimenez Painting to provide on -call painting services for the commuter rail stations and toll facilities for a three-year term, with two two-year options to extend the agreement in an amount not to exceed $4.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, on behalf of the Commission; and 3) Authorize the Executive Director, or designee, to execute task orders awarded to the contractor under the terms of the agreement. 7F. AMENDMENT TO CITY OF RIVERSIDE'S FY 2020/21 SHORT RANGE TRANSIT PLAN Page 382 Overview This item is for the Commission to: 1) Approve a $16,000 increase in the FY 2020/21 Local Transportation Fund (LTF) funding allocation for the city of Riverside (City); and 2) Amend the City's FY 2020/21 Short Range Transit Plan (SRTP) to increase the LTF operating allocation in the amount of $16,000 for preventative maintenance operating expenses. 7G. CHANGE ORDER TO AMEND THE INTERSTATE 15 EXPRESS LANES PROJECT TOLL SERVICES AGREEMENT WITH KAPSCH TRAFFICCOM USA TO PROVIDE MAINTENANCE SERVICES FOR THE 91 EXPRESS LANES ROADSIDE TOLLING SYSTEM Page 387 Overview This item is for the Commission to: 1) Approve Change Order No. 7B to Agreement No. 16-31-043-00 for the Interstate 15 Express Lanes Project (1-15 ELP) with Kapsch TrafficCom USA Inc. (Kapsch) to provide five years of maintenance services (March 2021 through February 2026) for the 91 Express Lanes Roadside Tolling System in the amount of $4,387,410, plus a contingency amount of $500,000, for a total amount not to exceed $4,887,410 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order on behalf of the Commission; and Riverside County Transportation Commission Meeting Agenda February 10, 2021 Page 5 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project. 8. ADOPT RESOLUTION NO. 21-001 RELATED TO PROCUREMENT POLICY MANUAL AND RESOLUTION NO. 21-002 RELATED TO ELECTRONIC SIGNATURE USE POLICY Overview This item is for the Commission to: Page 424 1) Approve the revised Riverside County Transportation Commission (RCTC) and Western Riverside County Regional Conservation Agency (RCA) Procurement Policy Manual (PPM) for the procurement and contracting activities undertaken by the agencies, pursuant to legal counsel review as to conformance to state and federal law; 2) Adopt Resolution No. 21-001, "Resolution of the Riverside County Transportation Commission Regarding the Revised Procurement Policy Manual"; 3) Approve the Electronic Signature Use Policy for the use of electronic signatures in lieu of manual signatures, pursuant to legal counsel review; and 4) Adopt Resolution No. 21-002, "Resolution of the Riverside County Transportation Commission Adopting the Electronic Signature Use Policy". 9. ITEM(S) PULLED FROM CONSENT CALENDAR AGENDA 10. 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. 11. ADJOURNMENT The next meeting of the Commission is scheduled to be held on Wednesday, March 10, 2021, via Zoom. AGENDA ITEM 5 PUBLIC HEARING RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Hector Casillas, Right of Way Manager Marlin Feenstra, Project Delivery Director THROUGH: Anne Mayer, Executive Director SUBJECT: Adoption of a Resolution of Necessity for the Acquisition of Public Drainage, Utility, Footing and Access Easement Interests in Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel Number 101-140-031 (RCPNS 22099-1 and 22099-2), for the State Route 71 and State Route 91 Interchange Project in Riverside County, California STAFF RECOMMENDATION: This item is for the Commission to: 1) Conduct a hearing to consider the adoption of a Resolution of Necessity, including providing all parties interested in the affected property and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the Resolution of Necessity; 2) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the property owner. 3) Adopt Resolution of Necessity No. 21-004 described as "Adoption of a Resolution of Necessity for the Acquisition of public drainage, utility, footing and access easement interests in certain real property, by eminent domain, more particularly described as Assessor Parcel Po. 101-140-031 (RCPNs 22099-1 and 22099-2), for the State Route 71 and State Route 91 Interchange Project in Riverside County, California." BACKGROUND INFORMATION: The Commission is being asked to consider the adoption of a Resolution of Necessity declaring its intent to acquire public drainage, utility and access easement and permanent footing easement interests in certain real property, by eminent domain, more particularly described as Assessor Parcel No. 101-140-031 (CPN 22099-1, 22099-2) for the construction related to the SR-71/SR-91 Interchange Project, in Riverside County, California (the Project). Agenda Item 5 1 The immediate need for the property acquisition is to proceed with the construction of the SR-71/SR-91 Interchange. The acquisitions are required for and will benefit the community by reducing traffic congestion and enhancing safety via a new freeway access point with entrance and exit ramps from SR -91 east to SR -71 north. A preliminary title report was obtained from Commonwealth Title Insurance Company to confirm and identify the record owner of the parcel affected by the Project. The Commission then served the affected property owner with a notice of the Commission's decision to appraise the property. The Commission had the property appraised and made an offer to the record owner. Negotiations have been unsuccessful for the purchase of the interests necessary for the Project. Negotiations will continue after adoption of a Resolution of Necessity for the property interest. Since an agreement has not been reached with the owner of record, it may be necessary to acquire the public drainage, utility, access and footing easement interests described in the attachments by eminent domain. The initiation of the eminent domain process is accomplished by the Commission's adoption of a Resolution of Necessity for the affected property. Description of Property to Be Acquired Assessor Parcel No. 101-140-031 (CPN 22099-1 and 22099-2) is owned by Green River Properties, LLC. The property is located at 4225 Prado Road, in Corona, Riverside County, California. The property is occupied. RCTC desires to acquire the portions of the Property to accommodate construction of the SR-71/SR-91 interchange. The legal descriptions and depictions of the property to be acquired is attached and marked as Exhibit "A." Project Description This Project is known as the SR-71/SR-91 Interchange Project. The Project is a partnership between RCTC and Caltrans. The Project is located at the SR -71/91 interchange and extends approximately one-half mile east of SR -71 to a mile and a quarter west of SR -71, and from SR -91 to approximately a mile and a half north of SR -91. The purpose of the Project is to reduce congestion, enhance travel reliability, improve traffic safety and reduce pollutants and emissions. The Project will replace the existing single -lane loop connector between eastbound SR -91 and northbound SR -71 with a new two-lane direct flyover ramp. The new, separate eastbound SR -91 on -ramp from Green River Road will be realigned to improve access to the interchange. The Project will include utility relocation, drainage improvements, erosion control and several habitat restoration areas. Temporary fencing will be placed around environmentally sensitive areas during construction. Agenda Item 5 2 Construction is expected to commence in June 2022 and extend through approximately August 2024. Hearings and Required Findings The action requested of the Commission at the conclusion of this hearing is the adoption of a Resolution of Necessity, authorizing the acquisition of real property interests by eminent domain. The property owner is Green River Properties, LLC, a California limited liability company. This will be a partial acquisition of permanent easements over portions of the Property. The property is further identified in the legal description and depiction attached hereto as part of Attachment 1. California eminent domain law provides that a public entity may not commence with eminent domain proceedings until its governing body has adopted a resolution of necessity, which resolution may only be adopted after the governing body has given each party with an interest in the affected property, or their representatives, a reasonable opportunity to appear and be heard on the following matters: 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. A notice of the hearing was sent by first class mail to the property owner and stated the Commission's intent to consider the adoption of a resolution, the right of the property owner to appear and be heard on these issues, and that failure to file a written request to appear would result in a waiver of the right to appear and be heard. The Commission has scheduled this hearing at which all persons who filed a written request within 15 days of the date of notice was mailed may appear and be heard. The Commission's legal counsel mailed the required notices to the property owner, on January 11, 2021, in accordance with California Code of Civil Procedure, section 1245.235. The property owner was also invited to meet with Commission and Caltrans staff to address any concerns the property owner may have with the design of the Project in the manner proposed and the necessity of the acquisition. The four required findings are addressed as follows: 1. Public Interest and Necessity Require the Proposed Project The Project will reduce traffic congestion and enhance safety and will ensure Agenda Item 5 3 compliance with Caltrans' standards for design, resulting in a project that meets accepted standards for safety and operations. 2. The Project Is Planned Or Located In A Manner That Will Be Most Compatible With The Greatest Public Good And The Least Private Injury A thorough analysis was conducted to find the single best location for this Project. Environmental analyses and findings indicate that this site uniquely satisfies the engineering, public health, and environmental issues, and this location is the most compatible with the greatest public good. This location will result in the least private injury. 3. The Property Sought To Be Acquired Is Necessary For The Proposed Project As described above, a careful analysis was performed regarding this location and what property and property rights were needed, and these parcels meet all the desired characteristics for the construction of the improvements for the Project. Based on that analysis, the acquisition of the property is necessary for construction of the Project. 4. The Offer Of Just Compensation Has Been Made An appraisal was prepared by the Commission's appraiser Joyce L. Riggs, MAI, SR/WA, of Riggs & Riggs, Inc., to establish the fair market value of the real property the Commission is seeking to acquire from the interest owned by the property owner identified herein. An offer of just compensation was made to the property owner to purchase the property interest, based on the approved appraisal, as required by Section 7267.2 of the California Government Code. Although negotiated settlements may still be possible, and will be pursued by staff, it would be appropriate to commence the procedures to acquire the interests sought through eminent domain, to ensure that the property will be available to meet the time frames associated with the SR-71/SR-91 Interchange Project. Environmental Analysis Compliance with the California Environmental Quality Act has been satisfied by Caltrans' certification of an Environmental Impact Report in its role as lead agency on April 8, 2015. Fiscal Impact There is no fiscal impact as the amount of just compensation has been included in the Commission's fiscal year budget. Agenda Item 5 4 Notice of Public Hearing A notice of Hearing to Property Owners was mailed on January 11, 2021 to Green River Properties, LLC, the owner of record. Attachment: 1) Legal Definitions, Legal and Plat Descriptions 2) Resolution No. 21-004 Agenda Item 5 5 ATTACHMENT 1 Legal Definitions of Property Rights to be Acquired Assessor Parcel No. 101-140-031 The following defines the legal rights to be acquired by Riverside County Transportation Commission ("RCTC") for its proposed construction and maintenance of a new freeway -to -freeway connector from eastbound SR -91 to northbound SR -71, as well as related improvements to the SR -71/91 interchange. ("Project"). Public Drainage, Utility and Access Easement, refers to a non-exclusive easement for Public Drainage, Utility and Access Easement purposes, in favor of RCTC, and to its successors, and assigns. The property owner shall retain surface ingress, egress and parking rights, subject to RCTC's reasonable rights of access, subject to RCTC's public drainage easement rights. The property owner shall not be permitted to build any structures within the area of the utility easement. The non-exclusive Utility easement, in favor of RCTC, and to its successors, and assigns, grants the right to install and maintain subsurface utilities. The property owner shall retain all surface rights, subject to RCTC's right of reasonable access to the easement area for repair and maintenance of the subsurface utilities. The property owner shall not be permitted to build any structures within the area of the utility easement. The non-exclusive Access Easement, in in favor of RCTC, and to its successors, and assigns, grants the right to access the above -described drainage and utility easement areas for purposes of installing, maintaining, repairing and replacing public drainage or subsurface utilities within the easement area. The property owner shall retain surface ingress, egress and parking rights, subject to RCTC's reasonable rights of access as described above. 17336.01112\33511234.1 6 EXHIBIT A, PAGE 1 OF 7 EXHIBIT 'A' Legal Description A non-exclusive easement for Public Drainage_ Utility and Access Easement purposes. as more fully described in the Easement Definitions attached hereto as Exhibit A-1. located within a portion of Parcel 1 and Parcel IA as described in a Grant Deed recorded October 11. 1995. as Instrument No. 338652. of Official Records of Riverside County. also being a portion of Prado Road as described in Resolution No. 88-131. Resolution of the City Council of the City of Corona Stunnnarily Vacating a portion of Prado Road. recorded September 26. 1988 as Document No. 296349. Official Records of said County. located in the City of Corona. County of Riverside. State of California. more particularly described as follows: Commencing at the northwest corner of Parcel 1 as described in said Grant Deed. said point also being on the southerly line of State Route 91 as described in Grant Deed recorded December 18. 1969 as Instrument No. 129030. of Official Records of said Cotuiry and also as shown on State of California Right of Way Map No. 911514: Thence along the westerly line of said Parcel 1 South 00920'55" West 119.45 feet to the Point of Beginning: Thence North 89°54'35" East 19.02 feet: Thence North 00°52'48" West 74.93 feet to the beginning of a curve concave southeasterly having a radius of 40.00 feet: Thence northerly. northeasterly and easterly along said curve through a central angle of 76°32'58" an arc distance of 53.44 feet: Thence North 7S°40'10" East 148.65 feet: Thence North 12°08'16" West 16.90 feet to said southerly line of State Route 91: Thence along said southerly line North 75°36'14" East 140.88 feet: Thence North 77°31'20" East 79.27 feet: Thence North 77°17'43" East 79.27 feet to said southerly line of State Route 91: Thence along said southerly line North 81°36'08" East 101.47 feet: Thence South 08°23'52" East 31.53 feet: Thence South 81°28'25" West 147.56 feet: Thence South 75°33'45" West 79.40 feet: 08-RIV-091 PM -1.4-22099 (22099-1) 17336.02107\33590866.2 7 EXHIBIT A, PAGE 2 OF 7 Thence South 75°36'54" West 172.03 feet: Thence South 75°40'10" West 148.07 feet to the beginning of a curve concave southeasterly having a radius of 25.00 feet: Thence westerly. southwesterly and southerly along said carve through a central angle of 76'32'58" an arc distance of 33.40 feet: Thence South 00°52'48" East 110.14 feet: Thence South 89°53'58" West 34.78 feet to the ‘vesterly line of said Parcel 1A: Thence along the westerly line of said Parcel lA and Parcel 1 North 00°20'55" East 35.01 feet to the Point of Beginning. The bearings and distances for this survey are based upon the North American Datum of 1983 (NAD53) of the California Coordinate System of 1953 (CCS83). Zone VI. 2007.00 Epoch. Distances are grid. Divide by 0.99997930 to obtain ground distances. This real property description has been prepared by nie, or under my direction. in conformance with the Professional Land Surveyors Act. Prepared under the direction of: 02/03/20 Sean M. South. PLS 8233 Date 08-R1V-091 PM -1.4-22099 (77099-1) 17336.02107\33590866.2 8 EXHIBIT A, PAGE 3 OF 7 EXHIBIT "B" PARCEL # TITLE AREA APN 22099-1 PUBLIC DRAINAGE UTILITY & ACCESS EASEMENT 17,648 5F 101-140-031 P.O.C. PARCEL 1' UH 0 010 NES 101— ... � b.763.1-?' 1�53N SEE DETAIL "A' BELOW N81'36' a� � 9A _ —� 101.4 R ' SI �43fiB17a z5 147.56 ALII�L 5R7 9� 14,.�ul r1:01.7%.21,120.E 5 gip 'v X03 TN75.33 {� L+ 1115365AE }4gA 22099-1) br NV N8954'35'E 19.02 NOO'20 �F ., i� 8 e: - PUBUC DRAINAGE, UTILITY P iB J do ACCESS EASEMENT PARCEL163 S (A S?4. DOC 1985-338652 GREEN RIVER PROP. LLC Or--'7 APN 701-140-037 1 RS 103/19-24 \I n.-.. r.,-. RD l'�LJLJr1LJ N84'53'S8-E `-�I'34.78�-- PARCEL 1A PD / DOC 1995-338652 — '•''� �o / SZYLINE 5R91 N81'38' "E N81'36'08"E 47.79' P� z j0• 7'1 43 79.4 1 on 0166 792 ty-ITY 2° Ir y 1 _ DETAIL "A" 'J f. :� I C: 1pp, I.ANO SCALE: 1"=146' co LEGEND Sean IA. Smith a, No. 8233 5'). THIS EXHIBIT WAS PREPARED UN IRE 03 ,4 POC POINT OF COAENCEMENT POB POINT OF BEGINNING TTrTrT ACCESS aE` £ OF CIO SEAN M. SMITH, PLS 8233 DATE NRESTRICTION 91P 2R t• LIMITS OF DESCRIPTION NOTES APN:101-140-031 PARCEL 7 PUBLIC DRAINAGE & UTILITY ACCESS EASEMENT Coordinates and bearings ore on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997930 to obtain ground distances. All distances ore in feet unless otherwise noted. PREPARED BY: PSOMAS 1500 IOWA AYE. SUITE 210 RnYERs(IE, CA 92507 (951) 757-8421 wow mina. com DATE: 12/21/2019 REV.: EA: 0F541 FA: DISTRICT COUNTY ROUTE PREPARED BY: SHEET NO, TOTAL SHEETS 08 RIM 91 AAP 1 1 17336.02107\33590866.2 9 EXHIBIT A, PAGE 4 OF 7 EXHIBIT 'A' Legal Description An easement for footing purposes in and to that portion of the land described as Parcel 1 in a Grant Deed recorded October 11, 1995, as Instrument No. 338652, of Official Records of Riverside County, located in the City of Corona, County of Riverside, State of California, more particularly described as follows: Commencing at the northwest corner of said Parcel 1, said point also being on the southerly line of State Route 91 as described in Grant Deed recorded December 18, 1969 as instrument No. 129030, of Official Records of said County and also as shown on State of California Right of Way Map No. 911514; Thence along said southerly line North 75°36'14" East 334.67 feet to the Point of Beginning; Thence North 77°31'20" East 79.27 feet; Thence North 77°17'43" East 79.27 feet to said southerly line; Thence along said southerly line the following two (2) courses: 1. South 81°36'08" West 47.79 feet; 2. South 75°36'14" West 110.94 feet to the Point of Beginning; The Bearings and distances for this survey are based upon the North American Datum of 1983 (NAD83) of the California Coordinate System of 1983 (CCS83), Zone VI, 2007.00 Epoch. Distances are grid. Divide by 0.99997930 to obtain ground distances. This real property description has been prepared by me, or under my direction, in conformance with the Professional Land Surveyors Act. Prepared under the direction of: Sean M. Smith, PLS 8233 Date 08-RIV-091 PM -1.4-(22099-2) 10 EXHIBIT A, PAGE 5 OF 7 EXHIBIT "B" PARCEL # TITLE AREA APN 22099-2 FOOTING EASEMENT 289 SF 101-140-031 SEE DETAL "A" BELOW SAM i __ --------------, P.O.C. 91 - --�'----- -- -' SR NW SINE 334.61' ; = `` 22099-2 PARCER 1' SLY �4*E N1g36 P.O.B. FOOTING EASEMENT APN LINDA1 -- / IP' 101 1 '5 / -- ----- I -------= PARCEL 1 DOC 1995-338652 GREEN RIVER PROP, LLC APN 101-140-031 RS 103/19-24 RD 1\ 1PRADO PARCEL 1A i/ DOC 1995-338652 S'LY LINE SR 91 S81'36'08"W 4 n� 1�09A NI I'1l'43„E 1g.23 N154\4 " N-1-1'3 12 0E 7g.2, --' �� DETAIL "A" P.O.B. N.T.S. 0' 50' 100' LAND SCALE: 1"=100' LEGEND ix a * Sean M. Smith 33 No. 8233 THIS EXHIBIT WAS PREPARED UNDER MY DIRECTION: POC POINT OF COMENCEMENT POB POINT OF BEGINNING T ACCESS RESTRICTION 1P�� \0FC CALTRANSR/WMAP 9152 SEAN M. SMITH, PLS 8233 DATE � LIMITS OF DESCRIPTION NOTES APN: 101-140-031 FOOTING PARCEL EASEMENT 1 Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997930 to obtain ground distances. All distances are in feet unless otherwise noted. PREPARED BY: PSOMAS 1500 IOWA AVE, SUITE 210 RIVERSIDE, CA 92507 (951) 787-8421 www.psomas.com DATE: 01/21/2019 REV.: EA: FA: DISTRICT COUNTY ROUTE PREPARED BY: SHEET NO. TOTAL SHEETS 08 RIV 91 JAU 1 1 11 EXHIBIT A, PAGE 6 OF 7 4PAR 71-91 Plat 22099-2.txt Name: 22099-2 Footing Easement North: 2266862.7645' East: 6136664.5480' Segment #1 : Line Course: N77°31'20"E Length: 79.27' North: 2266879.8916' East: 6136741.9456' Segment #2 : Line Course: N77°17'43"E Length: 79.27' North: 2266897.3252' East: 6136819.2748' Segment #3 : Line Course: S81°36'08"W Length: 47.79' North: 2266890.3457' East: 6136771.9972' Segment #4 : Line Course: S75°36'14"W Length: 110.94' North: 2266862.7634' East: 6136664.5407' Perimeter: 317.27' Area: 289.44 Sq. Ft. Error Closure: 0.0073 Course: S81°21'25"W Error North: -0.00110 East: -0.00726 Precision 1: 43461.64 Page 1 12 EXHIBIT A, PAGE 7 OF 7 ATTACHMENT 2 RESOLUTION NO. 21-004 ADOPTION OF A RESOLUTION OF NECESSITY FOR THE ACQUISITION OF PUBLIC DRAINAGE, UTILITY, FOOTING AND ACCESS EASEMENT INTERESTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 101-140-031 (RCPNS 22099-1 AND 22099-2), FOR THE STATE ROUTE 71 AND STATE ROUTE 91 INTERCHANGE PROJECT IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the "Commission") proposes to acquire public drainage, utility, footing, and access easement interests in certain real property, located in Riverside County, California, more particularly described as Assessor Parcel No. 101-140- 031 (RCPNs 22099-1 and 22099-2) for the construction related to the State Route 71 and State Route 91 Interchange Project ("SR -71/91 Interchange Project") in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, 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. The Commission scheduled a public hearing for Wednesday, February 10, 2021 at 9:30 a.m., via Zoom Meeting https://rctc.zoom.us/j/82338594659 Meeting ID: 823 3859 4659 and gave to each person whose property is to be acquired and whose name and address appeared on the last equalized county assessment roll, notice and a reasonable opportunity to appear at said hearing and be heard on the matters referred to in section 1240.030 of the California Code of Civil Procedure; and WHEREAS, said hearing has been held by the Commission, and the affected property owner was afforded an opportunity to be heard on said matters; and WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to Section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. Section 2. Public Use. The public use for the fee interest in the property to be acquired is for the SR -71/91 Interchange Project in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes. 13 Section 3. Description of Property. Attached and marked as Exhibit "A" are the legal descriptions, descriptions and plat maps of the interests to be acquired by the Commission, which describe the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; (c) The property defined and described in Exhibit "A" is necessary for the proposed project; and (d) The offer required by section 7267.2 of the California Government Code was made. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights -of -way appropriated to existing public uses. The legal descriptions of these easements and rights -of -way are on file with the Commission and describe the general location and extent of the easements and rights -of -way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interest subject to such existing public use pursuant to section 1240.510 of the California Code of Civil Procedure. Section 6. More Necessary Public Use. Some or all of the real property affected by the interest to be acquired is subject to easements and rights -of -way appropriated to existing public uses. To the extent that the herein described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are more necessary than said existing public use. Counsel for the Commission is authorized to acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be 17336.02107\33589655.1 14 required in connection therewith. Legal counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non -material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Section 8. Effective Date. This Resolution shall take effect upon adoption. APPROVED AND ADOPTED this 10th day of February, 2021. Jan Harnik, Chair Riverside County Transportation Commission ATTEST: Lisa Mobley, Clerk of the Board for Riverside County Transportation Commission 15 Indian Wells (760) 568-2611 Irvine (949) 263-2600 Los Angeles (213) 617-8100 Manhattan Beach (310) 643-8448 Mark A. Easter (951) 826-8237 mark.easter@bbklaw.com File No. 17336,02107 VIA US MAIL BEST BEST & KRIEGER ATTORNEYS AT LAW 3390 University Avenue, 5th Floor, P.O. Box 1028, Riverside, CA 92502 Phone: (951) 686-1450 I Fax: (951) 686-3083 1 www.bbklaw.com January 11, 2021 Lisa Mobley Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street Riverside, CA 92501 Dear Lisa: Ontario (909) 989-8584 Sacramento (916) 325-4000 San Diego (619) 525-1300 Walnut Creek (925) 977-3300 Washington, DC (202) 785-0600 Re: SR -71/91 Interchange Project Notice of Hearing to Property Owners of Resolution of Necessity Hearing Scheduled for February 20, 2021, Assessor Parcel No. 101-140-031 Attached is the original Notice of Hearing to Property Owner, with proof of mailing, of the hearing on the adoption of a Resolution of Necessity which is scheduled for February 10, 2021. Copies of the original. Notice were timely mailed on January 11, 2021. It will be necessary for you to note the date on the proof of mailing of the notice at the hearing. Also attached is a copy of a letter to the property owner advising of a meeting with Caltrans that is scheduled to take place prior to the hearing. Please do not hesitate to contact me should you have any questions or concerns. Sincerely yours, Mark A. Easter of BEST BEST & KRIEGER LLP Attachments 17336.02107\33593508.1 01/09/21 11:59AM NOTICE OF HEARING TO PROPERTY OWNER Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, February 10, 2021, at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider the adoption of a Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of real property interests in property that, according to the last equalized county assessment roll, is owned by you. The public use for which this resolution of necessity will be considered is the construction of the SR-71/SR-91 Interchange Improvement Project, in Riverside County, California. The definitions of the property rights to be acquired, together with the legal descriptions and corresponding depictions, are attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought tobe acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed may result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. NOTE: 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/i/83197139745 Meeting ID: 8319713 9745 One tap mobile +16699006833„83197139745# US 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 February 9, 2021 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. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Lisa Mobley Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: January 11, 2021 Wednesday, February 10, 2021 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BEST & KRIEGER LLP By: Mark A. Easter Attorneys for Riverside County Transportation Commission Legal Definitions of Property Rights to be Acquired Assessor Parcel No. 101-140-031 The following defines the legal rights to be acquired by Riverside County Transportation Commission ("RCTC") for its proposed construction and maintenance of a new freeway -to -freeway connector from eastbound SR -91 to northbound SR -71, as well as related improvements to the SR -71/91 interchange. ("Project"). Public Drainage, Utility and Access Easement, refers to a non-exclusive easement for Public Drainage, Utility and Access Easement purposes, in favor of RCTC, and to its successors, and assigns. The property owner shall retain surface ingress, egress and parking rights, subject to RCTC's reasonable rights of access, subject to RCTC's public drainage easement rights. The property owner shall not be permitted to build any structures within the area of the utility easement. The non-exclusive Utility easement, in favor of RCTC, and to its successors, and assigns, grants the right to install and maintain subsurface utilities. The property owner shall retain all surface rights, subject to RCTC's right of reasonable access to the easement area for repair and maintenance of the subsurface utilities. The property owner shall not be permitted to build any structures within the area of the utility easement. The non-exclusive Access Easement, in in favor of RCTC, and to its successors, and assigns, grants the right to access the above -described drainage and utility easement areas for purposes of installing, maintaining, repairing and replacing public drainage or subsurface utilities within the easement area. The property owner shall retain surface ingress, egress and parking rights, subject to RCTC's reasonable rights of access as described above. 17336.01112\33511234.1 EXHIBIT A, PAGE 1 OF 7 EXHIBIT 'A' Legal Description A non-exclusive ease;menu for Public Drainage. Utility and Access Easement purposes, as more fully described in the Easement Definitions attached hereto as Exhibit A-1. located within a portion of Parcel 1 and Parcel lA as described in a Gant Deed recorded October 11. 1995. as Instrument No. 338652. of Official Records of Riverside County. also being a portion of Prado Road as described in Resolution No. 88-131. Resolution of the City Council of the City of Corona Suuiunarily Vacating a portion of Prado Road. recorded September 26. 1988 as Docrunent No. 296349. Official Records of said County. located in the City of Corona. County of Riverside. State of California. more particularly described as follows: Commencing at the northwest corner of Parcel.1 as described in said Grant Deed. said point also being on the southerly line of State Route 91 as described in Grant Deed recorded December 18, 1969 as lnstnunent No. 129030. of Official Records of said County and also as shown on State of California Right of Way Map No. 911514: Thence along the westerly line of said Parcel 1 South 00`20'55" West 119.45 feet to the Point of Beginning: Thence North 39`54'35" East 19.02 feet Thence North 00'52'48" Nest 74.93 feet to the beginning of a curve concave southeasterly having a radius of 40..00 feet: Thence northerly, northeasterly and easterly along said c an arc distance of 53.44 feet: h a central angle Thence North 7 5'40'10" East 148.65 feet: Thence North 12°05'16" West 16,90 feet to said southerly line of State Route 91: Thence along said souutlier1y line North 75`36'14" East 140.88 feet' Thence North 77'31'20" East 79.27 feet: Thence North 77'17'43" East 9.27 feet to said southerly line of;State Route 91: Thence along said southerly line North S1'36'03" East 101.47 feet: Thence South 08'23'52°' East 31.53 feet: Thence South 81'28'25" West 147,56 feet: Thence South 75`33'45" Nest 79,40 feet: 0S-RIV-091 Phi -1.4-.2099 (22099-1) 17336.02107\33590866.2 EXHIBIT A, PAGE 2 OF 7 Thence South 75`36'54" West 172 03 feet: Thence South 75°40'10" ?Vest 148.07 feet to the beginning of a curve concave sotrthe€tsterly havins a radius of 25.00 feet: Thence westerly, southwesterly and southerly along said curve through a central angle of 76`3258" an arc distance of 33.40 feet: Thence South 00=52'48" East 110.14 feet; Thence South S9`53'5S" West 34.78 feet to the s esterly line of said Parcel 1A Thence along the westerly line of said Parcel lA and Parcel 1 North 00'20'55- East 35.01 feet to the Point of Beginning. The bearings and distances for this survey are based upon the North American Dattun of 1983 (NADS3) of the California Coordinate System of 1983 (CCS83). Zone VL 2007,00 Epoch. Distances are grid. Divide by 0.99997930 to obtain ground distances. This real property description has been prepared by me. or under my direction, in conformance itln tine Professional Land Surveyors Act. Prepared under the direction of: 02.'03 20 n. PLS 8233 Date 08 -RIB` -091 PM -1.4-22099 (22099-1) 7336.02107\33590866.2 EXHIBIT A, PAGE 3 OF 7 EXHIBIT "B" PARCEL 22099-1 ROC. NW CCR. PARCEL 1' TITLE PUBLIC DRAINAGE UTILITY & ACCESS EASEMENT NOTES THIS E S'L-Y AREA 17,648 SF SEE DTdL PUBLIC DRAINAGE, UTILITY In ACCESS EASEMENT 792 APN 101-140-031 PARCEL 1 DOC 1995-338652 GREEN MDER PROP, LLC APN 101--1.40-©31 RS 103/19-24 PARCEL 1A IOC 1995-338652 DETAIL "A' N.T.S. S'LY LINE SR 91 N;1' :6'0& -- 20 g,2 Q 54' 100 SCALE: 1 EGEND POC POINT OF COMENCEMENT P0B POINT OF BEGINNING ACCESS RESTRICTION PER CALTRANS R/MO MAP 91521 LIMITS OF DESCRIPTION CoordSnotes and bearings are on CCS 1983t2007.002 Zone 6. Distances APN:101-140-©31 and stationing are grid distances. PARCEL 1 Divide by 0.99997930 to obtain PUS DRAINAGE 1 UTILITY ACCESS EASEMENT ground distances. All distances are In feet unless otherwise noted. PREPARED BY ___ �T� DATE: 12129/2019 REV.: EA: 0FS41 FA: P S ©M A S 1300 Ia1VA AVE, SUITE 210 RIVEASK)EE, CA 92507 (951) 707-6121 ..w.pmmortom DISTRICT COUNTY RIV ROUTE PREPARED BY AAP SHEET TOTAL SHEETS 17336.02107\33590866.2 EXHIBIT A, PAGE 4 OF 7 EXHIBIT 'A' Legal Description An easement for footing purposes in and to that portion of the land described as Parcel 1 in a Grant Deed recorded October 11, 1995, as Instrument No. 338652, of Official Records of Riverside County, located in the City of Corona, County of Riverside, State of California, more particularly described as follows: Commencing at the northwest corner of said Parcel 1, said point also being on the southerly line of State Route 91 as described in Grant Deed recorded December 18, 1969 as instrument No. 129030, of Official Records of said County and also as shown on State of California Right of Way Map No. 911514; Thence along said southerly line North 75°36'14" East 334.67 feet to the Point of Beginning; Thence North 77°31'20" East 79.27 feet; Thence North 77°17'43" East 79.27 feet to said southerly line; Thence along said southerly line the following two (2) courses: 1. South 81°36'08" West 47.79 feet; 2. South 75°36'14" West 110.94 feet to the Point of Beginning; The Bearings and distances for this survey are based upon the North American Datum of 1983 (NAD83) of the California Coordinate System of 1983 (CCS83), Zone VI, 2007.00 Epoch. Distances are grid. Divide by 0.99997930 to obtain ground distances. This real property description has been prepared by me, or under my direction, in conformance with the Professional Land Surveyors Act. Prepared under the direction of: Sean M. Smith, PLS 8233 Date 08-RIV-091 PM -1.4-(22099-2) EXHIBIT A, PAGE 5 OF 7 EXHIBIT "B" PARCEL # TITLE AREA APN 22099-2 FOOTING EASEMENT 289 SF 101-140-031 SEE DETAL "A" BELOW 9/A 7�okyVe g% / /� -- -' - -- P. NW COR. , Y LINE $ 9 4.6' - --' 22099-2 PARCEL 1, ___STY 1415'" 1 -- `r P.OB. FOOTING EASEMENT LINDA -14 APN1 ,`k�` 1g 165 cS \ / '� I w 1/.. _ --- RS ... DOC 1995E 338652 GREEN RIVER PROP, LLC APN 101-140-031 103/19-24 PRADO RD 1\ I_� / PARCEL 1A DOC 1995-338652 110 0A, . 6�1A" x.0 . \°- 1411.3120E "11 ‘45.,..v1/401 S'LY LINE SR 91 S81' '0 " 1411'1143 E 19.21 N1 DETAIL "A" ' P.OB. N.T.S. 0' 50' 100' LAND SCALE: 1�"=100' S�Lc� o\o'c''‘'*\- LEGEND o ce a- Sean M. Smith No. 8233 % THIS EXHIBIT WAS PREPARED UNDER MY DIRECTION: POC POINT OF COMENCEMENT POB POINT OF BEGINNING RESTRICTION PER s T 1 1 1 1 1 r ��\P qT CALTRANS R/W MAP 91521 \� SEAN M. SMITH, PLS 8233 DATE of Cp LIMITS OF DESCRIPTION NOTES APN:101-140-031 PARCEL 1 FOOTING EASEMENT Coordinates and bearings are on CCS 1983(2007.00) Zone 6. Distances and stationing are grid distances. Divide by 0.99997930 to obtain ground distances. All distances are in feet unless otherwise noted. PREPARED BY: PSOMAS 1500 IOWA AVE, SUITE 210 RIVERSIDE, CA 92507 (951) 787-8421 www.paomaa.com DATE: 01/21/2019 REV.: EA: FA: DISTRICT COUNTY ROUTE PREPARED BY: SHEET NO. TOTAL SHEETS 08 RIV 91 JAU 1 1 EXHIBIT A, PAGE 6 OF 7 4PAR 71-91 Plat 22099-2.txt Name: 22099-2 Footing Easement North: 2266862.7645' East: 6136664.5480' Segment #1 : Line Course: N77°31'20"E Length: 79.27' North: 2266879.8916' East: 6136741.9456' Segment #2 : Line Course: N77°17'43"E Length: 79.27' North: 2266897.3252' East: 6136819.2748' Segment #3 : Line Course: S81°36'08"W Length: 47.79' North: 2266890.3457' East: 6136771.9972' Segment #4 : Line Course: S75°36'14"W Length: 110.94' North: 2266862.7634' East: 6136664.5407' Perimeter: 317.27' Area: 289.44 Sq. Ft. Error Closure: 0.0073 Course: S81°21'25"W Error North: -0.00110 East: -0.00726 Precision 1: 43461.64 Page 1 EXHIBIT A, PAGE 7 OF 7 PROOF OF MAILING NOTICE I, Peggy L. Barnes, acting on behalf of the Riverside County Transportation Commission, hereby certify that on January 11, 2021, I mailed a copy of the attached notice by first-class mail to the following owners and other interested parties of real property located in the County of Riverside, State of California, more particularly described as Assessor Parcel No. 101-140-031 (R/WPNs 1169-1 and 1169-2): Steven L. Craig Green River Properties, LLC 4100 MacArthur Boulevard, Suite 200 Newport Beach, CA 92260 K. Erik Friess ALLEN MATKINS 1900 Main Street, 5th Floor Irvine, CA 92614-7321 (940) 851-5478 Dated: January 11, 2021 Record Owner Courtesy Copy ANif 1/ ✓ Peggy L. Barnes RIVERSIDE COUNTY TRANSPORTATION COMMISSION January 6, 2021 4080 Lemon Street, 3rd Floor • Riverside, CA Mailing Address: P.O. Box 12008 • Riverside, CA 92502-2208 951.787.7141 • 951.787.7920 • www.rctc.org Green River Properties, LLC 4100 MacArthur Boulevard, Suite #200 Newport Beach, CA 92260 Re: District Condemnation Evaluation Meeting SR-71/SR-91 Interchange Project Assessor Parcel Number (APN): 101-140-031 Property Address: 4225 Prado Road, Corona, CA 92880 Dear Property Owner: The Riverside County Transportation Commission (RCTC) is in the process of acquiring property in connection with the State Route 71 and State Route 91 Interchange Project (Project). On January 16, 2015, Overland, Pacific & Cutler, LLC, on behalf of RCTC, presented an offer to purchase a portion of your property, to construct the Project. On August 8, 2017, due to design changes requested by the owner, Overland, Pacific & Cutler, LLC, on behalf of RCTC, presented a 2nd offer to purchase a portion of your property to construct the Project. On March 18, 2020, due to changes requested by the owner to the final design, Overland, Pacific & Cutler, LLC, on behalf of RCTC, presented a 3rd offer to purchase a portion of your property to construct the Project. As part of the acquisition process, RCTC's Project Management team and Caltrans representatives would like to meet with you and/or your representative prior to the Resolution of Necessity hearing scheduled for February 10, 2021 to discuss any design related issues of the Project and its potential impacts on your property. Matters of compensation will not be discussed at this meeting. We are proposing to meet with you on Wednesday January 13th at 1:00 pm via Zoom web -based video conferencing. Please see the Zoom meeting information below: Zoom web -based conferencing log -in information: Join Zoom Meeting https://rctc.zoom.us/i/7898122866?pwd=blUrY3I5ZII4bIQxVnZZQihLN FdpUT09 Meeting ID: 789 812 2866 Passcode: rctc One tap mobile +16699006833„7898122866#,,,,*169753# US (San Jose) +12532158782„7898122866#„„*169753# US (Tacoma) Dial by your location +1 669 900 6833 US (San Jose) +1 253 215 8782 US (Tacoma) +1 346 248 7799 US (Houston) +1 301 715 8592 US (Washington D.C) +1 312 626 6799 US (Chicago) +1 929 205 6099 US (New York) Meeting ID: 789 812 2866 Passcode: 169753 Find your local number: https://rctc.zoom.us/u/kekZkuuKG0 Please be advised that if we do not receive a reply from you or if you choose not to participate in the District Condemnation Evaluation Meeting (DCEM), the management team will still hold the meeting on January 13, 2021 at 1 pm. The DCEM will be held via zoom using the login information provided in this letter. The team will review your recent correspondence to provide a response and to ensure that all measures have been taken to minimize the impacts to your property. Once the issues have been reviewed, you will be contacted. We encourage you to attend the meeting. It is our hope that we will be able to reach a mutually agreeable settlement with you. As we continue with the negotiations, we will also continue to pursue possession through the alternate legal course as our project schedule requires that we obtain the necessary property rights in the next few months. If you would like to meet, please contact Roy Guinaldo at (562) 304-2000 to schedule an appointment. If you need any further information on this matter, please contact the undersigned at (951) 787-7141. Sincerely, Hector Casillas Right of Way Manager Allen Matkins VIA EMAIL/FEDEX January 25, 2021 Lisa Mobley, Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Email: lmobley@rctc.org Allen Matkins Leck Gamble Mallory & Natsis LLP Attomeys at Law 1900 Main Street, 5*h Floor 1 hvine, CA 92614-7321 Telephone: 949.553.1313 1 Facsimile: 949.553.8354 www.allenmatkins.com K. Erik Friess E-mail: rfriess@allenmatkins.com Direct Dial: 949.851.5478 File Number: 390807-00001/001277773 Re: 4225 Prado Road, Corona, CA (APN 101-140-031): Request to be Heard at the RCTC's February 10, 2021, Hearing on its Proposed Resolution of Necessity Dear Ms. Mobley: This firm represents Green River Properties, LLC, the owner of the property that is the subject of the Riverside County Transportation Commission's January 11, 2021, notice of hearing regarding the RCTC's intent to adopt a resolution of necessity authorizing partial condemnation of real property interests from Green River Properties' property located at 4225 Prado Road, Corona, for use in developing the SR 71 and SR 91 Interchange Project. The City proposes to hold its hearing on the resolution of necessity on February 10, 2021, at 9:30 a.m. at the Board of Supervisors Chambers located at 4080 Lemon Street, Riverside, California. This letter constitutes Green River Properties' request to appear and be heard on the intended resolution of necessity. This letter also provides notice that Green River Properties intends to, and hereby does, object to the RCTC's adoption of the proposed resolution of necessity. Green River Properties reserves the right to submit additional comments and objections in advance of the February 10 hearing. KEF:slp Very truly yours, K. Erik Friess Los Angeles 1 Orange County 1 San Diego 1 Century City 1 San Francisco Allen Matkins VIA EMAIL/FEDEX February 9, 2021 Lisa Mobley, Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Email: lmobley@rctc.org Allen Matkins Leck Gamble Mallory & Natsis LLP Attorneys at Law 1900 Main Street, 5`s Floor 1 Irvine, CA 92614-7321 Telephone: 949.553.1313 1 Facsimile: 949.553.8354 www.allenmatkins.com K. Erik Friess E-mail: rfriess@allenmatkins.com Direct Dial: 949.851.5478 File Number: 390807-00001/001280002 Re: Objections to Riverside County Transportation Commission's February 10, 2021, Hearing on a Proposed Necessity for Condemnation of 4225 Prado Road, Corona (APN 101-140-031) in Connection with RCTC's SR 71/SR 91 Interchange Project Dear Ms. Mobley: As you know from my prior correspondence, this firm represents Green River Properties, LLC, the owner of the property located at 4225 Prado Road, Corona (APN 101-140-031), that is the subject of the Riverside County Transportation Commission's February 10, 2021, hearing on a resolution of necessity authorizing condemnation of Green River Properties' property in connection with the RCTC's SR 71 and SR 91 Interchange Project. On January 25, 2021, we sent you Green River Properties' request to appear and be heard on the matters referred to in the RCTC's notice of hearing. We submit this letter because the RCTC failed to make a proper statutory written offer to Green River Properties in light of the RCTC's unnecessarily overbroad easement. And the RCTC's Board's expected rubberstamping of a decision that the RCTC's staff long ago made to condemn this property is not supported by the law. This letter details Green River Properties' objections to the RCTC's proposed resolution of necessity. We request that copies of this objection letter be distributed to all RCTC decision makers prior to their considering the adoption of any such resolution of necessity. Green River Properties reserves the right to make further and different objections virtually at the hearing scheduled by Zoom. Los Angeles 1 Orange County 1 San Diego Century City San Francisco Allen Matkins Leck Gamble Mallory & Natsis LLP Attorneys at Law Lisa Mobley, Clerk of the Board City Clerk of Corona February 9, 2021 Page 2 OBJECTIONS 1. The RCTC has not satisfied state -mandated prerequisites for adopting a resolution of necessity. More specifically, the RCTC failed to make an offer of just compensation based upon a proper appraisal of the property. Thus, the RCTC cannot adopt a resolution of necessity. Under California Eminent Domain Law, a condemning agency must comply with several procedural prerequisites before adopting a resolution of necessity and instituting a condemnation action. Among other requirements, the condemning agency: (1) must appraise the fair market value of the property to be condemned; (2) must make an offer of just compensation reflective of that value; (3) must provide a written statement explaining the basis of the agency's determination of fair market value; and (4) must engage in good faith negotiations before initiating a condemnation action. (Gov. Code, §§ 7267.1, 7267.2; Code Civ. Proc., § 1245.230.) The RCTC has not completed the above -listed prerequisites for adopting a resolution of necessity to condemn Green River Properties' property. And it is not legal for the RCTC's Board to adopt a resolution of necessity that simply rubberstamps a decision that the RCTC has already made. (Redevelopment Agency v. Norm's Slauson (1985) 173 Ca1.App.3d 1121, 1125-1126.) Specifically, the RCTC must pay Green River Properties for the fair market value of the property taken. (Cal. Const., art. I, § 19; Code Civ. Proc., § 1263.310.) Accordingly, the RCTC's appraisal must reflect the fair market value of Green River Properties' property and take into account all relevant considerations. Here, however, the RCTC's appraisal is seriously defective. Because of these defects in the appraisal, the RCTC has not properly made an offer pursuant to Government Code section 7267.2, and the RCTC cannot make a finding that it has. Thus, the RCTC cannot properly adopt a resolution of necessity. For example: • The RCTC valued the property as vacant land only. As an initial matter, the RCTC's appraisers concluded that the non-exclusive utility access and permanent easement will not impact the property's buildings and operations, and, on that basis, valued the property to be taken as vacant land only. This violates standard valuation principles. The appraisal itself states that the subject parcel "is improved with three industrial buildings with open parking and related site improvements." However, the appraisers disregarded such developments in their valuation, which is improper. Further, by defining the property as "land only," the appraisers excluded from their analysis various severance damages (as discussed below). No law allows RCTC to appraise an improved property using the fiction that it is vacant. Allen Matkins Leck Gamble Mallory & Natsis LLP Attorneys at Law Lisa Mobley, Clerk of the Board City Clerk of Corona February 9, 2021 Page 3 • The RCTC's appraisal undervalued the fee value of the land. The RCTC's appraisal is based on inferior comparable sales. Those comparable sales included properties that were unentitled at the time of closing, and the sales did not have finished lots for development. Even if the RCTC had a basis for valuing this improved land as vacant, the RCTC would have had to use properties with finished lots as comparable sales. Thus, these land sales are not reflective of Green River Properties' property value. • The RCTC failed to assess the obvious severance damages. In tandem with valuing the property as vacant land only, the appraisal concluded that the RCTC's utility access and permanent easement will have no negative impact on the property's buildings and operations. But there is no substantive evidence to support this conclusion. And facts on the ground strongly demonstrate that the permanent easement will indeed have significant impacts on the ongoing operations of the Green River Properties' tenants. For example, the RCTC is taking parking space, which is already limited on the property. This will directly impact the tenants' business and the accessibility for their employees and customers. And the appraisal fails to consider the construction impacts to the tenants (e.g., visibility of the tenants' business, dust, and noise). These damages should have been considered in the RCTC's appraisal and must now be included in the RCTC's offer. • The RCTC is still negotiating the scope of its non-exclusive drainage/utility access and permanent easement with Green River Properties. The RCTC's appraisal is overly broad in its description of the RCTC's drainage/utility access and permanent easement. And the RCTC recognizes this and is now negotiating a new scope with Green River Properties. Any change in the scope of the RCTC's taking will subsequently change the RCTC's appraisal and offer. Thus, the RCTC cannot approve this resolution of necessity until the RCTC's drainage utility access and permanent easement are defined and the appraisal is revised to reflect the new fair market value. Further, because the evidence presented in these objections establishes that the RCTC's appraisal is defective, the RCTC must commission a new or updated appraisal and make a new offer before proceeding with a resolution of necessity. (See 25 Cal. Code Reg., ¶ 6182(i)(2).) Allen Matkins Leck Gamble Mallory & Natsis LLP Attorneys at Law Lisa Mobley, Clerk of the Board City Clerk of Corona February 9, 2021 Page 4 2. The RCTC's offer of just compensation failed to reflect the proper fair market value of Green River Properties' property; thus, the RCTC's negotiations based on the defective appraisal were in bad faith. As discussed above, the RCTC's appraisal of Green River Properties is defective, and RCTC must commission a new appraisal and make a new offer before it can approve a resolution of necessity. Instead, the RCTC made a below -market offer to Green River Properties and then proceeded to negotiate that low -ball offer in bad faith. Specifically, on January 9, 2015, the RCTC made an initial offer to purchase a portion of Green River Properties' property for approximately $207,000 based on the defective appraisal of the property. Green River Properties rejected the RCTC's initial offer for the reasons stated above. On July 24, 2017, the RCTC made a second offer for $249,000, which Green River Properties again rejected. On March 6, 2020, the RCTC presented its final offer for $183,000. And again, Green River Properties rejected the offer since it was not reflective of fair market value. Put simply, the RCTC has not made the required statutory offer and has not negotiated in good faith with Green River Properties. Thus, the RCTC has not complied with state law, and its Board cannot make a finding that it has. Because the evidence in these objections establishes that the RCTC's appraisal is defective, the RCTC must commission a new or updated appraisal and only then pursue a resolution of necessity. (See 25 Cal. Code Reg., § 6182(i)(2).) Thus, the RCTC cannot properly adopt a resolution of necessity at this meeting. 3. Conclusion. The RCTC cannot validly adopt any proposed resolution of necessity to condemn Green River Properties' property. Green River Properties therefore respectfully requests that the RCTC (1) not proceed with the adoption of any resolution of necessity and that the RCTC instead (2) make a proper offer to purchase. Very truly yours, K. Erik Friess KEF:slp Indian Wells (760) 568-2611 Irvine (949) 263-2600 Los Angeles (213) 617-8100 Manhattan Beach (310) 643-8448 Ontario (909) 989-8584 Peggy L. Barnes (951) 826-8357 peggy.barnes@bbklaw.com File No. 17336.02107 BEST BEST & KRIEGER ATTORNEYS AT LAW 3390 University Avenue, 5th Floor, P.O. Box 1028, Riverside, CA 92502 Phone: (951) 686-1450 I Fax: (951) 686-3083 1 www.bbklaw.com February 3, 2021 K. Erik Riess Kelsey Mills Allen Matkins 1900 Main Street, 5th Floor Irvine, CA 92614-7321 Re: Resolution of Necessity Hearing, February 10, 2021 Your Client: Green River Properties, LLC Dear Rick and Kelsey: Riverside (951) 686-1450 Sacramento (916) 325-4000 San Diego (619) 525-1300 Walnut Creek (925) 977-3300 Washington, DC VIA E-MAIL ONLY We were requested by the Clerk of the Board to clarify that the upcoming Commission meeting that involves your client's property at 4225 Prado Road, Corona, CA (Assessor Parcel No. 101-140-031) will be conducted via ZOOM only, not at the physical location indicated on the first page of the notice. A copy of the Notice of Hearing is attached. Please refer to the ZOOM information contained on the second and third pages of the notice. If you have question, do not hesitate to contact Mark Easter or me. Sincerely, Peggy L. Barnes Paralegal Attachment: Notice of Hearing Copy: Lisa Mobley, Clerk of the Board 17336.02107\33668604.1 NOTICE OF HEARING TO PROPERTY OWNER Pursuant to Section 1245.235 of the California Code of Civil Procedure, you are hereby notified that at a regular meeting to be held on Wednesday, February 10, 2021, at 9:30 a.m., at the Riverside County Administration Building, Board of Supervisors Chambers, located at 4080 Lemon Street, Riverside, California, the Commission of the Riverside County Transportation Commission intends to consider the adoption of a Resolution of Necessity, authorizing the commencement of eminent domain proceedings for the acquisition of real property interests in property that, according to the last equalized county assessment roll, is owned by you. The public use for which this resolution of necessity will be considered is the construction of the SR-71/SR-91 Interchange Improvement Project, in Riverside County, California. The definitions of the property rights to be acquired, together with the legal descriptions and corresponding depictions, are attached to this notice. A hearing will be held at the time and place mentioned above. You have the right to appear and be heard on the following matters: 1. Whether the public interest and necessity require the project for which the property is sought to be acquired. 2. Whether the project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. 3. Whether the property sought to be acquired by eminent domain and described in the Resolution of Necessity is necessary for the proposed project. 4. Whether the offer required by Section 7267.2 of the California Government Code has been made. Pursuant to California Code of Civil Procedure section 1245.235(b)(3), your failure to file a written request with RCTC to appear and be heard within 15 days from the date that this Notice is mailed may result in the waiver of your right to appear and be heard on the above -stated matters and issues that are the subject of the hearing. NOTE: 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 hitps:/Irctczoom. us/i/83197139745 Meeting ID: 8319713 9745 One tap mobile +16699006833„83197139745# US 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 February 9, 2021 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. ALL COMMUNICATIONS SHOULD BE ADDRESSED TO: Lisa Mobley Clerk of the Board Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, California 92501 DATE OF HEARING: PLACE OF HEARING: DATED: January 11, 2021 Wednesday, February 10, 2021 9:30 a.m. Riverside County Administration Building Board of Supervisors Chambers 4080 Lemon Street Riverside, California 92501 BEST BEST & KRIEGER LLP By: Mark A. Easter Attorneys for Riverside County Transportation Commission PROOF OF MAILING NOTICE I, Peggy L. Barnes, acting on behalf of the Riverside County Transportation Commission, hereby certify that on January 11, 2021, I mailed a copy of the attached notice by first-class mail to the following owners and other interested parties of real property located in the County of Riverside, State of California, more particularly described as Assessor Parcel No. 101-140-031 (R/WPNs 1169-1 and 1169-2): Steven L. Craig Green River Properties, LLC 4100 MacArthur Boulevard, Suite 200 Newport Beach, CA 92260 K. Erik Friess ALLEN MATKINS 1900 Main Street, 5th Floor Irvine, CA 92614-7321 (940) 851-5478 Dated: January 11, 2021 Record Owner Courtesy Copy -4.7fivoef Peggy L. Barnes RIVERSIDE COUNTY TRANSPORTATION COMMISSION SR -71/91 INTERCHANGE PROJECT Adoption of a Resolution of Necessity Commission Meeting February 10, 2021 Hector Casillas, Right of Way Manager 71/91 INTERCHANGE PROJECT Commission Guidance • The property interests are required for a public purpose • The offer of just compensation was for the full appraised value • The commission uses eminent domain as a last resort • Staff will continue negotiations 71/91 INTERCHANGE PROJECT Parcel O !'• 9E�s RTVER Rd Nep� pR +YrR'UMi ADp Ry fppt4yk CHINO HILLS STATE PARK CITY OF CORONA SR 71-91 INTERCHANGE PROJECT UNINCORPORATED AREA OF RIVERSIDE COUNTY i f NO SCALE 71/91 INTERCHANGE PROJECT THE COMMISSION IS REQUESTED TO MAKE THE FOLLOWING FINDINGS 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. 71/91 INTERCHANGE PROJECT PARCEL INFORMATION Owner: Green River Properties LLC, a California limited liability company APN: 101-140-031 Property Address: 4225 Prado Road, Corona, CA Property Area: 524,462 square feet (12.04 Acres) Property Required: 1169-1: Drainage, Utility, and Access Easement (17,648 sf) 1169-2: Wall Footing Easement (289 sf) 71/91 INTERCHANGE PROJECT OFFER OF JUST COMPENSATION Owner: Green River Properties, LLC, a California limited liability company Offer Date(s): January 22, 2015 -Original August 8, 2017 -Revised March 18, 2020 -Revised Wall Footing Easement Area 71/91 INTERCHANGE PROJECT River Ra ' _ olk Green River Properties, LLC 4225 Prado Road, Corona, CA 92880 APN 101-140-031 SR -91 E Access, Drainage, Utility Easement - 17, 648 SF Wall Footing Easement - 289 SF Parcel Boundary AT&SF Ajellie 1414AI4t, .1 "F'- 4414° :-._tea err • 71/91 INTERCHANGE PROJECT Wall Footing Easement Detail N 3120i.19.21' DETAIL "A" N.T.S. S'LY LINE SR 91 S81'36'08"W 47. 71/91 INTERCHANGE PROJECT District Condemnation Evaluation Meeting & Condemnation Panel Review Meeting • Zoom Web Based Video Conferencing • January 13, 2021 at 1pm • Attended by Commission, Caltrans, OPC, and Parsons Staff 71/91 INTERCHANGE PROJECT Staff Recommendations: THE COMMISSION ADOPT A RESOLUTION OF NECESSITY BASED ON THE FOLLOWING FINDINGS: 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. RIVERSIDE COUNTY TRANSPORTATION COMMISSION QUESTIONS 71/91 Site Photographs INTERCHANG PROJECT Near Proposed Easement Areas 13 AGENDA ITEM 7A RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEETING MINUTES Wednesday, January 13, 2021 1. CALL TO ORDER The Riverside County Transportation Commission was called to order by Chair Jan Harnik at 9:31 a.m., via Zoom Webinar ID 831 9713 9745. Pursuant to Governor Newsom's Executive Order N-29-20. 2. ROLL CALL Commissioners/Alternates Present Ben J. Benoit Brian Berkson Patricia Lock Dawson Joseph DeConinck Waymond Fermon Kathleen Fitzpatrick Raymond Gregory Rebecca Guirado Yxstain Gutierrez David Happe Jan Harnik Steven Hernandez Jeff Hewitt Ted Hoffman Kevin Jeffries Linda Krupa Alonso Ledezma Bob Magee Scott Matas Lisa Middleton Linda Molina V. Manuel Perez Matt Rahn Dana Reed Wes Speake Karen Spiegel Jeremy Smith Michael M. Vargas Ted Weill Lloyd White Chuck Washington Ted Weill Bill Zimmerman Commissioners Absent Clint Lorimore Scott Vinton 3. PLEDGE OF ALLEGIANCE Commissioner David Happe led the Commission in a flag salute. 4. PUBLIC COMMENTS There were no requests to speak from the public. 16 Riverside County Transportation Commission Meeting Minutes January 13, 2021 Page 2 5. ADDITIONS / REVISIONS Per staff's request, the Closed Session Item was pulled from the Agenda. 6. CONSENT CALENDAR M/S/C (Perez/Speake) to approve the following Consent Calendar items. 6A. APPROVAL OF MINUTES — DECEMBER 9, 2020 6B. QUARTERLY FINANCIAL STATEMENTS Receive and file the Quarterly Financial Statements for the three months ended September 30, 2020. 6C. FISCAL YEAR 2020/21 MID -YEAR BUDGET ADJUSTMENTS Approve FY 2020/21 mid -year budget adjustments for a net decrease of $677,655,700 and $656,009,200 in revenues and other financing sources and in expenditures/expenses and other financing uses, respectively. 6D. RIVERSIDE TRANSIT AGENCY REPROGRAMMING REQUEST OF CONGESTION MITIGATION AND AIR QUALITY FUNDS AS PROGRAMMED IN THE 2013 MULTI -FUNDING CALL FOR PROJECTS 1) Approve the request by the Riverside Transit Agency (RTA) to reprogram Congestion Mitigation and Air Quality (CMAQ) funding from the RapidLink Service Project to the Route 1 Weekend Service Improvements Project in the amount of $466,130; 2) Approve Agreement No. 14-72-133-01, Amendment No. 1 to Agreement No. 14-72-133-00, with RTA related to the reprogramming of CMAQ funding to the Route 1 Weekend Service Improvements Project; and 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to finalize and execute the agreement on behalf of the Commission. 6E. AWARD OF PROJECT AND PROGRAM FUNDING DATABASE SYSTEM AGREEMENT TO NETKINETIX INC. 1) Approve Agreement No. 21-66-020-00 with Netkinetix Inc. to develop and maintain a project and program funding database system for a three-year base period with two two-year options in an amount not to exceed $703,168; and 17 Riverside County Transportation Commission Meeting Minutes January 13, 2021 Page 3 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. 6F. SENATE BILL 821 BICYCLE AND PEDESTRIAN FACILITIES PROGRAM UPDATE 1) Approve the revised Transportation Development Act (TDA) Article 3, or Senate Bill 821 (SB 821), Program Policies, and Fiscal Year (FY) 2021/22 Call for Projects Guidelines, including the Evaluation Criteria and Application; and 2) Approve a FY 2020/21 budget increase in the amount of $2,000,000 for the SB 821 Program for Projects with advanced construction schedules. 6G. 2021 PUBLIC TRANSIT — HUMAN SERVICES TRANSPORTATION COORDINATED PLAN Approve the 2021 Coordinated Public Transit -Human Services Transportation Plan (2021 Coordinated Plan). 7. FISCAL YEAR 2020/21 MID -YEAR REVISED REVENUE PROJECTIONS Theresia Trevino, Chief Financial Officer, requested to present and vote on Agenda Items 7 and 8 concurrently. She noted for Agenda Item 7, Staff Recommendation No. 1, it incorrectly reflects FY 2019/20 and it should be FY 2020/21. Theresia Trevino presented the revised Revenue Projections for FY 2020/21 and Revenue Projections for FY 2021/22, highlighting the following areas: • Revenue Projections • Economic category and segment trends — Measure A Sales tax revenues • Measure A revenue allocations by geographic area • Measure A revenues by economic category for Western Riverside County, Coachella Valley, and the Palo Verde Valley over the last 3 benchmark years • Average monthly Measure A: Before and after COVID-19 — Comparison in May projection to benchmark year actuals in 2020 and 2019 • Revenue projections and allocations for Measure A and LTF • Revenue Projections for TUMF • Next steps for Revenue Projections In response to Chair Harnik's request for an example of what miscellaneous is under economic categories, Theresia Trevino referred to the Economic Categories/Segments slide and stated Miscellaneous includes Health & Government, Miscellaneous Other, which is the market place facilitators for on line sales, and Closed Account Adjustments. 18 Riverside County Transportation Commission Meeting Minutes January 13, 2021 Page 4 Vice Chair Perez expressed appreciation for a great presentation and asked if RCTC has heard from Western Riverside Council of Governments (WRCOG) on the funds they should be receiving. Theresia Trevino replied it is her understanding that the July information is being reconciled with staff and the hope was that RCTC would be getting that payment shortly. M/S/C (Reed/Benoit) to: 1) Approve the mid -year Fiscal Year (FY) 2020/21 revenue projections of $195 million for Measure A revenues, $100 million for Local Transportation Fund (LTF) revenues, and $11 million for Transportation Uniform Mitigation Fee (TUMF) revenues; 2) Approve the budget increase adjustments to Measure A revenues of $35 million and expenditures of $14,426,000 to reflect the revised Measure A projection; and 3) Approve the budget increase adjustments to LTF revenues of $18 million, transfers in of $1,580,000, and expenditures and transfers out of $1,783,000 to reflect the revised LTF projection. 8. FISCAL YEAR 2021/22 REVENUE PROJECTIONS M/S/C (Reed/Benoit) to: 1) Approve the projection for Measure A revenues of $195 million for Fiscal Year 2021/22; 2) Approve the projection for Local Transportation Fund (LTF) apportionment of $100 million for the Western Riverside County, Coachella Valley, and Palo Verde Valley areas for FY 2021/22; and 3) Approve the projection for Transportation Uniform Mitigation Fee (TUMF) revenues of $11 million for FY 2021/22. 9. STATE AND FEDERAL LEGISLATIVE UPDATE David Knudsen, Legislative Affairs Manager, presented an updated on the state and federal legislative activities. M/S/C to receive and file an update on state and federal legislation. 19 Riverside County Transportation Commission Meeting Minutes January 13, 2021 Page 5 10. FISCAL YEARS 2021/22 — 2023/24 MEASURE A SPECIALIZED TRANSIT CALL FOR PROJECTS GUIDELINES Lorelle Moe -Luna, Multimodal Services Director, presented the FYs 2021/22 — 2023/24 Measure A Specialized Transit Program for Western Riverside County, highlighting the following: • Program overview: ✓ Targets seniors, persons with disabilities, low-income populations, or those that are "truly needy" that cannot be served on the existing transportation network ✓ Support expansion and extension of services for areas/special populations without alternate service options • A list of some of the social service agencies and non-profit organizations in Western Riverside County that use Measure A funds for transportation projects • Major guideline changes: o $8.76 million available o No limit to the number of applications by agency o Maximum of 18% total available funding per project o Scoring Criteria emphasis on needs and gaps that the project is meeting and cost-effective strategies M/S/C (Vargas/Benoit) to: 1) Approve the Fiscal Years (FY) 2021/22 — 2023/24 Measure A Specialized Transit Program Guidelines; and 2) Direct staff to release the FYs 2021/22 — 2023/24 Measure A Specialized Transit Call for Projects for approximately $8.76 million for Western Riverside County (Western County) on January 13, 2021. 11. APPOINTMENT OF EXECUTIVE COMMITTEE MEMBERS Lisa Mobley, Clerk of the Board, explained the process to complete the appointments to the Executive Committee and the current Executive Committee Membership. At this time, the cities and any interested parties were moved into breakout rooms to caucus and once finished, returned to the main session. Commissioner Brian Berkson announced the cities of Corona, Jurupa Valley, Moreno Valley, Murrieta, Riverside, and Temecula appointed Commissioner Brian Berkson and Commissioner Matt Rahn to continue as their representatives to the Executive Committee. Commissioner Dana Reed announced the cities of Blythe, Cathedral City, Coachella, Desert Hot Springs, Indian Wells, Indio, La Quinta, Palm Desert, Palm Springs, and Rancho 20 Riverside County Transportation Commission Meeting Minutes January 13, 2021 Page 6 Mirage appointed Commissioner Lisa Middleton to continue as their representative to the Executive Committee. Commissioner Benoit announced the cities of Banning, Beaumont, Calimesa, Canyon Lake, Eastvale, Hemet, Lake Elsinore, Menifee, Norco, Perris, San Jacinto, and Wildomar appointed Commissioner Lloyd White to continue as their representative to the Executive Committee. Chair Harnik expressed appreciation to the Commissioners that offered to serve on the Executive Committee. 12. ITEM(S) PULLED FROM CONSENT CALENDAR FOR DISCUSSION There were no items pulled from the Consent Calendar. 13. COMMISSIONERS/EXECUTIVE DIRECTOR'S REPORT 13A. Anne Mayer wished everyone a Happy New Year and stated she is looking forward to a brighter 2021. She expressed appreciation for their input, support and leadership in Riverside County. 14. ADJOURNMENT There being no further business for consideration by the Riverside County Transportation Commission, Chair Harnik adjourned the meeting at 10:32 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Wednesday, February 10, 2021, via Zoom. Respectfully submitted, Lisa Mobley Clerk of the Board 21 AGENDA ITEM 7B RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Jose Mendoza, Procurement Manager Matt Wallace, Deputy Director of Financial Administration THROUGH: Anne Mayer, Executive Director SUBJECT: Single Signature Authority Report BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to receive and file the Single Signature Authority report for the second quarter ended December 31, 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 second quarter ended December 31, 2020, under the single signature authority granted to the Executive Director. The unused capacity of single signature authority for services at December 31, 2020 is $1,394,975. Attachment: Single Signature Authority Report as of December 31, 2020 Approved by the Budget and Implementation Committee on January 25, 2021 In Favor: 11 Abstain: 0 No: 0 Agenda Item 7B 22 SINGLE SIGNATURE AUTHORITY CONTRACT # 18-33-123-00 PO 2806 21-31-002-00 21-31-023-00 CONSULTANT AMOUNT AVAILABLE July 1, 2019 Los Angeles Engineering Dispensing Technology Corp. California Highway Patrol AS OF December 31, 2020 DESCRIPTION OF SERVICES La Sierra Station Expansion Project Bituminous Applicator for Interstate 15 Express Lanes Construction Zone Enhancement Program (COZEEP) for Interstate 215 Pachappa Project ORIGINAL CONTRACT AMOUNT $1,500,000.00 3,497.49 38,045.74 49,982.00 PAID AMOUNT 0.00 0.00 0.00 REMAINING CONTRACT AMOUNT 3,497.49 38,045.74 49,982.00 HGN Corona Partners Parking agreement for SR -91 Corridor Operations Project 13, 500.00 0.00 13, 500.00 AMOUNT USED AMOUNT USED AMOUNT REMAINING through December 31, 2020 105,025.23 105,025.23 $1,394,974.77 None N/A Agreements that fall under Public Utilities Code 130323 (C) $- $- $- Jose Mendoza Prepared by Theresia Trevino Reviewed by Note: Shaded area represents new contracts listed in the second quarter. 23 V:\2021\02 February\B&I\6B.JM.A1.SingleSignQ2 AGENDA ITEM 7C RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Audit Ad Hoc Committee Theresia Trevino, Chief Financial Officer THROUGH: Anne Mayer, Executive Director SUBJECT: Fiscal Year 2019/20 Commission Audit Results AUDIT AD HOC COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Receive and file the Fiscal Year 2019/20 a) Comprehensive Annual Financial Report (CAFR); b) Local Transportation Fund (LTF) Financial and Compliance Report; c) State Transit Assistance (STA) Fund Financial and Compliance Report; d) State of Good Repair (SGR) Fund Financial and Compliance Report; e) Proposition 1B Rehabilitation and Security Project (Proposition 1B) Accounts Financial and Compliance Reports; f) Low Carbon Transit Operations Program (LCTOP) Account Financial and Compliance Reports; g) Single Audit Report; h) RCTC 91 Express Lanes Fund Financial Report; i) Auditor Required Communications Report; j) Agreed -Upon Procedures Report related to the Appropriations Limit Calculation; k) Agreed -Upon Procedures Report related to the Commuter Assistance Program (CAP) incentives; and I) Management certifications. BACKGROUND INFORMATION: In March 2020, the Commission approved an agreement with Eide Bailly LLP (Fide Bailly) to perform the annual audit of the Commission's financial statements included in the CAFR; financial and compliance audits for LTF, STA, SGR, Proposition 1B, and LCTOP; audit of the RCTC 91 Express Lanes financial statements; and federal awards. Additionally, Eide Bailly performs agreed -upon procedures related to the annual Appropriations Limit Calculation and the CAP incentives and a review of compliance with commercial paper debt covenants. The audits, compliance procedures, and agreed -upon procedures for the fiscal year ended June 30, 2020, have been completed, and Eide Bailly issued all reports. Agenda Item 7C 24 The Commission's CAFR consists of three sections: introductory, financial, and statistical. While the introductory and statistical sections were not audited by Eide Bailly, the basic financial statements included a financial section were audited by Eide Bailly. The Commission received an unmodified opinion on its basic financial statements from Eide Bailly, which is the highest form of assurance. Limited procedures were performed related to the required supplementary information, including Management's Discussion and Analysis section; such information was not audited. The other supplementary information was subject to the auditing procedures applied in the audit of the basic financial statements, and, in the opinion of the auditors, it is fairly stated in relation to the basic financial statements. The basic financial statements include government -wide financial statements, fund financial statements, and notes to the financial statements. Management's Discussion and Analysis section provides a narrative overview and analysis of the Commission's financial activities for the fiscal year. Financial highlights and significant matters of the basic financial statements include: • Net position of approximately $441 million at June 30, 2020, compared to approximately $340 million at June 30, 2019, reflects a net increase of approximately $101 million from governmental and business -type activities. • The net increase in net position consists of approximately $103 million from governmental activities and a net decrease of approximately $2 million from business - type activities. • Governmental fund balances of approximately $810 million at June 30, 2020, compared to approximately $790 million at June 30, 2019, represent an increase of approximately $20 million from the prior year. • During the year ended June 30, 2020, the Commission made draws aggregating approximately $111 million on the Transportation Infrastructure Finance and Innovation Act (TIFIA) loan related to the Interstate 15 Express Lanes project (1-15 ELP). The amounts drawn on the $152.2 million TIFIA loan is recorded as a liability on the government -wide financial statements as of June 30, 2020, and as other financing sources on the fund financial statements for the year ended June 30, 2020. The audit reports related to the separately issued financial statements of the LTF, STA, SGR, Proposition 1B, and LCTOP also reflect unmodified opinions from Eide Bailly. These financial statements are required to be issued separately under the Transportation Development Act (TDA) and the provisions for Proposition 1B and LCTOP; however, the LTF, STA, and SGR financial position and operations are included in the fund financial statements in the CAFR. The Proposition 1B and LCTOP financial position are part of the Measure A Western County Commuter Rail and Coachella Valley Rail special revenue funds and the General fund, respectively. These reports noted no matters considered to be a material weakness in internal control and no instances of noncompliance. Agenda Item 7C 25 The 2020 Single Audit Report includes the reports on compliance and internal control over financial reporting and over federal awards. These reports noted no matters considered to be a material weakness in internal control and no instances of noncompliance. The RCTC 91 Express Lanes Financial Statements include the Independent Auditors' Report, Management's Discussion and Analysis, and Financial Statements, including Notes to Financial Statements. Financial highlights include a net deficit of approximately $276 million, which consisted of: • Net investment (deficit) in capital assets of approximately ($320 million) reflecting toll -supported debt in excess of capital assets; and • Restricted net position of approximately $44 million for toll operations in accordance with debt indentures and agreements. The deficit in net investment in capital assets will be reduced by future toll revenues for the payment of outstanding toll debt obligations. As a result of the establishment of the commercial paper program in March 2005, the bank reimbursement agreement requires a report from the auditor regarding compliance with certain covenants. The report issued by Eide Bailly indicated that nothing came to the auditor's attention that caused the auditors to believe the Commission failed to comply with these covenants. A management letter usually includes recommendations for improvements and operational efficiencies related to the internal control and other matters notes during the audit. Eide Bailly did not have any recommendations or comments on other matters; therefore, it did not issue a management letter. The Appropriations Limit Calculations and CAP reports are based on specific procedures agreed to by the Commission. For the Appropriations Limit Calculation and CAP, the auditors noted no exceptions or findings related to the procedures performed. As required by American Institute of Certified Public Accountants Auditing Standards Board Statement No. 114, The Auditor's Communications With Those Charged with Governance, the Commission's auditor is required to make certain annual communications to the Commission's Audit Ad Hoc Committee, or its equivalent, regarding the audit of the Commission's financial statements following the completion of the audit. Eide Bailly completed the annual audit for FY 2019/20 in October 2020; however, it completed the audit procedures related to the single audit of federal awards in January 2021 following the release of the Office of Management and Budget's final 2020 Compliance Supplement Addendum. The report to the Audit Ad Hoc Committee from the auditor contains the required communications about the audit. As part of the development of the Commission's Accountability Program, the directors have completed certifications relating to financial reporting and operational disclosures. Agenda Item 7C 26 Attachments: 1) 2020 Comprehensive Annual Financial Report 2) 2020 Local Transportation Fund Financial and Compliance Report 3) 2020 State Transit Assistance Fund Financial and Compliance Report 4) 2020 State of Good Repair Fund Financial and Compliance Report 5) 2020 Proposition 1B Rehabilitation and Security Project Accounts Financial and Compliance Reports 6) 2020 Low Carbon Transit Operations Program Account Financial and Compliance Reports 7) 2020 Single Audit Report 8) 2020 RCTC 91 Express Lanes Fund Financial Report 9) 2020 Commercial Paper Compliance Report 10) 2020 Reports to the Audit Ad Hoc Committee (Financial Statements Audit and Single Audit) 11) 2020 Agreed -Upon Procedures Report related to the Appropriations Limit Calculation 12) 2020 Agreed -Upon Procedures Report related to the Commuter Assistance Program incentives 13) 2020 Executive Director and Chief Financial Officer Certification 14) 2020 Director's Certification 15) Auditor's Presentation to the Audit Ad Hoc Committee Agenda Item 7C 27 29 CONTENTS Introductory Section Letter of Transmittal Organization Chart x List of Principal Officials and Management Staff xi Financial Section Independent Auditor's Report 1 Management's Discussion and Analysis 3 Basic Financial Statements Government -wide Financial Statements Statement of Net Position 18 Statement of Activities 19 Fund Financial Statements Governmental Funds Balance Sheet —Governmental Funds 20 Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position 23 Statement of Revenues, Expenditures and Changes in Fund Balances —Governmental Funds 24 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities 27 Proprietary Fund Statement of Fund Net Position 28 Statement of Revenues, Expenses and Changes in Fund Net Position 29 Statement of Cash Flows 30 Notes to Basic Financial Statements 32 Required Supplementary Information Budgetary Comparison Schedules General Fund 75 Major Special Revenue Funds 76 Schedule of Proportionate Share of Net Pension Liability 79 Schedule of Pension Contributions 80 Schedule of Changes in the Net OPEB Liability (Asset) and Related Ratios 81 Schedule of OPEB Contributions 82 Notes to Required Supplementary Information 83 Other Supplementary Information Nonmajor Governmental Funds Combining Balance Sheet 88 Combining Statement of Revenues, Expenditures and Changes in Fund Balances 90 32 Contents, Continued Financial Section, Continued Schedule of Revenues, Expenditures and Changes in Fund Balances —Budget and Actual: Nonmajor Special Revenue Funds 92 Capital Projects Funds 95 Debt Service Fund 96 Schedule of Expenditures for Local Streets and Roads by Geographic Area—AII Special Revenue Funds 97 Schedule of Expenditures for Transit and Specialized Transportation by Geographic Area and Source —All Special Revenue Funds 98 Schedule of Uses of Debt Proceeds and Fund Balances 99 Statistical Section Statistical Section Overview 101 Primary Government Net Position by Component 102 Changes in Primary Government Net Position 104 Fund Balances of Governmental Funds 108 Changes in Fund Balances of Governmental Funds 110 Sources of County of Riverside Taxable Sales by Business Type 112 Direct and Overlapping Sales Tax Rates 114 Principal Taxable Sales Generation by City 115 Measure A Sales Tax Revenues by Program and Geographic Area 116 Measure A Sales Tax by Economic Category 117 Measure A Revenues and Pledged Revenue Coverage 118 Ratios of Outstanding Debt by Type 120 Computation of Legal Debt Margin 122 Demographic and Economic Statistics for the County of Riverside 124 Employment Statistics by Industry for the County of Riverside 125 Full-time Equivalent Employees by Function/Program 126 Operating Indicators 128 Capital Asset Statistics by Program 130 33 RIVERSIDE COUNTY TRANSPORTATION COMMISSION October 30, 2020 4080 Lemon Street, 3rd Floor • Riverside, CA Mailing Address: P. O. Box 12008 • Riverside, CA 92502-2208 (951) 787-7141 • Fax (951) 787-7920 • www.rctc.org To the Riverside County Transportation Commission Commissioners and Citizens of the County of Riverside: Letter of Transmittal State law requires that the Riverside County Transportation Commission (Commission or RCTC) publish within six months of the close of each fiscal year a complete set of financial statements presented in conformity with accounting principles generally accepted in the United States (GAAP) and audited in accordance with generally accepted auditing standards by independent certified public accountants. Pursuant to that requirement, we hereby issue the Comprehensive Annual Financial Report (CAFR) of the Commission for the fiscal year ended June 30, 2020. Management assumes full responsibility for the completeness and reliability of all of the information presented in this report, based upon the Commission's comprehensive framework of internal controls established for this purpose. Because the cost of internal control should not exceed anticipated benefits, the objective is to provide reasonable, rather than absolute, assurance that the financial statements are free of any material misstatements. Eide Bailly LLP has issued an unmodified opinion on the Commission's financial statements for the year ended June 30, 2020. The independent auditor's report is located at the front of the financial section of this report. Management's Discussion and Analysis (MD&A) immediately follows the independent auditor's report and provides a narrative introduction, overview, and analysis of the basic financial statements. MD&A complement this letter of transmittal and should be read in conjunction with it. Profile of RCTC's Governance and Responsibilities State law established the Commission in 1976 to oversee the funding and coordination of all public transportation services within the county of Riverside (County). The Commission's mission is to assume a leadership role in improving mobility in Riverside County and to maximize the cost effectiveness of transportation dollars in the County. The governing body is the Board of Commissioners (Board), which consists of all five members of the County Board of Supervisors, one elected official from each of the County's 28 cities, and one non -voting member appointed by the Governor. The Commission is responsible for setting policies, establishing priorities, and coordinating activities among the County's various transportation operators and agencies. The Commission also programs and/or reviews the allocation of federal, state, and local funds for highway, transit, rail, non -motorized travel (bicycle and pedestrian), and other transportation activities. The Commission has developed two express lanes projects; the RCTC 91 Express Lanes opened in March 2017 and the 15 Express Lanes are expected to open during FY 2020/21. The Commission also serves as the tax authority and implementation agency for the voter -approved Measure ATransportation Improvement Program, which imposes a half -cent sales tax to fund transportation improvements. Originally approved in 1988 (1989 Measure A), Riverside County's voters in 2002 approved a 30 -year extension of Measure A commencing July 1, 2009 through June 30, 2039 (2009 Measure A). The Commission is also legally responsible for allocating Transportation Development Act (TDA) funds, the major source of funds for transit in the County. The TDA provides two major sources of funding: Local Transportation Fund (LTF), which is derived from a one -quarter cent state sales tax, and State Transit Assistance, which is derived from the statewide sales tax on gasoline and diesel fuel. 35 Calimesa enifee Vail Lake es Hot Springs R122 11‘ - Nor Wells ..reii La Quinta 1 '' W Additionally, the Commission provides motorist aid services designed to expedite traffic flow. These services include the Service Authority for Freeway Emergencies (SAFE), a program that provides call box service for motorists, and the Freeway Service Patrol (FSP), a roving tow truck service to assist motorists with disabled vehicles on the main highways of the County during peak rush hour traffic periods. The motorist aid program also includes the operation of the Inland Empire 511 (IE51 1) system which provides comprehensive real time traveler information for freeways, bus and rail transit, and rideshare services. All services are provided at no charge to motorists and are funded through a $1 surcharge on vehicle registrations; FSP also receives state allocations. The Commission is financially accountable for SAFE, a legally separate entity that is blended within the Commission's financial statements. Finally, the Commission has been designated as the Congestion Management Agency (CMA) for the County.Asthe CMA, the Commission coordinates with local jurisdictions in the establishment of congestion mitigation procedures for the County's roadway system. The Commission is required to adopt a budget priorto the beginning of each fiscal year. The annual budget, which includes all funds, serves as the foundation for the Commission's financial planning and control regarding staffing, operations, and capital plans. The budget is prepared by fund (financial responsibility unit), department, and function. Management has the discretion to transfer budgeted amounts within the financial responsibility unit according to function. During the fiscal year, all budget amendments requiring Board approval are presented to the Board for consideration and adoption. Local Economy Any discussion of the local economy must acknowledge the current and future impacts of the COVID-19 pandemic. In mid -March the state of California (State) was forced to impose significant restrictions on a number of public and commercial activities. Restrictions continue, albeit with some easing; however, the pandemic is likely to lead to a significant increase in unemployment due to the loss of thousands of service -related jobs. Statistics demonstrate the impact - Riverside County's unemployment rate in April 2020 jumped to 15.3% compared to a rate of only 3.7% in April 2019. Possibly due to the Federal Coronavirus Aid Relief and Economic Security (CARES)Act and a court decision and related state legislation in 2019 regarding the collection of internet sales taxes, the Commission's sales tax revenues decreased approximately 3% — less than revenue projections revised in May 2020. it 36 In normal times, Riverside County has specific competitive advantages over nearby coastal counties (Los Angeles, Orange, and San Diego) including housing that was (and remains) more available and affordable, lower commercial real estate lease and purchase costs, and land available for development at lesser costs. Riverside County's economy has thrived, reflecting those specific competitive advantages over its neighboring counties, largely as a result of the County's continuing ability to draw jobs, residents, and affordable housing away from the Los Angeles, Orange, and San Diego county areas. As a result, the County's employment and commercial base has become more diversified, and the County's share of the regional economy has increased. So far, housing prices and property values in Riverside County remain strong, although it will be hard to predict the longer -term impact of the pandemic. The foundation for continued economic growth during a recovery is certainly in place; however, the Commission faces formidable ongoing challenges in terms of providing needed infrastructure enhancements to support a population and an economy that has outgrown the capacity of its existing infrastructure. Long-term Financial Planning Proactive financial planning is a critical element for the success of the Commission as it builds for the future. Continually reviewing projected revenues, expenditures, and expenses to actual amounts ensures that the Commission's expectations are realistic and goals are achievable. Scarce resources, especially at the state and federal level, can be directed to projects of regional significance or, with additional funding, project priorities can be expanded to address unfunded project requirements or developing needs. Local funding, and specifically the Commission's voter -approved sales tax program (Measure A) will continue to serve as RCTC's most significant source of funding. The program funds highway, street and road, public transit, and rail projects and new transportation corridors throughout the County.The program is established in a way to ensure funding for every geographic region within the County including the Palo Verde Valley, Coachella Valley and more heavily populated area of Western Riverside County. As mentioned earlier, revenues exceeded the Commission's approved revised projection for FY 2019/20 in spite of three and a half months of COVID-related closures. For FY 2020/21, the Commission made conservative projections and will be ready to make adjustments based on actual results. Prior to the pandemic, the Commission actively considered seeking voter approval of another half -cent sales tax levy to fund a comprehensive Traffic Relief Plan. The pandemic scuttled immediate plans to go to take a ballot measure to the voters, but the Commission approved the Traffic Relief Plan in May 2020 after a comprehensive outreach and planning effort. The Traffic Relief Plan could serve as the foundation for a future, near -term election. At the state level, transportation funding is a source of continuing debate regarding future priorities. Sustainability has become a statewide priority and will likely impact the direction of state funding for many years, and California has established a number of more predictable funding streams such as an increase in the gas tax, a cap and trade program from emissions trading, and encouragement of market -based approaches such as implementation of express lanes and toll facilities. Tolling is another important local funding source for the Commission, and it has been negatively impacted by the pandemic. Since RCTC's opening the 91 Express Lanes in Corona in 2017, traffic and revenue along this highly -used corridor exceeded projections. This was disrupted late March and early April 2020, as the Commission experienced a drop in use of the RCTC 91 Express Lanes by approximately 79% since many workplaces and destinations closed due to the pandemic. Since mid -April, traffic and revenue have increased slowly and steadily. Overall use of the RCTC 91 Express Lanes now exceeds more than half of the levels prior to the pandemic and continue to climb. More importantly, overall traffic on the State Route (SR) 91 Corridor is growing steadily and has even reached a level of 90% of previous levels in peak periods. As the economy rebounds, the Commission expects that the performance of the RCTC 91 Express Lanes will also recover. In addition to this facility, the Commission anticipates to open the 15 Express Lanes in Spring 2021. 37 As that project opens, construction work on the 15/91 Express Connector will begin in mid -2021. The 15/91 Express Lanes Connector will be especially important to the Commission and provide a needed direct express lane to express lane connection between SR -91 and the northern portion of Interstate (1) 15. The Commission awarded a design -build agreement in March 2020 to ensure expedited delivery of the project. The news on federal funding is uncertain and will continue to be prior to the November 2020 election. In December 2015, the comprehensive transportation bill known as Fixing America's Surface Transportation Act - or FAST Act - superseded Moving Ahead for Progress in the 21st Century (MAP -21) which originally expired in June 2014. The federal government continues to be a source of highway funding through the Surface Transportation Block Grant Program (formerly, Surface Transportation Program) and the Congestion Mitigation Air Quality program, since the FAST Act continues these programs at roughly the same funding level. Capital Project Delivery and Implementation — Critical Workers Delivering Needed Infrastructure The Capital Project Development and Delivery Department is responsible for major highway and rail capital projects from initial environmental study through preliminary engineering, final design, right of way acquisition, and construction. The Commission is currently in the midst of an unprecedented era of transportation investment in Riverside County. The results can be seen with numerous projects under construction, increasingly popular and successful transit service, and promises of more on the way in the near future. There are also a number of notable completed projects - providing tangible examples of the Commission completing promises that were made to voters who approved Measure A. The Commission has developed a track record of success which is taking shape throughout the County as evidenced in the following project types. Construction Keeps Going At the beginning of the pandemic -related shutdowns in California, construction workers were identified as essential workers. Investing in infrastructure can be a critical component in protecting and growing the economy in uncertain jobs. For example, the 60 Truck Lanes project is projected to create as many as 2,490 jobs. Similar investments and resulting job creation can be seen throughout the county as seen in the following highway and rail projects: 60 Truck Lanes: In partnership with Caltrans, the Commission is the lead agency for the 60 Truck Lanes Project. With a total project cost estimated at $138.4 million, construction of the project began in early 2019. The project is expected to be completed in 2022. In early 2020, a major construction milestone, which included a significant lane closure in the westbound connection, was completed and traffic was shifted to a newly constructed segment of the highway. The project adds truck climbing and deceleration lanes, wider shoulders, and additional safety improvements to a 4.5 -mile segment of the highway. Placentia Interchange to link 1-215 and future Mid County Parkway: Construction work began in mid -2020 on the very first component of the Mid County Parkway (MCP), a new 16 mile east -west corridor between the cities of San Jacinto and Perris. This $42 million project adds a new freeway interchange at Placentia Avenue that will link to the MCP and improve a segment of Placentia Avenue in the city of Perris. iv 38 1-15 Railroad Canyon Interchange: The Commission serves as the lead agency to expand the 1-15 interchange at Railroad Canyon Road in the city of Lake Elsinore. The $45 million project began construction in May 2020 and widens the street under the freeway and makes a number of needed improvements to increase capacity of the on- and off -ramps and auxiliary lanes. 91 Freeway Corridor Operations Project: Another Iproject that will launch construction in the latter part of 2020 is the 91 Corridor Operations Project. The project adds an auxiliary lane on westbound SR -91 from the Green River Road on -ramp to the southbound SR -241 connector. The new auxiliary lane, located next to the outside shoulder, will help relieve westbound traffic congestion through this heavily traveled corridor. I-15/Railroad Canyon Interchange 1-15 Express Lanes - Opening Soon: The 1-15 Express Lanes Project is nearing completion and will open in FY 2020/21. The project adds two tolled express lanes of approximately 15 miles in length, in each direction in the median of 1-15. The 15 Express Lanes will operate by offering multiple access points to enter and exit the express lanes. The 15 Express Lanes will also feature dynamic pricing, which is designed to adjust tolls throughout the day to reflect actual traffic conditions rather than being bound by a set time of day schedule. 15/9/ Express Lanes Connector: Construction will begin in 2021 to build a new direct connection between the RCTC 91 Express Lanes and the 15 Express Lanes. With the design -build contract awarded, the design -builder started design, field surveys, and geotechnical services. The new connection will be provided from the eastbound 91 Express Lanes to the northbound 15 Express Lanes and from the southbound 15 Express Lanes to the westbound 91 Express Lanes. Commuter Rail Improvements: The Commission began construction in mid -March to expand the Metrolink train layover facility at the Riverside -Downtown Station. The project will allow more trains to be housed at the station at the end of each night shift, resulting in more efficient service. Construction activities will include track improvements north of the train platform, drainage facilities, electrical systems, lighting fixtures, security fencing, access gates, utility relocations, and water and sewer connections. Another station project currently in the environmental phase is construction of a new platform on the east side of the station. This will allow more trains to serve the Riverside -Downtown Station, which is one of the Metrolink system's most heavily used stations. Projects for Future Construction 1-15 Express Lanes Southern Extension: Environmental work is already under way to extend the 15 Express Lanes an additional 14.5 miles to the city of Lake Elsinore. A series of public scoping meetings were held during the past year as part of the comprehensive environmental review process. 1-15 Corridor Operations Project: Another future project on 1-15 about to enter project development is the 1-15 Corridor Operations Project, or 15 COP. This project will add a non -tolled lane on southbound 1-15 from the Cajalco Road on -ramp to the Weirick Road off -ramp, a segment slightly less than one mile. It will also widen the existing 1-15 median, shift vehicles to this new pavement, and convert the existing outside lane to a new travel lane. Additionally, the 15 COP will widen the Bedford Canyon Wash Bridge and ease southbound traffic congestion on 1-15 during peak hours. 71/91 Interchange: The Commission is diligently working to secure funding for a new connector between the eastbound SR -91 and northbound SR -71 in the city of Corona. This $121 million project has environmental clearance and could begin the construction phase in 2021 if funding is secured. v 39 79 Realignment Remains an Important Priority: Another large planning effort affecting the Hemet and San Jacinto communities is the realignment of SR -79. This 2009 Measure A project is undergoing early project development partially funded through the TUMF program and federal earmarks. An environmental document was approved in January 2017 to allow the realignment of SR -79 between Domenigoni Parkway, south of SR -74, and Gilman Springs Road, north of San Jacinto. The project will realign the highway to provide a more direct route within the San Jacinto Valley. Current work on this project includes acquisition of right of way needed for mitigation and to protect cultural sites. Active Transportation: Non -motorized transportation options are becoming an increasingly important part of California's transportation infrastructure, and the Commission has taken a leadership role in assisting local jurisdictions by funding and advocating for projects vying for state funding. The Commission is also heading up project development for the Santa Ana River Trail - a multiuse facility that will provide a bike, pedestrian and equestrian trail to link San Bernardino, Riverside and Orange Counties for cyclists, pedestrians and equestrians. TUMF Links Growth with Infrastructure In the Coachella Valley, a TUMF program was established shortly after the passage of the 1989 Measure A. The program requires developers to pay a fee on new development to fund arterial improvements. Cities are required to participate in the program or forfeit Measure A local dollars to Coachella Valley Association of Governments, which oversees the arterial program and has been successful in funding a number of important arterial and freeway interchange projects. With the passage of the 2009 Measure A, a TUMF program with participation requirements similar to that in the Coachella Valley is in place in Western County and administered by the Western Riverside Council of Governments. TUMF funds received by the Commission are split evenly between new corridors, including the MCP, and regional arterials, including local projects and the SR -79 realignment project. To date under the regional arterial program, 18 projects have been completed, one project will be under construction in 2020, and one project remains in pre -construction. Rail Development, Operations and Support As one of five funding partners in the Southern California Regional Rail Authority, which operates the Metrolink commuter rail service, the Commission is engaged in a continual exercise of consensus building with its partners to provide effective regional service. Now consisting of seven lines serving six counties, the system typically carried an average of slightly more than 40,000 passengers each weekday prior to COVID-19. The Commission owns and operates nine stations served by the three Metrolink lines operating through the County, including four new stations along the Perris Valley Line that commenced carrying passengers in June 2016. The Commission's Perris -Downtown station is a multimodal facility also serving RiversideTransitAgency bus operations and providing park and ride spaces. It continues to serve as an important regional bus terminal. The Riverside Downtown Operations Control Center provides monitoring of closed circuit televisions at the stations as well as facilities for train crews. • Riverside Line: Originates in the Riverside -Downtown station and stops at the Jurupa Valley-Pedley station before proceeding through Ontario, Pomona, Industry, and Montebello to Los Angeles Union Station. Pre -pandemic daily ridership averaged 3,961 riders. • Inland Empire Orange County (IEOC) Line: Begins in nearby San Bernardino with stops at the Riverside -Downtown, Riverside -La Sierra, Corona -North Main, and Corona -West stations before entering Orange County with stops in Anaheim Canyon, Orange, Santa Ana, Tustin, Irvine, Laguna Niguel/Mission Viejo, San Juan Capistrano, San Clemente and Oceanside. When initiated, this service was described as the first suburb -to -suburb commuter rail service in the nation. Average daily ridership on the IEOC line was 4,784 prior to COVID-19. This line also provides weekend service. vi 40 " 91/Perris Valley Line: Provides service from Perris to Los Angeles with stops in Perris -South, Perris - Downtown, Moreno Valley/March Field, Riverside -Hunter Park/UCR, Riverside -La Sierra, Corona - North Main, Corona -West, Fullerton, Buena Park, Norwalk, and Commerce before terminating at Union Station. Daily patronage on the line prior to COVID-19 averaged 3,731. A part of this line between Riverside and Los Angeles offers weekend service, and new weekend service from Perris started in October 2019. COVID-19 Impact on Metrolink The onset of COVID-19 has resulted in a significant drop in Metrolink ridership since mid -March. Up to that point, ridership and use had increased by approximately 3% since the previous year. Today daily ridership on Metrolink lines serving Riverside County is down by approximately 75% on the IEOC and 91/Perris Valley Lines and 89% on the Riverside Line when compared to a year ago. Metrolink has responded to the challenge with a comprehensive series of strategies. One of Metrolink's first actions was a reduction in train schedules by 30% beginning on March 26, 2020. To address safety concerns, enhanced vehicle and station cleaning and sanitation efforts were implemented along with social distancing efforts. Metrolink conducted a Customer Survey that found that 81% of all riders are likely to return to Metrolink and that most current riders self -identify as "Essential Workers." Metrolink also is implementing a Recovery Plan to prioritize safety and protect employees and customers while also providing a phased approach to recovery. To assist with ridership recovery, Metroiink has introduced a five-day pass to improve fare flexibility along with Weekends Kids Ride Free, a new Loyalty Program, and an enhanced Corporate Partner Program focused on the healthcare industry. Metrolink is utilizing Federal Transit Administration CARES grant funding to address some of the revenue loss due to ridership declines and will restore service as demand grows  although it is anticipated to take several years for ridership and revenues to fully recover. Commuter Services Acting in its capacity as the regional transportation planning agency (RTPA) and the SAFE for Riverside County, the Commission provides a variety of commuter services to increase mobility, safety, and air quality throughout the region. As the RTPA, the Commission applies Measure Afunds to administer the Commuter Assistance Program to ease congestion, maximize the efficiency of its transportation investments, and reduce emissions from single occupant vehicle trips with the following programs and services: Rideshare Incentives: The most prominent commuter incentive continues to be the Rideshare Incentives, a short-term incentive that offers $2 per day for each day new ride sharers use an alternate mode of transportation in a three-month period. Long-term ride sharers are recognized and rewarded for their continuing commitment to use alternate modes of transportation to and from work with access to discounts at over 360,000 nationwide merchants through Rideshare Plus. Vanpool Subsidies: In May 2018, the Commission launched VanClub, which provides ongoing subsidies to eligible vanpools commuting to employer worksites in Western County. In FY 2019/20, VanClub supported an average of 67 vans per month resulting in the reduction of an estimated 122,470 trips, 4.3 million miles and 2,329 tons of emissions throughout the region. Due to the COVID-19 pandemic, a number of vans have been suspended; however, the program will be ready to continue as workers return to various work sites. Park and Rides: Working in partnership with Caltrans,the Commission leases excess parking from business and civic institutional partners to facilitate ridesharing and to expand the system's park and ride capacity. There are more than 3,000 park and ride spaces available in Riverside County. Motorist Assistance: As the SAFE, the Commission also administers the Motorist Assistance Program to provide the following services designed to promote mobility and safety for motorists traveling through Riverside County: vii 41 Freeway Service Patrol: The FSP program is a special team of 26 tow trucks roving along 12 beats on portions of SR -60, SR -91,1-15, and 1-215 within the County during peak, weekday commuter hours to assist drivers when their vehicles break down or experience other mechanical problems. Thanks in part to the approval of Senate Bill 1 in April 2017, which provided more funding to FSP programs, the Commission has been able to expand the service to additional areas along the 1-15 in southwestern Riverside County. The purpose of the FSP is to clear debris and remove disabled vehicles from the freeway as quickly as possible to help keep freeway traffic moving during rush hour periods. Another effort augments existing FSP service with additional tow trucks in construction areas as another means of construction - related congestion mitigation. The Riverside County SAFE and the State fund the FSP. During FY 2019/20, the FSP provided approximately 49,050 assists. This includes incremental FSP weekend service, funded by the South Coast Air Quality Management District's Mobile Source Air Pollution Reduction and Review Committee, on segments of SR -91 and SR -60. Call Boxes: In cooperation with the California Highway Patrol and Caltrans, the Commission assists motorists who experience accidents, mechanical breakdowns, or other unforeseen problems by providing access to cellular call boxes with enhanced reception along the County's major highways. In response to the proliferation and continued growth of cell phone usage and declining demand and use of call boxes, the Commission approved a substantial reduction to the call box system in 2017 and 2019. A cost effective backbone of 158 call box units will remain in place and serve more than 346 centerline miles of highways. The call box program is funded by Riverside County SAFE revenue, an annual $1 surcharge added to vehicle registrations. In FY 2019/20, call box operators answered approximately 980 calls from motorists. Traveler Information: To further promote mobility, the Commission in partnership with the San Bernardino County Transportation Authority (SBCTA), provides motorists with access to real-time freeway travel information and incident information on Southern California highways through its IE511 Traveler Information system. IE51 1 is designed to promote mobility by fostering more informed travel decisions to avoid congestion and is available via the telephone by dialing 511 from any landline or cell phone within Riverside or San Bernardino County, online at www.ie51 1.org, or the IE51 1 mobile app. To date, the IE511 mobile app has been downloaded by more than 70,000 users. IE51 1 is funded with Riverside County SAFE funds in addition to SBCTA reimbursements. In FY2019/20, IE51 1 serviced approximately 296,340 web visits and 95,160 phone calls. Specialized Transit The Commission has maintained a long-term commitment to assist residents with specialized transit needs. Through its Specialized Transit Program, the Commission has provided millions of dollars to public and nonprofit transit operators that provide special transit services to improve the mobility of seniors, persons with disabilities and persons with low incomes. Along with traditional dial -a -ride services, the Commission supports innovative programs providing transit assistance in hard -to -serve rural areas or for riders having very special transit needs. With funding from this program, individuals can travel to work independently, shop at the neighborhood grocery stores, visit a doctor, and much more. The Commission develops a Public Transit -Human Services Coordinated Plan every four years. This plan assists the Commission in identifying service gaps, additional qualifying populations as well as underserved areas of Riverside County in need of transit services. The Commission is in the process in updating this plan, with the last plan updated in 2016. To address some of these transit service needs identified in the Public Transit -Human Services Coordinated Plan, a portion of the Measure A sales tax in Western Riverside County is set aside for a Specialized Transit Call for Projects. This Specialized Transit Call for Projects is held every three years and provides funding awards for public and nonprofit transit operators. The 2018 Specialized Transit Call for Projects awarded approximately $8.2 million to 18 public and nonprofit transit 42 operators over a three-year period from FY 2018/19 through FY 2020/21. During FY 2019/20, public and nonprofit transit operators provided over 225,000 one-way trips. In addition to funding and planning, the Commission restructured its TDA-required Social Services Transportation Advisory Council in FY 2019/20, by updating the bylaws, changing the name of the council, and recruiting a new cohort of members. The council was renamed to the Citizens and Specialized Transit Advisory Council (CSTAC) with an updated set of roles and responsibilities as well as a defined meeting structure. The new cohort consists of 13 members of the public and two Consolidated Transportation Service Agency members which were appointed by the Commission in March 2020.The CSTAC is expected to meet two to four times a year and provide Commission staff additional insight into specialized transit needs throughout the County. Awards and Acknowledgements The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the Commission for its CAFR for the fiscal year ended June 30, 2019. This was the 27th consecutive year the Commission has achieved this prestigious award. In order to be awarded a Certificate of Achievement, a government must publish an easily readable and efficiently organized CAFR. This report must satisfy both GAAP and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe our current CAFR continues to meet the Certificate of Achievement Program's requirements, and we are submitting it to the GFOA to determine its eligibility for another certificate. The CAFR each year is a collaborative effort by Commission staff and its independent auditors. The undersigned are grateful to all stafffortheirwillingnessto expend the effort necessary to ensure the financial information contained herein is informative and completed within established deadlines. Special thanks must be extended to the Finance staff, program management and staff, and Commission's auditors for the time, effort, and commitment so vital for the final completion of the CAFR. Government Finance Officers Association Certificate of Achievement for Excellence in Financial Reporting Presented to Riverside County Transportation Commission California For its Comprehensive Annual Financial Report For the Fiscal Year Ended June 30, 2019 CTfc ��R3r..---se In closing, without the leadership and the support of the Board, preparation of this report would not have been possible. Its prudent management must be credited for the strength of the Commission's fiscal condition, and its vision ensures that the Riverside County Transportation Commission will be on the move planning for and building a better future for Riverside County residents and commuters. Very truly yours, ANNE MAYER Executive Director THERESIA TREVINO Chief Financial Officer ix 43 Riverside County Transportation Commission Organization Chart Board of Commissioners Legal Counsel Executive Director Toll Program Director Project Delivery Director Human Resources Administrator Deputy Executive Director Toll Project IManager 10.11 Operatio Manager rili pital Projects anager (3) Right of Way Manager Facilities Manager Chief Financial Officer External Affairs Director Multimodal Services Director Administrative Services Manager/Clerk of the Board Toll Technologies Manager Toll Senior Management Analyst (2) Senior Management Analyst (3) Procurement Manager Deputy Dire of Financ Public Affairs Manager Legal Affairs Manager Commuter & Motorist Assistance Manager Rail Manager Transit Manager Planning & Programming Manager Senior Procurement Analyst Senior Financial Analyst Accounting Supervisor Senior Management Analyst Senior Management Analyst Management Analyst Deputy Clerk of the Board Records Technician Senior Administrative Assistant (2) Senior Office Assistant Senior Management Analyst Senior Management Analyst (2) Financial Analyst Accounting Technician Accountant Accounting Technician Accounting Assistant (2) X 44 Riverside County Transportation Commission List of Principal Officials Name Board of Commissioners Title Agency Kevin Jeffries Karen Spiegel Chuck Washington V. Manuel Perez Jeff Hewitt Art Welch Lloyd White Member Member Member 2"d Vice Chair (Commission) Member Member Chair (Budget and Implementation Committee), Vice Chair (Toll Policy and Operations Committee) City of Beaumont Joseph DeConinck Member City of Blythe Larry Smith Member City of Calimesa Randall Bonner Vice Chair (Budget and Implementation Committee) City of Canyon Lake Raymond Gregory Member City of Cathedral City Steven Hernandez Member City of Coachella Wes Speake Member City of Corona Scott Matas Member City of Desert Hot Springs Clint Lorimore Vice Chair (Western Riverside County Programs and Projects Committee) City of Eastvale Linda Krupa Member City of Hemet Dana Reed Member City of Indian Wells Waymond Fermon Member City of Indio Brian Berkson Chair (Toll Policy and Operations Committee) City of Jurupa Valley Kathleen Fitzpatrick Member City of La Quinta Bob Magee Member City of Lake Elsinore Bill Zimmerman Member City of Menifee Yxstain Gutierrez Member City of Moreno Valley Scott Vinton Member City of Murrieta Berwin Hanna Member City of Norco Jan Harnik Vice Chair (Commission) City of Palm Desert Lisa Middleton Member City of Palm Springs Michael M. Vargas Vice Chair (Western Riverside County Programs Ted Weill Rusty Bailey Andrew Kotyuk Michael S. Naggar Ben Benoit Mike Beauchamp and Projects Committee) Member Member Member Member Chair (Commission) Governor's Appointee County of Riverside, District 1 County of Riverside, District 2 County of Riverside, District 3 County of Riverside, District 4 County of Riverside, District 5 City of Banning City of Perris City of Rancho Mirage City of Riverside City of San Jacinto City of Temecula City of Wildomar Caltrans, District 8 Director Management Staff Anne Mayer, Executive Director John Standiford, Deputy Executive Director Michael Blomquist, Toll Program Director Marlin Feenstra, Project Delivery Director Aaron Hake, External Affairs Director Lorelle Moe -Luna, Multimodal and Interim Planning and Programming Director Theresia Trevino, Chief Financial Officer xi 45 FINANCIAL SECTION P �a 1l:[Yr'� .1111 -r• 11l EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Commission's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. Opinions In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the Commission, as of June 30, 2020, and the respective changes in financial position and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-479 T 951.367.3000 F 951.367.3010 EOE 1 Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management's discussion and analysis, budgetary comparison schedules, schedule of proportionate share of net pension liability, schedule of pension contributions, schedule of changes in the net OPEB liability/(asset) and related ratios, and the schedule of OPEB contributions, as listed in the table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the Commission's financial statements. The introductory section, combining and individual nonmajor fund financial statements, budgetary comparison schedules, schedules of expenditures, schedule of uses and debt proceeds and fund balance, and statistical section are presented for purposes of additional analysis and are not a required part of the financial statements. The combining and individual nonmajor fund financial statements, budgetary comparison schedules, schedules of expenditures, and schedule of uses and debt proceeds and fund balances are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining and individual nonmajor fund financial statements, budgetary comparison schedules, schedules of expenditures, and schedule of debt proceeds and fund balances are fairly stated, in all material respects, in relation to the basic financial statements as a whole. The introductory and statistical sections have not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we do not express an opinion or provide any assurance on them. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated October 30, 2020, on our consideration of the Commission's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over financial reporting and compliance. Riverside, California October 30, 2020 2 48 Riverside County Transportation Commission Management's Discussion and Analysis Year Ended June 30, 2020 As management of the Riverside County Transportation Commission (Commission), we offer readers of the Commission's financial statements this narrative overview and analysis of the Commission's financial activities for the fiscal year ended June 30, 2020. We encourage readers to consider the information on financial performance presented here in conjunction with the transmittal letter on pages i-ix and the Commission's financial statements which begin on page 18. Financial Highlights • In early March, the federal government as well as California's Governor Newsom issued emergency declarations related to the COVID-19 pandemic. Further, on March 19, 2020, Governor Newsom issued Executive Order N-33-20, a stay at home order to protect the health and well-being of all Californians and to establish consistency across the state in order to slow the spread of COVID-19. The County of Riverside also issued a directive to county residents supporting the Governor's executive order. COVID-19 and the related "stay at home" orders have negatively impacted the local, regional, state, and federal economies; the magnitude and duration of these impacts is uncertain. • Total net position of the Commission was $440,576,157 and consisted of net investment in capital assets of $578,176,767; restricted net position of $860,313,222; and unrestricted net position (deficit) of ($997,913,832). • The governmental activities unrestrictednetdeficitresultsprimarilyfromtherecordingofthedebtissued for Measure A highway, local streets and roads, and regional arterial projects. As title to substantially most of those assets vests with the State of California (State) Department of Transportation (Caltrans) or local jurisdictions, there is no asset corresponding to the liability. Accordingly, the Commission does not have sufficient current resources on hand to cover current and long-term liabilities; however, future Measure A sales taxes are pledged to cover Measure A debt service payments when made. • Total net position increased by $101,030,228 during fiscal 2020. An increase in net position from governmental activities of $102,665,984 was primarily due to an increase in operating grants and contributions; a decrease in general government, bicycle and pedestrian facilities, local streets and roads, regional arterials, and transit and specialized transportation program expenses; and offset by an increase in Community and Environmental Transportation Acceptability Process (CETAP), commuter assistance, commuter rail, highways, motorist assistance, planning and programming program expenses, as well as interest expense. A decrease in net position from business -type activities of $1,635,756 was primarily due to a decrease in charges for services and internal transfers of surplus funds forthe 91 Corridor Operations project, offset by an increase in investment earnings and interest expenses. • Total capital assets, net of accumulated depreciation and amortization, were $1,188,217,305 at June 30, 2020, representing an increase of $128,605,868, or 12%, from June 30, 2019. The increase in capital assets was primarily related to construction in progress costs forthe 1-15 Express Lanes project, land acquisition, and rail station and building improvement costs. • The long-term liabilities net increase of $95,343,435 is related to a Transportation Infrastructure Finance and Innovation Act (TIFIA) loan drawn down on the 1-15 Express Lanes project and compounded and accreted interest on the TIFIA loans and 2013 Toll Revenue Bonds, respectively, offset by principal payments on sales tax revenue bonds, amortization of sales tax revenue bonds premium, and payment forthe MSHCPfunding liability. 3 49 " The Commission's governmental funds reported combined ending fund balances of $810,326,181, an increase of $20,112,108 compared to fiscal 2019 primarily due to intergovernmental revenues for reimbursement of projects costs and TIFIA loan draw down on the 1-15 Express Lanes project, offset by increased CETAP, commuter assistance, commuter rail, highways, motorist assistance, and planning and programming expenditures. Approximately 67% of the governmental fund balances represent amounts available for the Measure A program, including debt service and funding from the issuance of debt, and the TUMF program. Overview of the Financial Statements This discussion and analysis are intended to serve as an introduction to the Commission's basic financial statements, which are comprised of three components consisting of government -wide financial statements, fund financial statements, and notes to the financial statements. This report also contains required supplementary information and other supplementary information in addition to the basicfinancial statements. Government -wide Financial Statements The government -wide financial statements are designed to provide readers with a broad overview of the Commission's finances, in a manner similar to a private -sector business. The statement of net position presents information on all of the Commission's assets, liabilities, and deferred outflows/inflows of resources with the difference reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the Commission is improving or deteriorating. The statement of activities presents information showing how the Commission's net position changed during the fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported for some items that will only result in cash flows in future fiscal periods. The government -wide financial statements report the functions of the Commission that are principally supported by sales taxes and intergovernmental revenues, or governmental activities, from other functions that are intended to recover all or a significant portion of its costs through user fees and charges, or business -type activities. The governmental activities of the Commission include general government, the Measure A program, CETAP, commuter assistance, regional arterials, commuter rail, transit and specialized transportation services, planning and programming, bicycle and pedestrian facilities projects, and motorist assistance services. Measure A program services are divided within the three regions of Riverside County (County), namely Western County, Coachella Valley, and Palo Verde Valley. The business -type activities of the Commission include toll road operations. The government -wide financial statements include only the Commission and its blended component unit. The government -wide financial statements can be found on pages 18-19 of this report. Fund Financial Statements A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. Fund accounting is used to ensure and demonstrate compliance with finance -related legal requirements. Governmental funds are used to account for essentially the same functions reported as governmental activities in the government -wide financial statements; however, governmental fund financial statements focus on near -term inflows and outflows of spendable resources and on balances of spendable resources available at the end of the fiscal year. Such information may be useful in evaluating a government's near -term financing requirements. Since the focus of governmental funds is narrower than that of the government -wide financial statements, it is useful to compare the information presented for governmental funds with similar information presented for governmental activities in the government -wide financial statements. As a result, readers may better understand the long-term impact of the government's near -term financing decisions. Both the governmental 4 50 fund balance sheet and related statement of revenues, expenditures and changes in fund balances provide a reconciliation to facilitate this comparison between governmental funds and governmental activities. The Commission maintains 16 individual governmental funds. Information is presented separately in the governmental fund balance sheet and in the related statement of revenues, expenditures and changes in fund balances for the Commission's major governmental funds comprised of the General fund; MeasureAWestern County, Measure A Coachella Valley, Transportation Uniform Mitigation Fee (TUMF), Local Transportation Fund (LTF), State Transit Assistance, and SB 132 Special Revenue funds; Commercial Paper and Bonds Capital Projects funds; and Debt Service fund. Data from the other six governmental funds are combined into a single, aggregated presentation. Individual fund data for each of these nonmajor governmental funds is provided in the form of combining statements in the other supplementary information section. The Commission adopts an annual appropriated budget for the General fund, all Special Revenue funds, all Capital Projects funds, and the Debt Service fund. Budgetary comparison schedules have been provided for the General fund and major Special Revenue funds as required supplementary information and for the nonmajor Special Revenue funds and the Capital Projects and Debt Service funds as other supplementary information to demonstrate compliance with these budgets. The governmental fund financial statements, including the reconciliation between the fund financial statements and the government -wide financial statements, can be found on pages 20-27 of this report. The proprietary fund consists of an enterprise fund, which is used to report the same functions presented as business -type activities in the government -wide financial statements. The Commission uses an enterprise fund to account for its toll road operations. Proprietary fund financial statements provide the same type of information as the government -wide financial statements, only in more detail. The proprietary fund financial statements provide separate financial information of the RCTC 91 Express Lanes, which is a major enterprise fund of the Commission. The proprietary fund financial statements can be found on pages 28-31 of this report. Notes to the Financial Statements The notes provide additional information that is essential to a full understanding of the data provided in the government -wide and fund financial statements. The notes to the financial statements can be found on pages 32-71 of this report. Other Information Other information is in addition to the basic financial statements and accompanying notes to the financial statements. This report also presents certain required supplementary information concerning the Commission's budgetary results for the General fund and major Special Revenue funds as well as the schedules of proportionate share of net pension liability, pension contributions, changes in the net other post -employment benefits (OPEB) asset and related ratios, and OPEB contributions. Required supplementary information can be found on pages 75-83 of this report. Other supplementary information is presented immediately following the required supplementary information. Other supplementary information includes the combining statements referred to earlier relating to nonmajor governmental funds; budgetary results for the nonmajor Special Revenue funds, all Capital Projects funds, and the Debt Service fund; schedules of expenditures for local streets and roads and expenditures for transit and specialized transportation; and schedule of uses of debt proceeds and fund balances. This other supplementary information can be found on pages 87-99 of this report. Government -wide Financial Analysis As noted previously, net position may serve over time as a useful indicator of a government's financial position. At June 30, 2020, the Commission's assets exceeded liabilities by $440,576,157, a $101,030,228 increase from June 30, 2019. Our analysis below focuses on the net position and changes in net position of the Commission's governmental and business -type activities. 5 51 Net Position Approximately 131%, compared to 120% in 2019, of the Commission's net position reflects its net investment in capital assets (i.e., intangibles consisting of toll facility franchise, construction in progress; land and improvements; toll infrastructure; buildings; construction and rail operating easements; rail stations; rail tracks; building and office improvements; development in progress; transponders; and office furniture, equipment, and vehicles), less any related outstanding debt used to acquire those assets, primarily related to land and tolled express lane projects. The Commission uses these capital assets to provide transportation services to the residents and business community of the County. Although the Commission's investments in capital assets is reported net of related debt, the resources used to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to liquidate these liabilities. For business -type activities, the related debt for the RCTC 91 Express Lanes exceeded the capital assets, net of accumulated depreciation and amortization. The most significant portion of the Commission's net position represents resources subject to external restrictions on how they may be used. Restricted net position from governmental activities represented approximately 114% and 129% of the total governmental activities net position at June 30, 2020 and 2019, respectively. Restricted net position from governmental activities increased by $21,456,068, as a result of the increased operating contributions, offset by increased CETAP, commuter assistance, commuter rail, highways, motorist assistance, and planning and programming expenses. Unrestricted net position represents the portion of net position that can be used to finance day-to- day operations without constraints established by debt covenants, enabling legislation, or other legal requirements. Unrestricted net position from governmental activities changed from an $887,668,580 deficit at June 30, 2019 to a $997,913,832 deficit at June 30, 2020. The governmental activities deficit results primarily from the impact of recording of the Commission's long-term debt, consisting of bonds issued for Measure A highway, local street and road, and regional arterial projects. While a significant portion of the debt has been incurred to build these projects which are capital assets, upon completion most projects except for express lanes projects are transferred to Caltrans or the local jurisdiction. Accordingly, projects other than express lanes are not assets of the Commission that offset the long-term debt in the statement of net position. Upon completion, express lanes projects and related debt are transferred to business -type activities. 6 52 Certain reclassifications have been made to 2019 amounts to conform to the 2020 presentation. Such reclassifications had no effect on the previous reported change in net position. The following is condensed financial data related to net position at June 30, 2020 and June 30, 2019: Net Position Governmental Activities Business -Type Activities 2020 2019 2020 2019 Total 2020 2019 Current and other assets Capital assets not being depreciated Capital assets, net of depreciation and amortization Total assets Deferred outflows of resources Total assets and deferred outflows of resources Long-term obligations Other liabilities Total liabilities Deferred inflows of resources Total liabilities and deferred inflows of resources Net position: Net investment in capital assets Restricted Unrestricted (deficit) Net position at end of year $ 909,152,049 $ 863,920,518 644,934,348 484,129,864 267,716,233 279,626,359 $ 142,589,873 29,215,720 246,351,004 $ 104,415,452 38,736,133 257,119,081 $1,051,741,922 674,150,068 514,067,237 $ 968,335,970 522,865,997 536,745,440 1,821,802,630 1,627,676, 741 45,804,298 40,172,143 1,867,606, 928 1,667,848, 884 1,000,535,282 926,889,816 149,377, 226 126,193,666 1,149,912, 508 1,053,083,482 418,156,597 400,270,666 2,239,959,227 2,027,947,407 937,279 277,686 46,741,577 40,449,829 419,093,876 400,548,352 2,286,700,804 2,068,397,236 691,025,618 4,227,899 695,253,517 886,207 623,173 72,415 1,150,798,715 1,053,706,655 695,325,932 669,865,188 1,691, 560,900 1,596,755,004 5,236,536 153,605,125 131,430,202 675,101,724 1,845,166,025 1,728,185,206 42,928 958,622 666,101 675,144,652 1,846,124,647 1,728,851,307 898,390,755 706,935,587 (320,213,988) (299,852,425) 578,176,767 407,083,162 816,331,290 794,875,222 43,981,932 25,256,125 860,313,222 820,131,347 (997,913,832) (887,668,580) - - (997,913,832) (887,668,580) $ 716,808,213 $ 614,142,229 $ (276,232,056) $ (274,596,300) $ 440,576,157 $ 339,545,929 Changes in Net Position The Commission'stotal program and general revenues were $569,431,829, while thetotal cost of all programs was $468,401,601. Total revenues decreased by 2%, and the total cost of all programs increased by 7%. Those who directly benefited from the programs or other governments that subsidized certain programs with grants and contributions paid approximately 49% of the costs of the Commission's programs in 2020, compared to 51% of the costs in 2019. Sales taxes ultimately financed a significant portion of the programs' net costs. Governmental and business -type activities increased the Commission's net position by $101,030,228 and condensed financial data related to the change in net position is presented in the table below. Key elements of this increase are as follows: • Charges for services decreased by $1,961,447 or 3%, due to decreased traffic volumes on the RCTC 91 Express Lanes from March through June 2020 resulting from the COVID-19 pandemic. As a result of the COVID-19 pandemic, the RCTC 91 Express Lanes temporarily suspended account fees and stopped the escalation of outstanding violations to the collection agency, which are scheduled to resume October 1, 2020; • Operating grants and contributions increased by $32,640,957 or 35%, primarily due to state reimbursements related to the Pachappa underpass, Hamner bridge widening, and Jurupa and McKinley Avenue grade separation projects; • Capital grants and contributions decreased by $29,764,756 or 40%, primarily due to federal reimbursements in the previous year related to the 1-15 Express Lanes; • Measure A sales tax revenues decreased by $6,168,674, or 3%. This decrease is primarily a result of the COVID-19 pandemic; • Transportation Development Act (TDA) sales taxes decreased by $2,941,076, or 2%, primarily as a result of the COVID-19 pandemic; 7 53 " Unrestricted investment earnings decreased $5,460,478, or 23%, due to lower interest rates resulting from federal reserve interest rate cuts and the impacts of the COVID-19 pandemic as well as lower restricted investment cash balances; " Other miscellaneous revenues decreased $2,687,168, or 82%, due primarily to the sale in the previous year of rail and highway properties not included in capital assets; Governmental Activities Changes in Net Position 2020 2019 Revenues Program revenues: Charges for services Operating grants and contributions Capital grants and contributions General revenues: Measure A sales taxes TDA sales taxes Unrestricted investment earnings Other miscellaneous revenue Gain on sale of capital assets, net Total revenues Expenses General government Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Highways Local streets and roads Motorist assistance Planning and programming Regional arterials Toll operations Transit and specialized transportation Interest expense Total expenses Business -Type Activities Total 2020 2019 2020 2019 Excess (deficiency) of revenues over (under) expenses Transfers Increase (decrease) in net position Net position at beginning of year Net position at end of year $ 346,219 $ 324,574 $ 125,725,762 93,084,805 44,793,683 74,558,439 195,036,321 201,204, 995 128,080,154 131,021, 230 14,537,908 21,130,957 574,705 3,261,873 443,461 509,094,752 525,030,334 (1,488,917) 1,295,384 1,367,800 2,319,895 1,441,976 1,398,238 3,673,416 3,612,855 50,573,511 48, 553, 459 134,815,656 91,086,623 59,474,660 61,470,359 4,818,036 4,403,671 7,798,197 4,340,660 11,918,666 17,048,413 99,413,296 117,766,548 34,633,146 33,663,673 408,439,443 386,959,778 56,440,369 $ 58,423,461 3,896,708 60,337,077 59,962,158 59,962,158 2,764,137 $ 56,786,588 125,725,762 44,793,683 195,036,321 128,080,154 18,434,616 574,705 61,187,598 569,431,829 $ 58,748,035 93,084,805 74,558,439 201,204,995 131,021,230 23,895,094 3,261,873 443,461 586,217,932 - (1,488,917) 1,295,384 - 1,367,800 2,319,895 - 1,441,976 1,398,238 - 3,673,416 3,612,855 - 50,573,511 48, 553, 459 - 134,815,656 91,086,623 - 59,474,660 61,470,359 4,818,036 4,403,671 7,798,197 4,340,660 11,918,666 17,048,413 59,962,158 55,039,168 117,766,548 33,663,673 55,039,168 468,401,601 441,998,946 55,039,168 100,655,309 138,070,556 374,919 6,148,430 101,030,228 144,218,986 2,010,675 2,977,396 (2,010,675) (2,977,396) 102,665,984 141,047,952 (1,635,756) 3,171,034 101,030,228 144,218,986 614,142,229 473,094,277 (274,596,300) (277,767,334) 339,545,929 195,326,943 $ 716,808,213 $ 614,142,229 $ (276,232,056) $ (274,596,300) $ 440,576,157 $ 339,545,929 " General government expenses decreased by $2,784,301, or 215%, primarily due to administrative cost allocations and the payoff of the pension unfunded actuary liability that is recognized as a deferred outflow of pension contributions subsequent to the measurement date; " Bicycle and pedestrian facilities expenses decreased by $952,095, or 41 %, due to a decrease in claims submitted for approved projects; " Commuter assistance expenses increased $60,561, or 2%, primarily due to an increase in salaries and benefits and professional services; " Commuter rail expenses increased by $2,020,052, or 4%, as a result of commuter rail station operating and rehabilitation costs; 8 54 " Highway expenses increased by $43,729,033, or 48%, due to SR -60 Truck Lanes, Pachappa underpass, 1-15 Express Lanes, 15/91 Express Lanes Connector, 1-15 Express Lanes southern extension, Hamner bridge widening, and Jurupa and McKinley Avenue grade separation projects; " Local streets and roads expenses decreased by $1,995,699 or 3%, because of a decrease in the overall Measure A sales tax revenue which affects the local streets and road distributions to local jurisdictions; " Motorist assistance expenses increased by $414,365, or 9%, due primarily to new freeway service patrol beats in south Western County and one-time expenses for interactive voice response platforms and upgrade of all call boxes to 4G; " Planning and programming expenses increased by $3,457,537, or 80%, due to signal synchronization projects and public outreach efforts; " Regional arterial expenses decreased by $5,129,747, or 30%, as a result of a net decrease in reimbursements to local jurisdictions for approved regional arterial projects; " Toll operations expenses increased by $4,922,990, or 9%, as a result of a net increase in operating and other financing -related costs, depreciation and amortization, and interest expense for the RCTC 91 Express Lanes, as well as the loss on sale of excess properties; " Transit and specialized transportation expenses decreased by $18,353,252, or 16%, due to a decrease in bus transit operating and capital claims in Western County and Coachella Valley geographic areas; and " Interest expenses related to governmental activities increased by $969,473 or 3%, primarily as a result of the net impacts of the current year's interest payments, amortization of the loss on refunding bonds, and amortization of sales tax bond premiums; and " Internal transfers decreased $966,721, or 32%, due to the transfer of surplus funds in the previous year for the 91 Corridor Operations and 15/91 Express Lanes Connector projects. The graphs below present the program and general revenues by source and program expenses for the Commission's governmental activities for the fiscal years ended June 30, 2020 and June 30, 2019: Revenues - Govern mental Activities $200,000,000 $175,000,000 $150,000,000 $125,000,000 $100,000,000 $75,000,000 $50,000,000 $25,000,000 $0 Chargesfor services 1 Operating Capital grants grants and and contributions contributions �% 2020' $346,219 Measure A sales to xes 11 NI Unrestricted Other Gain on sale of TDA sales taxes investment miscellaneous capita I assets, earnings revenue net $125,725,762 $44,793,683 $195,036,321 $128,080,154 $14,537,908 $574,705 $0 �% 2019 $324,574 $93,084,805 $74,558,439 $201,204,995 $131,021,230 $21,130,957 $3261,873 $443,461 9 55 Expenses - Governmental Activities $160,000,000 $140,000,000 $120,000,000 $100,000,000 $80,000,000 $60,000,000 $40,000,000 $20,000,000 $- _— $(20,000,000) i General government ■ 2020 $(1,488,917) ■ 2019 $1,295,384 Bicycle and pedestrian facilities $1,367,800 1 1 CETAP I Commuter Commuter assistance rail L 1 1 Local streets Re Tonal specitantl Interest Highways and roads Motorist Planning and 9 specialized assistance programming arterials transportation expense $1,441,976 $3,673,416 $50,573,511 $2,319,895 $134,815,656 $59,474,660 $4,818,036 $7,798,197 $11,918,666 $99,413,296 $34,633,146 $1,398,238 $3,612,855 $48,553,459 $91,086,6231 $61,470,359 $4,403,671 $4,340,660 $17,048,413 $117,766,548 $33,663,673 The graphs below present the program and general revenues by source and program expenses for the Commission's business -type activities for the fiscal years ended June 30, 2020 and June 30, 2019: $61,000,000 $60,000,000 $59,000,000 $58,000,000 $57,000,000 $56,000,000 $55,000,000 $54,000,000 $53,000,000 $52,000,000 ■ 2020 ■ 2019 Expenses - Business -Type Activities Revenue - Business- Type Activities RCTC 91 Express Lanes $59,962,158 $55,039,168 $59,000,000 $54,000,000 $49,000,000 $44,000,000 $39,000,000 $34,000,000 $29,000,000 $24,000,000 $19,000,000 $14,000,000 $9,000,000 $4,000,000 _ -$1,000,000 -$6,000,000 Charges for services Unrestricted investment earnings • 2020 $56,440,369 $3,896,708 2019 $58,423,461 $2,764,137 Financial Analysis of the Commission's Funds Governmental Funds The focus of the Commission's governmental funds is to provide information on a near -term inflows, outflows, and balances of spendable resources. Such information is useful in assessing the Commission's financing requirements. 10 56 As of June 30, 2020, the Commission's governmental funds reported combined ending fund balances of $810,326,181, an increase of $20,112,108 compared to 2019. Less than 1%, or $3,169,991, is nonspendable fund balance related to prepaid amounts; $3,267,803 is assigned fund balance for general government administration activities; an unassigned deficit of $30,566 is related to a deficit fund balance in a nonmajor governmental fund. The remainder of the fund balance is restricted to indicate the following externally enforceable legal restrictions: • $8,303,262 in TDA funds that have been allocated to jurisdictions within the County for bicycle and pedestrian projects; • $53,511,289 of TUMF funds for new CETAP corridors in Western County; • $16,013,093 for Western County commuter assistance activities such as expansion of park -and -ride facilities and other projects and programs that encourage commuters to use alternative modes of transportation under the 2009 Measure A program; • $61,984,484 in TDA, Measure A, and Proposition 1B funds for commuter rail operations and capital projects and $2,902,126 in TDA and Proposition 1B funds for the Coachella Valley/San Gorgonio Pass rail corridor; • $11,652,316 in 2009 Measure A funds available to pay sales tax revenue bonds debt service over the next year; • $289,081,089 for highway, economic development, and new corridor projects related to the 1989 Measure A and 2009 Measure A programs; • $413 for local streets and roads programs that are returned to the jurisdictions within the County for maintenance and construction of their roads and local arterials under the 2009 Measure A program; • $10,908,298 in state funds for motorist assistance services; • $2,507,188 of TDA funds for planning and programming activities; • $53,566,510 and $64,025,819 for regional arterial projects in Western County related to the 2009 Measure A and TUMF programs, respectively; • $10,169,737 of Measure A funds for transit and specialized transportation in the Western County and $1,705,158 for specialized transportation in the Coachella Valley; and • $217,588,171 in TDAfunds available to the commuter rail and bus transit operations and capital in the County. The following table presents the changes in fund balances for the governmental funds for the fiscal years ended June 30, 2020 and 2019: Fund Balances Year Ended June 30 2020 2019 % Change General fund Special Revenue major funds: MeasureAWestern County Measure A Coachella Valley Transportation Uniform Mitigation Fee Local Transportation Fund State Transit Assistance SB132 Capital Projects major funds: Commercial Paper Bonds Debt Service fund Nonmajor governmental funds $ 25,862,291 $ 29,124,269 263,779,809 253,925,602 63,573,136 56,410,474 117,537,108 109,653,332 97,108,303 91,541,353 119,712,384 107,469,411 28,746 (1,272,356) 18,123,165 23,091,659 70,028,781 88,561,805 11,652,316 11,437,149 22,920,142 20,271,375 11% 4% 13% 7% 6% 11% 103% (22)% (21)% 2% 13% 11 57 Key elements for the changes in fund balances are as follows: • The 11% decrease in the General fund resulted from increased commuter rail and planning and programming expenditures, offset by decreased intergovernmental reimbursements; • The 4% increase in the Measure A Western County Special Revenue fund was attributed to transfers from the capital project fund and the RCTC 91 Express Lanes fund for highway projects; • The 13% increase in the Measure A Coachella Valley Special Revenue fund was attributed to excess 2009 Measure A revenues over expenditures for Coachella Valley highway and regional arterial projects; • The 7% increase in the TUMF Special Revenue fund was attributable to excess TUMF revenues over CETAP and regional arterial projects; • The 6% increase in the Local Transportation Fund resulted from the excess of sales tax revenues over claims of allocations for transit operations and capital projects and for bicycle and pedestrian facility projects; • The 11% increase in the State Transit Assistance fund resulted from less claims for allocations for transit operations over sales tax revenues; • The 103% increase in the SB 132 fund resulted from the reimbursements from the Department of Transportation for eligible project reimbursements; • The 22% decrease in the Commercial Paper Capital Projects fund was attributed to the use of excess funds for the repayment of debt service; • The 21% decrease in the Bonds Capital Projects fund was attributed to transfers out to the Measure A Western County Special Revenue fund for project costs; • The 2% increase in the Debt Service fund was attributable to the increased federal subsidy received from the U.S. Treasury related to the 2010 Bonds; and • The 13% increase in nonmajor governmental funds resulted primarily from the excess of sales tax revenues over claims of allocations for transit capital projects and an increase in motorist assistance revenues for freeway service patrol services. Proprietary Fund The Commission's proprietary fund provides the same type of information found in the government -wide financial statements. The net position of the proprietary fund totaled a deficit of $276,232,056 at June 30, 2020. The deficit is related to the RCTC 91 Express Lanes toll -supported debt in excess of capital and intangible assets. General Fund Budgetary Highlights The $2,491,500 increase in General Fund expenditure appropriations between the original budget and the final amended budget for the General fund was related to the following changes: • $62,400 increase to general government for various operations support services; • $54,000 increase to the commuter rail program for program management activities; • $2,470,500 increase to the planning and programming activities support costs; • $15,800 increase for debt service for capital lease payments; and • $111,200 decrease to capital outlay for furniture and equipment. 12 58 During the year, General fund revenues were lower than budgetary estimates by $5,440,779; expenditures were less than budgetary estimates by $19,532,733. General fund budgetary variances between the final amended budget and actual amounts are as follows: Year Ended June 30, 2020 General Fund Budgetary Variances Original Budget Final Amended Budget Actual %Variance Revenues Intergovernmental Investment income Other Total revenues Expenditures Current General government Commuter rail Planning and programming Transit and specialized transportation Debt service Capital outlay Total expenditures Other financing sources (uses) Transfers in Transfers out Total other financing sources (uses) $ 11,664,700 499,400 400 12,164,500 12,301,100 29,093,700 4,646,800 1,071,600 1,306,000 48,419,200 40,408,800 (3,394,600) $ 37,014,200 $ 11,664,700 276,100 400 11,941,200 $ 5,338,528 285,148 876,745 (54)% 3% 219086% 6,500,421 (46)% 12,363,500 - 100% 29,147,700 23,118,132 26% 7,117,300 7,192,725 (1)% 1,071,600 1,051,348 2% 15,800 15,762 1,194,800 - 100% 50,910,700 31,377,967 62% 45,209,800 (3,394,600) $ 41,815,200 21,682,561 (66,993) $ 21,615,568 (52)% 98% (48)% Significant budgetary variances between the final amended budget and actual amounts are as follows: • $6,326,172 negative variance for intergovernmental revenues primarily related to lower intergovernmental reimbursements for commuter rail expenditures; • $876,345 positive variance for other revenues related to higher planning and programming reimbursements related to signal synchronization projects; • $12,363,500 positive variance for general government expenditures primarily related to administrative cost allocations process; • $6,029,568 positive variance for commuter rail expenditures related to lower station maintenance and repairs and Metrolink operations; • $1,194,800 positive variance for capital outlay expenditures related to administrative costs allocations; • $23,527,239 negative variance for transfers in related to the administrative cost allocations and lower commuter rail activities than anticipated; and • $3,327,607 positive variance for transfers out related to the administrative cost allocations process that affected commuter rail, planning and programming, and transit and specialized transportation activities. Capital Assets As of June 30, 2020, the Commission had $1,188,217,305, net of accumulated depreciation and amortization, invested in a broad range of capital assets including development and construction in progress and easements; land and land improvements; construction rail operating easements, stations, and tracks; buildings; toll infrastructure; transponders; toll facility franchise; and office improvements, furniture, equipment, and vehicles. The total increase in the Commission's total capital assets, net for FY 2019/20 was 16% and primarily attributable to construction in progress related to the 1-15 Express Lanes project, which is expected to be completed and open in Spring 2021. 13 59 Major capital asset additions during 2020 included construction in progress related to preliminary engineering, construction, and design -build costs for the 1-15 Express Lanes and rail station improvements; land acquisitions; development in progress; rail stations; construction easements; buildings; and office improvements, furniture, equipment and vehicles. The table below is a comparative summary of the Commission's capital assets, net of accumulated depreciation: Governmental Activities Business -Type Activities Total 2020 2019 2020 2019 2020 2019 Capital assets not being depreciated: Land and land improvements $ 179,433,422 $ 169,894,576 $ 29,215,720 $ 38,736,133 $ 208,649,142 $ 208,630,709 Construction easements 4,221,021 1,221,021 - - 4,221,021 1,221,021 Rail operating easements 63,846,199 63,846,199 - - 63,846,199 63,846,199 Construction in progress 397,206,440 249,061,099 - - 397,206,440 249,061,099 Development in progress 227,266 106,969 - - 227,266 106,969 Total capital assets not being 644,934,348 484,129,864 29,215,720 38,736,133 674,150,068 522,865,997 depreciated Capital assets being depreciated and amortized, net of accumulated depreciation and amortization: Rail stations 129,708,580 136,390,623 - - 129,708,580 136,390,623 Rail tracks 134,240,658 139,272,770 - - 134,240,658 139,272,770 Temporary construction easements 57,815 289,076 - - 57,815 289,076 Buildings and building improvements 3,148,989 2,935,656 1,124,381 1,280,972 4,273,370 4,216,628 Toll infrastructure - - 10,247,830 15,729,648 10,247,830 15,729,648 Transponders - - 178,652 269,416 178,652 269,416 Toll facility franchise - - 234,779,131 239,801,144 234,779,131 239,801,144 Office improvements, furniture, 560,191 738,234 21,010 37,901 581,201 776,135 equipment, and vehicles Total capital assets, net of accumulated depreciation and 267,716,233 279,626,359 246,351,004 257,119,081 514,067,237 536,745,440 amortization Total capital assets $ 912,650,581 $ 763,756,223 $ 275,566,724 $ 295,855,214 $1,188,217,305 $1,059,611,437 On March 20, 2017, the 91 Project was substantially completed and the RCTC 91 Express Lanes opened to motorists. In connection with a toll facilities agreement with Caltrans, or service concession agreement, the Commission may collect tolls and operate and maintain a toll facility on SR -91 from the Orange/Riverside County line to 1-15 for 50 years from opening. More detailed information about the Commission's capital assets is presented in Note 4 to the financial statements. Debt Administration As of June 30, 2020, the Commission had $1,730,325,877 outstanding in sales tax and toll revenue bonds and TIFIA loans. The total debt increased from the $1,634,419,716 outstanding as of June 30, 2019, primarily due to the following: • TIFIA loan draw of $111,301,868 and $1,668,411 compounded interest related to the 1-15 Express Lanes project; • Sales tax revenue bonds principal payments of $27,245,000; • Sales tax revenue bonds premium amortization of $11,511,679; • Toll revenue bonds capital appreciation bonds accretion of $5,150,812; • Toll revenue bonds discount amortization of $73,073; and • TIFIA compounded interest of $16,468,676 on the RCTC 91 Express Lanes. 14 60 The Commission's sales tax revenue bonds received ratings of'AA+" from S&P Global Ratings (S&P), "Aa2" from Moody's Investors Service (Moody's), and "AA" from Fitch Ratings (Fitch), and the toll revenue bonds related to the 91 Project received ratings of "A" and "BBB+" from S&P and Fitch, respectively. The TIFIA loan related to the 91 Project received a rating of "BBB+" from Fitch, and the TIFIA loan related to the 1-15 Express Lanes project received ratings of "BBB" from Kroll Bond Rating Agency and "BBB-" from Fitch. In March 2005 the Commission established a commercial paper program, currently authorized at $60,000,000 to provide advance funding for 2009 Measure A capital projects. The commercial paper notes are rated "Al" by S&P and "P1" by Moody's. As of June 30, 2020, the Commission had $0 in commercial paper notes outstanding. The sales tax revenue debt limitation forthe Commission under the 2009 MeasureA program is $975,000,000 which exceeds the total outstanding debt of $805,810,000. The Commission has also authorized the issuance of toll revenue bonds, including a TIFIA loan, for the 91 Project not to exceed $900,000,000, which is in excess of the total outstanding debt of $690,987,132. In March 2020, the Commission authorized the sale and issuance of not to exceed $725 million of toll revenue refunding bonds related to the RCTC 91 Express Lanes; the Commission did not issue the refunding bonds prior to June 30, 2020. TIFIA loans provided federal funding up to $421,054,409 for the 91 Project and $152,214,260 for the 1-15 Express Lanes project on a subordinate lien basis and a senior lien basis, respectively. Additional information on the Commission's long-term debt can befound in Note �tothefinancial statements. Economic Factors and Other Factors During its March 2020 Commission meeting, the Commission adopted guiding principles for use in the preparation of the FY2020/21 Budget. These principles have been incorporated in goals of the Commission and will continue to be updated annually in response to the ever-changing social, political, and economic environment.The principles are a business planning tool designed to assist the Commission in implementing its strategic goals and objectives and lays the foundation for future financial planning for the annual budget process. The Commission adopted the FY 2020/21 annual budget on June 10, 2020. Approximately 31% of the $1,291,574,800 balanced budget is related to capital project expenditures, including: • $14,482,100 for completion of right of way acquisition, construction, and design -build activities related to the 91 Project consisting of tolled express and general purpose lanes and interchange improvements; • $36,997,000 for preliminary engineering, construction and right of way activities related to the 91 Corridor Operations project; • $66,315,000 for construction and design -build activities related to the 1-15 Express Lanes project; • $50,229,000 for right of way support services, construction, and design -build activities related to the 15/91 Express Lanes Connector project; • $26,425,000 for right of way support services, final design, and construction related to the 1-15/ Railroad Canyon Interchange project; • $34,000,000 for preliminary engineering, right of way acquisition/support services, and construction related to the Western County SB 132 projects for which the Commission is not the lead agency; • $42,876,000 for preliminary, construction and right of way related to the SR -60 truck lanes project; • $14,102,000 for engineering support services, right of way acquisition/support services, and construction related to the Pachappa Underpass project; • $17,763,400 for various Western County Measure A and TUMF regional arterial projects; and • $57,755,000 for preliminary engineering, construction, and right of way acquisition/support services for the Mid County Parkway project. 15 61 Distributions to the local jurisdictions for local streets and roads are budgeted at $48,479,100. Budgeted expenditures related to funding of public bus transit operations and capital projects in the County aggregate $135,422,700, and budgeted transfers out related to funding of commuter rail operations and capital are $9,000,000. Debt service costs are $575,345,900, or 45% of the budget. The Commission considered the COVID-19 impacts on revenue projections in preparing its 2021 fiscal year budget. There are obvious variables in terms of project financing available from federal and state funds. There is continuing uncertainty regarding long-term federal transportation funding for the Commission's capital projects and programs. The Commission continues to study alternative financing alternatives such as tolled express lane facilities and federal financing programs to support the delivery of 2009 Measure A projects. Contacting the Commission's Management This financial report is designed to provide a general overview of the Commission's finances for all those with an interest in the government's finances and to show the Commission's accountability for the money it receives. Questions concerning any of the information provided in this report or requests for additional information should be addressed to the Chief Financial Officer, Finance Department at the Riverside County Transportation Commission, 4080 Lemon Street, 3rd Floor, P.O. Box 12008, Riverside, California 92502-2208. 16 62 Riverside County Transportation Commission Statement of Net Position June 30, 2020 Governmental Business -type Activities Activities Total Assets Cash and investments $ 648,422,739 $ 60,767,378 $ 709,190,117 Receivables: Accounts 162,232,647 626,837 162,859,484 Advances to other governments 21,156,321 21,156,321 Interest 1,862,944 395,472 2,258,416 Internal balances 578,984 (578,984) Due from other governments 233,847 233,847 Prepaid expenses and other assets 3,169,991 167,237 3,337,228 Restricted investments held by trustee 70,963,012 81,168,497 152,131,509 Net other post -employment benefits assets 531,564 43,436 575,000 Capital assets not being depreciated 644,934,348 29,215,720 674,150,068 Capital assets, net of accumulated depreciation and amortization 267,716,233 246,351,004 514,067,237 Total assets 1,821,802,630 418,156,597 2,239,959,227 Deferred outflows of resources Loss on refunding of bonds 34,333,948 - 34,333,948 Pension related 10,947,106 894,523 11,841,629 Other post -employment benefits related 523,244 42,756 566,000 Total deferred outflows of resources 45,804,298 937,279 46,741,577 Total assets and deferred outflows of resources 1,867,606,928 419,093,876 2,286,700,804 Liabilities Accounts payable 94,869,356 1,562,418 96,431,774 Interest payable 3,717,670 1,976,606 5,694,276 Other liabilities 2,526,220 434 2,526,654 Long-term liabilities: Due within one year - bonds, leases, and compensated absences 40,016,763 14,535 40,031,298 Due in more than one year Net pension liabilities 8,247,217 673,906 8,921,123 Bonds, leases, and compensated absences 1,000,535,282 691,025,618 1,691,560,900 Total liabilities 1,149,912,508 695,253,517 1,845,166,025 Deferred inflows of resources Pension related Other post -employment benefits related Total deferred inflows of resources Total liabilities and deferred inflows of resources 401,790 484,417 886,207 1,150,798,715 32,832 434,622 39,583 524,000 72,415 958,622 695,325,932 1,846,124,647 Net position Net investment (deficit) in capital assets 898,390,755 (320,213,988) 578,176,767 Restricted for: Bicycle and pedestrian facilities 8,303,262 8,303,262 CETAP 53,511,289 53,511,289 Commuter assistance 16,013,093 16,013,093 Commuter rail 65,052,918 65,052,918 Debt service 11,652,316 11,652,316 Highways 301,257,991 301,257,991 Local streets and roads 413 413 Motorist assistance 10,908,798 - 10,908,798 Express lanes 43,981,932 43,981,932 Planning and programming 2,558,615 - 2,558,615 Regional arterials 117,592,329 117,592,329 Transit and specialized transportation 229,480,266 229,480,266 Unrestricted (deficit) (997,913,832) (997,913,832) Total net position $ 716,808,213 $ (276,232,056) $ 440,576,157 See notes to basic financial statements 18 64 Riverside County Transportation Commission Statement of Activities Year Ended June 30, 2020 Net (Expense) Revenue Program Revenues and Changes in Net Position Functions/Programs Charges for Operating Grants Capital Grants Governmental Business -type Expenses Services and Contributions and Contributions Activities Activities Total Primary Government Govemmental Activities: General government $ (1,488,917) $ 133 $ - $ - $ 1,489,050 $ - $ 1,489,050 Bicycle and pedestrian facilities 1,367,800 - - (1,367,800) - (1,367,800) CETAP 1,441,976 11,284,437 9,842,461 9,842,461 Commuter assistance 3,673,416 1,292,434 - (2,380,982) (2,380,982) Commuter rail 50,573,511 251,084 6,684,033 5,111,184 (38,527,210) (38,527,210) Highways 134,815,656 95,002 86,788,602 39,682,499 (8,249,553) (8,249,553) Local streets and roads 59,474,660 - - (59,474,660) (59,474,660) Motorist assistance 4,818,036 5,192,595 374,559 374,559 Planning and programming 7,798,197 1,998,213 (5,799,984) (5,799,984) Regional arterials 11,918,666 12,484,950 - 566,284 566,284 Transit and specialized transportation 99,413,296 498 - (99,412,798) (99,412,798) Interest expense 34,633,146 - (34,633,146) (34,633,146) Total governmental activities 408,439,443 346,219 125,725,762 44,793,683 (237,573,779) (237,573,779) Business -type Activities: RCTC 91 Express Lanes 59,962,158 56,440,369 (3,521,789) (3,521,789) Total PrimaryGovemment $468,401,601 $56,786,588 $ 125,725,762 $ 44,793,683 (237,573,779) (3,521,789) (241,095,568) General Revenues: Measure A sales taxes 195,036,321 195,036,321 Transportation Development Act sales taxes 128,080,154 - 128,080,154 Unrestricted investment earnings 14,537,908 3,896,708 18,434,616 Other miscellaneous revenue 574,705 574,705 Transfers 2,010,675 (2,010,675) Total general revenues and transfers 340,239,763 1,886,033 342,125,796 Change in net position 102,665,984 (1,635,756) 101,030,228 Net position (deficit) at beginning of year 614,142,229 (274,596,300) 339,545,929 Net position (deficit) at end of year $ 716,808,213 $(276,232,056) $ 440,576,157 See notes to basic financial statements Riverside County Transportation Commission Balance Sheet - Governmental Funds June 30, 2020 Major Funds Special Revenue Assets Cash and investments Receivables Accounts Advances Interest Due from other funds Advances to other funds Prepaid expenditures and other assets Restricted investments held by trustee Total assets General Transportation Measure A Measure A Uniform Local State Western Coachella Mitigation Transportation Transit County Valley Fee Fund Assistance SB 132 $ 11,916,022 $ 231,538,907 $ 62,479,495 $ 114,495,567 $ 78,068,171 $ 114,930,075 $ 5,043,157 66,470,800 8,053,131 6,471,044 19,845,188 6,041,230 44,924,155 39,714 10,783,060 136,038 716,879 148,949 1,920,138 142,164 6,000,000 - 2,964,826 280,148 159,113 156,738 360,000 17,200 276,790 5,883 13,934 $ 27,917,991 $ 309,611,550 $ 70,823,739 $ 121,405,872 $ 98,447,297 $ 121,248,095 $ 44,943,972 Liabilities, deferred inflows of resources, and fund balances Liabilities Accounts payable $ 1,488,356 $ 43,223,078 $ 6,619,584 $ 3,587,650 $ 258,994 $ 1,493,611 $ 37,464,418 Due to other funds 367,586 1,793,673 631,019 279,687 1,080,000 42,100 7,450,808 Advances from other funds - - - Other liabilities 199,758 814,990 1,427 - Total liabilities 2,055,700 45,831,741 7,250,603 3,868,764 1,338,994 1,535,711 44,915,226 Deferred inflows of resources - unavailable revenue Fund balances Nonspendable-prepaid amounts Restricted for Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Debt service Highways Local streets and roads Motorist assistance Planning and programming Regional arterials Transit and specialized transportation Assigned General government Unassigned Total fund balances Total liabilities and fund balances See notes to basic financial statements 136,038 2,964,826 53,511,289 - 16,013,093 19,951,262 42,033,222 139,032,421 61,867,976 - 2 2,507,188 - - 53,566,510 - 64,025,819 10,169,737 1,705,158 88,787,841 119,712,384 3,267,803 17,200 8,303,262 28,746 25,862,291 263,779,809 63,573,136 117,537,108 97,108,303 119,712,384 28,746 $ 27,917,991 $ 309,611,550 $ 70,823,739 $ 121,405,872 $ 98,447,297 $ 121,248,095 $ 44,943,972 20 66 Riverside County Transportation Commission Balance Sheet - Governmental Funds, Continued June 30, 2020 Major Funds Capital Projects Other Nonmajor Commercial Debt Governmental Paper Bonds Service Funds Total Assets Cash and investments Receivables Accounts Advances Interest Due from other funds Advances to other funds Prepaid expenditures and other assets Restricted investments held by trustee Total assets Liabilities, deferred inflows of resources, and fund balances Liabilities Accounts payable Due to other funds Advances from other funds Other liabilities Total liabilities Deferred inflows of resources - unavailable revenue Fund balances Nonspendable-prepaid amounts Restricted for Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Debt service Highways Local streets and roads Motorist assistance Planning and programming Regional arterials Transit and specialized transportation Assigned General government Unassigned Total fund balances Total liabilities and fund balances See notes to basic financial statements $ 451,790 $ 9,100,258 $ 4,960,148 $ 20,482,306 $ 648,422,739 18,259,767 2,896,554 3,273 177,169 434,145 67,894 64,139,818 1,408,604 11,138 6,823,194 3,975,338 162,232,647 21,156,321 46,263 1,862,944 13,880,448 6,000,000 51,927 3,169,991 70,963,012 $ 19,148,975 $ 76,381,693 $ 13,203,084 $ 24,555,834 $ 927,688,102 $ $ - $ 733,665 $ 94,869,356 - 1,550,768 105,823 13,301,464 - 6,000,000 - 6,000,000 441,381 272,462 796,204 2,526,222 441,381 6,272,462 1,550,768 1,635,692 116,697,042 584,429 80,450 664,879 51,927 3,169,991 8,303,262 53,511,289 16,013,093 2,902,126 64,886,610 11,652,316 11,652,316 18,123,165 70,028,781 - - 289,081,089 411 413 10,908,298 10,908,298 2,507,188 117,592,329 9,087,946 229,463,066 3,267,803 (30,566) (30,566) 18,123,165 70,028,781 11,652,316 22,920,142 810,326,181 $ 19,148,975 $ 76,381,693 $ 13,203,084 $ 24,555,834 $ 927,688,102 21 67 Riverside County Transportation Commission Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position June 30, 2020 Total fund balances - Governmental funds page 21 $ 810,326,181 Amounts reported for governmental activities in the statement of net position page 18 are different because: Amounts due from other governments are not an available resource and therefore, are not reported in the funds. 233,847 Deferred outflows of pension resources are not available to pay for current -period expenditures and, therefore, are not reported in the funds. 10,947,106 Deferred inflows of pension resources are not due and payable in the current period and, therefore, are not reported in the funds. (401,790) Deferred outflows of other post -employment benefits resources are not available to pay for current -period expenditures and, therefore, are not reported in the funds. 523,244 Deferred inflows of other post -employment benefits resources are not due and payable in the current period and, therefore, are not reported in the funds. (484,417) Capital assets, less related accumulated depreciation, used in governmental activities are not financial resources and therefore are not reported in the funds. 912,650,581 Other long-term assets are not available to pay for current period expenditures and, therefore, are reported as unearned revenue in the funds. 664,881 Interest payable on bonds outstanding is not due and payable in the current period and therefore is not reported in the funds. (3,717,670) Net other post -employment asset is not reported in the funds. 531,564 Long-term liabilities are not due and payable in the current period and therefore are not reported in the funds. Those liabilities consist of: Net pension liability (8,247,217) Compensated absences (1,171,479) Capital lease obligation (41,821) Sales tax bonds payable (805,810,000) TIFIA loan (128,092,018) Loss on refunding of sales tax bonds 34,333,948 Premium on sales tax revenue bonds payable (105,436,727) Net adjustment (1,014,465,314) Net position of governmental activities page 18 $ 716,808,213 See notes to basic financial statements 23 69 Riverside County Transportation Commission Statement of Revenues, Expenditures and Changes in Fund Balances - Governmental Funds Year Ended June 30, 2020 Major Funds Special Revenue Revenues Sales taxes Transportation Uniform Mitigation Fee Intergovernmental Investment income Other Total revenues Expenditures Current: General government Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Highways Local streets and roads Motorist assistance Planning and programming Regional arterials Transit and specialized transportation Total programs Debt service: Principal Interest Total debt service Capital outlay Total expenditures Excess (deficiency) of revenues over (under) expenditures Other financing sources (uses): Debt issuance Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year See notes to basic financial statements Measure A Measure A Western Coachella General County Valley Transportation Uniform Mitigation Fee $ $ 152,356,159 $ 41,832,334 $ - - 23,257,905 5,338,528 53,356,973 527,029 285,148 4,159,573 1,108,859 2,120,529 876,745 1,197,392 25,212 6,500,421 211,070,097 42,941,193 25,930,675 23,118,132 7,192,725 1,051,348 31,362,205 8,683 7,079 534,338 215 3,938,474 16,744,864 194,736,575 43,985,055 4,939,979 6,145,842 271,025,342 14,793,955 14,642,656 Local State Transportation Transit Fund Assistance SB 132 $ 100,283,641 $ 23,910,447 $ 498 77,527,098 1,167,823 2,073,193 31,818 101,451,464 25,984,138 77,558,916 12,000 1,367,800 11,104,593 7,119,421 817,000 76,424,673 6,484,084 72,016,819 13,291,165 35,920,695 18,224,014 74,213,619 13,291,165 76,424,673 15,762 3,536,042 31,377,967 274,561,384 35,920,695 18,224,014 74,213,619 13,291,165 76,424,673 (24,877,546) (63,491,287) 7,020,498 7,706,661 27,237,845 12,692,973 1,134,243 - 111,301,868 21,682,561 24,978,397 142,164 177,115 166,859 (66,993) (62,934,771) (21,670,895) (450,000) - 21,615,568 73,345,494 142,164 177,115 (21,670,895) (450,000) 166,859 (3,261,978) 9,854,207 7,162,662 7,883,776 5,566,950 12,242,973 1,301,102 29,124,269 253,925,602 56,410,474 109,653,332 91,541,353 107,469,411 (1,272,356) $ 25,862,291 $ 263,779,809 $ 63,573,136 $ 117,537,108 $ 97,108,303 $ 119,712,384 $ 28,746 24 70 Riverside County Transportation Commission Statement of Revenues, Expenditures and Changes in Fund Balances - Governmental Funds Year Ended June 30, 2020 Major Funds Capital Projects Commercial Paper Bonds Other Nonmajor Debt Governmental Service Funds Total Revenues Sales taxes $ - $ $ - $ 4,733,894 $ 323,116,475 Transportation Uniform Mitigation Fee 23,257,905 Intergovernmental - 2,811,688 6,342,438 145,904,252 Investment income 1,231,115 1,815,206 268,946 332,700 14,594,910 Other 90 184,555 2,283,994 Total revenues 1,231,115 1,815,206 3,080,724 11,593,587 509,157,536 Expenditures Current: General government 546,338 Bicycle and pedestrian facilities 1,367,800 CETAP 11,104,808 Commuter assistance - - 3,938,474 Commuter rail 1,206,698 41,069,694 Highways 285,955,203 Local streets and roads 847,983 59,475,694 Motorist assistance 4,934,056 4,934,056 Planning and programming 818,478 8,828,203 Regional arterials 12,059,400 Transit and specialized transportation 787,947 99,777,205 Total programs 8,595,162 529,056,875 Debt service: Principal - 27,245,000 27,253,683 Interest 211,804 42,292,488 42,511,371 Total debt service 211,804 69,537,488 69,765,054 Capital outlay - - 3,536,042 Total expenditures 211,804 69,537,488 8,595,162 602,357,971 Excess (deficiency) of revenues over (under) expenditures 1,231,115 1,603,402 (66,456,764) 2,998,425 (93,200,435) Other financing sources (uses): Debt issuance - 111,301,868 Transfers in 69,625,783 2,869,442 119,642,321 Transfers out (6,199,609) (20,136,426) (2,953,852) (3,219,100) (117,631,646) Total other financing sources (uses) (6,199,609) (20,136,426) 66,671,931 (349,658) 113,312,543 Net change in fund balances (4,968,494) (18,533,024) 215,167 2,648,767 20,112,108 Fund balances at beginning of year 23,091,659 88,561,805 11,437,149 20,271,375 790,214,073 Fund balances at end of year $ 18,123,165 $ 70,028,781 $ 11,652,316 $ 22,920,142 $ 810,326,181 See notes to basic financial statements 25 71 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities Year Ended June 30, 2020 Net change in fund balances - Total governmental funds page 25 Amounts reported for governmental activities in the statement of activities page 19 are different because: Govemmental funds report capital outlays as expenditures. However, in the statement of activities, the cost of those assets is allocated over its estimated useful lives and reported as depreciation expense. The adjustment combines the net changes of the following amounts: Capital outlay Net loss on sale of assets Depreciation expense Net adjustments $ 20,112,108 161,733,607 (24,794) (12,814,455) 148,894,358 Revenues in the statement of activities that do not provide current financial resources are not reported as revenues in the funds. (56,752) The issuance of long-term debt (e.g., bonds) provides current financial resources to governmental funds, while the repayment of the principal of long- term debt consumes the current financial resources of governmental funds. Neither transaction, however, has any effect on net position. Also, governmental funds report the effect of premiums, discounts, and similar items when debt is first issued, whereas these amounts are deferred and amortized in the statement of activities. The adjustment combines the net changes of the following amounts: Principal payments for sales tax revenue refunding bonds 4,680,000 Principal payment for sales tax revenue bonds 22,565,000 TIFIA loan proceeds (111,301,868) Change in TIFIA loan accrued interest (1,668,411) Amortization of sales tax revenue bonds premium 11,511,679 Amortization of loss on 2017B Refunding Bonds (1,807,050) Capital lease payments 8,683 Change in accrued interest (157,996) Change in Multi -Species Habitat Conservation Plan funding liability 3,000,000 Net pension liability (443,851) Pension change in deferred outflows of resources 7,643,822 Pension change in deferred inflows of resources 56,726 Net other post -employment benefits asset 494,142 Other post -employment benefits change in deferred outflows of resources (204,617) Other post -employment benefits change in deferred inflows of resources (319,760) Net adjustments (65,943,501) Some expenses reported in the statement of activities do not require the use of current financial resources and therefore are not reported as expenditures in governmental funds. The adjustment combines the net changes of the compensated absences. (340,229) Change in net position of governmental activities page 19 $ 102,665,984 See notes to basic financial statements 27 73 Riverside County Transportation Commission Statement of Net Position Proprietary Fund June 30, 2020 RCTC 91 Express Lanes Enterprise Fund Assets Current assets: Cash and investments $ 60,767,378 Receivables Accounts 626,837 Interest 395,472 Due from Commmission funds 6,084 Prepaid expenses 167,237 Total current assets 61,963,008 Noncurrent assets: Restricted investments held by trustee 81,168,497 Other post -employment benefits assets 43,436 Capital assets, net: Nondepreciable 29,215,720 Depreciable and amortizable 246,351,004 Total noncurrent assets 356,778,657 Total assets 418,741,665 Deferred outflows of resources Pension benefits Other post -employment benefits Total deferred outflows of resources Total assets and deferred outflows of resources 894,523 42,756 937,279 419,678,944 Liabilities Current liabilities: Accounts payable 1,562,418 Interest payable 1,976,606 Due to Commission funds 585,068 Other liabilities 434 Compensated absences liability 14,535 Total current liabilities 4,139,061 Noncurrent liabilities: Net pension liabilities 673,906 Compensated absences liability 38,486 Bonds payable - due in more than one year 690,987,132 Total noncurrent liabilities 691,699,524 Total liabilities 695,838,585 Deferred inflows of resources Pension benefits Other -post employment benefits Total deferred inflows of resources 32,832 39,583 72,415 Total liabilities and deferred inflows of resources 695,911,000 Net position Net investment (deficit) in capital assets (320,213,988) Restricted for toll operations 43,981,932 Total net position (deficit) $ (276,232,056) See notes to basic financial statements 28 74 Riverside County Transportation Commission Statement of Revenues, Expenses and Changes in Fund Net Position Proprietary Fund For the Year Ended June 30, 2020 RCTC 91 Express Lanes Enterprise Fund Operating revenues Tolls, penalties, and fees $ 56,440,369 Operating expenses Management and operational services 10,288,241 Administrative overhead 912,800 Other operating expenses 960,208 Professional services 1,341,747 General and administrative expenses 249,768 Depreciation and amortization 10,784,109 Total operating expenses 24,536,873 Operating income 31,903,496 Nonoperating revenues (expenses) Investment earnings 3,896,708 Interest expense (28,855,679) Loss on sale of capital assets (6,569,606) Total nonoperating revenues (expenses) (31,528,577) Income before transfers 374,919 Transfers out to governmental funds (2,010,675) Total Transfers (2,010,675) Change in net position Net position (deficit) at beginning of year Net position (deficit) at end of year See notes to basic financial statements (1,635,756) (274,596,300) $ (276,232,056) 29 75 Riverside County Transportation Commission Statement of Cash Flows Proprietary Fund For the Year Ended June 30, 2020 RCTC 91 Express Lanes Enterprise Fund Cash flows from operating activities Receipts from customers and users Payments to vendors Payments to employees Payments for RCTC interfund services used Reimbursements received for shared costs Net cash provided by operating activities Cash flows from noncapital financing activities Transfers of surplus funds to governmental activities Net cash used for noncapital financing activities 56,666,151 (12,049,889) (733,014) (1,531,184) 452,808 42,804,872 (3,083,067) (3,083,067) Cash flows from capital and related financing activities Interest paid on long-term debt (7,119,938) Reimbursements from other government for acquisition of capital assets 862,000 Proceeds from sale of capital assets 2,943,152 Net cash used for capital and related financing activities (3,314,786) Cash flows from investing activities Interest received Net cash provided by investing activities 3,819,795 3,819,795 Net increase in cash and cash equivalents 40,226,814 Cash and cash equivalents at beginning of year 101,488,556 Cash and cash equivalents at end of year Reconciliation of cash and cash equivalents to statement of net position Cash and investments Less: fair value adjustment $ 141,715,370 60,767,378 (220,505) 60,546,873 Restricted cash and investments 81,168,497 Total cash and cash equivalents See notes to basic financial statements $ 141,715,370 30 76 Riverside County Transportation Commission Statement of Cash Flows, Continued Proprietary Fund For the Year Ended June 30, 2020 RCTC 91 Express Lanes Enterprise Fund Reconciliation of operating income (loss) to net cash provided by (used for) operating activities Operating income $ 31,903,496 Adjustments to reconcile operating income to net cash provided by (used for) operating activities Depreciation and amortization expense 10,784,109 (Increase) Decrease in other receivables, net 675,739 (Increase) Decrease due in from other funds (6,084) (Increase) Decrease in prepaid assets 34,065 Increase (Decrease) in pension and other -post employment benefits liabilities, net of deferred items (534,597) Increase (Decrease) in accounts payable 628,696 Increase (Decrease) in due to other funds (681,180) Increase (Decrease) in deposits payable (96) Increase (Decrease) in compensated absences liability (1,829) Increase (Decrease) in other liabilities 2,553 Total adjustments 10,901,376 Net cash provided by operating activities $ 42,804,872 Noncash capital, financing and investing activities Amortization of bond discount Accreted and compounded interest Net increase in the fair value of investments See notes to basic financial statements $ 73,073 21,619,488 125,702 31 77 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies Reporting entity: The Riverside County Transportation Commission (Commission) was formed in 1976 under Division 12 (commencing with Section 130000) of the California Public Utilities Code (PUC).The Commission is a special district governed by a 34 -member board of commissioners (Board) consisting of one representative from each city in the county, all five county supervisors, and one nonvoting state representative. The Commission provides short-range transportation planning and programming for Riverside County (County), which includes the administration of the Local Transportation Fund (LTF) and the State Transit Assistance (STA) programs created under the Transportation DevelopmentAct(TDA) by the State of California (State). The LTF is administered by the Commission on behalf of the County. The purpose of this program is to allocate funds for public transportation needs, local streets and roads, bicycle and pedestrian facilities, and multimodal transportation terminals. The STA program allocates funds for public transportation purposes to those geographic areas with special public transportation needs, which cannot be met otherwise. On November 8, 1988, the Commission was empowered by the voters of the County, under Ordinance No. 88-1 (1989 Measure A), to collect a one-half of one percent sales tax for the purpose of improving the transportation system of the County. Measure A was enacted, in part, pursuant to the provisions of Division 25 (commencing with Section 240000) of the California Public Utilities Code and Section 7252.22 of the Revenue and Taxation Code. On November 12, 2002 Riverside County's voters approved a 30 -year renewal of Measure A under Ordinance No. 02 001 (2009 Measure A). The voter action ensured the replacement of the 1989 Measure A program when it expired in 2009 with a new 30 -year program that continues funding transportation improvements until June 2039. In connection with the 2009 Measure A program, the County and cities in the Western County area implemented a Transportation Uniform Mitigation Fee (TUMF) program to fund a regional arterial system to handle the traffic demands in the Western Riverside County (Western County) area as a result of future development. Under the 2009 Measure A program, the Commission shall receive the first $400 million of TUMF revenues to fund the regional arterial projects and new Community Environmental Transportation Acceptability Process (CETAP) corridors included in the 2009 Measure ATransportation Improvement Plan. Under the Memorandum of Understanding (MOU), the majority of net revenues are allocated in equal amounts to the Commission for regional arterial projects and to Western Riverside Council of Governments (WRCOG) for local arterial projects; a small percentage is allocated for public transit. In September 2008, the Commission approved an amendment to the MOU whereby the $400 million cap was lifted and the Commission will continue to receive its share of TUMF revenues indefinitely. In August 2008, the State amended the Commission's authority under the PUC to include authorization to set, levy and collect tolls, user fees, or other similar charges, payable for use of the toll lanes and other facilities on the portion of State Highway Route 91 (SR -91) between the Orange County and Riverside County line to the west and Interstate 15 (1-15) to the east and to issue bonds or other obligations payable from the proceeds of such tolls and other revenues that are pledged. In March 2017, the Commission achieved substantial completion of the SR -91 corridor improvement project (91 Project) and opened the RCTC 91 Express Lanes. In September 2008, the State amended the Commission's authority under the State's Streets and Highways Code (Sections 149.7 through 149.8) to include authorization to set, levy and collect tolls, user fees, or other similar charges, payable for use of high -occupancy toll lanes and other facilities in the 1-15 corridor in Riverside County and to issue bonds or other obligations payable from the proceeds of such tolls and other revenues that are pledged. The Commission commenced the design -build phase of the 1-15 Express Lanes project in 2017 and anticipates substantial completion and opening of the 15 Express Lanes in December 2020. 32 78 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Accounting principles generally accepted in the United States require that the reporting entity include the primary government, organizations for which the primary government is financially accountable, and other organizations for which the nature and significance of their relationship with the primary government are such that exclusion would cause the reporting entity's financial statements to be misleading or incomplete. The basic financial statements include all funds of the Commission including those of the Service Authority for Freeway Emergencies (SAFE), a component unit, for which the Commission is considered financially accountable. SAFE was created under Chapter 14 (commencing with Section 2550) of Division 3 of the California Streets and Highways Code and Sections 2421.5 and 9250.1 of the Vehicle Code. SAFE receives monies from fees levied on registered vehicles to be used to implement and maintain an emergency motorist aid system, as specified, on portions of the California Freeway and Expressway System in the County. The governing body of SAFE is substantially identical to that of the Commission, and management of the Commission has operational responsibility for SAFE. SAFE is presented as a special revenue fund. Separate financial statements are not issued for SAFE. There are many other governmental agencies, including the County of Riverside, providing services within the area served by the Commission. These other governmental agencies have independently elected governing boards and consequently are not under the direction of the Commission. Financial information for these agencies is not included in the accompanying financial statements. Basis of presentation: The Commission's basic financial statements consist of government -wide financial statements, including a statement of net position and a statement of activities, and fund financial statements which provide a more detailed level of financial information. Government -wide statements: The statement of net position and the statement of activities report information on all of the activities of the Commission. The effect of interfund activity has been removed from these statements; however, interfund services provided and used are not eliminated in consolidation. These statements report governmental activities, which normally are supported by taxes and intergovernmental revenues, and are reported separately from business -type activities, which rely to a significant extent on charges and fees for services. The statement of activities demonstrates the degree to which the program expenses of a given function are offset by program revenues. Program expenses include direct expenses, which are clearly identifiable with a specific function, and allocated indirect expenses. Program revenues include 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function. Taxes and other internally dedicated resources, which are properly not included among program revenues, are reported instead as general revenues. Fund financial statements: The fund financial statements provide information about the Commission's governmental and proprietary funds; the Commission has no fiduciary funds. The emphasis of fund financial statements is on major governmental and proprietary funds, each displayed in a separate column. The Commission has categorized the Commercial Paper Capital Projects fund and Debt Service fund as major funds for public interest reasons. The Commission believes that these judgmentally determined major funds are particularly important to the financial statement users. All remaining governmental funds not reported as major funds are aggregated and reported as nonmajorfunds. 33 79 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued The Commission reports the following major governmental funds: General Fund: The General Fund is the general operating fund of the Commission and accounts for financial resources not required to be accounted for in another fund. Measure A Western County Special Revenue Fund: This fund accounts for the revenues from sales taxes which are restricted to expenditures for 1989 Measure A and 2009 Measure AWestern County programs. Measure A Coachella Valley Special Revenue Fund: This fund accounts for the revenues from sales taxes which are restricted to expenditures for 2009 Measure A Coachella Valley programs. Transportation Uniform Mitigation Fee Special Revenue Fund: This fund accounts for TUMF revenues, which are restricted to expenditures for Western County regional arterial and CETAP projects. Local Transportation Fund: This special revenue fund accounts for the one -quarter percent of the state sales tax collected within the County underTDAfor planning and programming, bicycle and pedestrian facilities, and transit operations including the Commission's commuter rail operations. State Transit Assistance Special Revenue Fund: This fund is used to account for revenues from sales taxes on diesel fuel restricted for transit projects. SB 132 Special Revenue Fund: This fund is used to account for program revenues allocated by the State for the Riverside County Transportation Efficiency Corridor. The program comprises five projects in northwest Riverside County. Commercial Paper Capital Projects Fund: This fund records proceeds from the issuance of commercial paper notes and the use of these proceeds for capital projects included in the 2009 Measure A. Bonds Capital Projects Fund: This fund records proceeds from the issuance of sales tax and toll revenue bonds and the use of these proceeds for capital projects included in the 2009 Measure A. Debt Service Fund: This fund accounts for the resources accumulated and payments made for principal and interest on the sales tax and toll revenue bonds. The Commission reports the following major proprietary fund: RCTC 91 Express Lanes Enterprise fund: This fund accounts for toll and non -toll revenues earned on the RCTC 91 Express lanes that extend on SR -91 from the Riverside/Orange County line to 1-15. These revenues are restricted to pay operations and maintenance costs, repair and rehabilitation costs, debt service, and other in accordance with the toll bond indenture. Measurement focus and basis of accounting: The government -wide financial statements and proprietary fund financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. Revenues are recorded when earned, and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Toll revenues are recognized when customers utilize the toll road facility and payment is collected. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. 34 80 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred; however, principal and interest expenditures on long-term debt as well as compensated absences and claims and judgments are recorded only when payment is due. Issuance of long-term debt and acquisitions under capital leases are reported as other financing sources. Those revenues susceptible to accrual include sales taxes collected and held by the State at year-end on behalf of the Commission, TUMF, intergovernmental revenues when all applicable eligibility requirements have been met, interest revenue, and vehicle registration user fees, and charges for services. Proprietaryfunds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services in connection with a proprietary funds principal and ongoing operations. The principal operating revenues of the Commission's proprietary fund are charges for services. Operating expenses for the proprietary fund include the cost of services, administrative expenses, and depreciation and amortization on capital and intangible assets. All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. Violations: Violations of the RCTC 91 Express Lanes that the Commission anticipates to collect consist of uncollected violation tolls and penalties. Unpaid violations of $75,593,997 as of June 30, 2020 are not recognized as revenue until payment is received. Unpaid violations remain recorded for a period of four years in accordance with the statute of limitations, at which time, they will be deemed uncollectible. Cash and investments: The Commission maintains cash and investments in accordance with an investment policy adopted initially by the Board in September 1995, and most recently amended in March 2019. The investment policy complies with, or is more restrictive than, applicable state statutes. This investment policy requires the Commission's investment program to meet three criteria in the order of their importance: safety, liquidity, and return on investments. Investments of bond and commercial paper proceeds as permitted by the applicable debt documents are maintained by U.S. Bank, as trustee or custodial bank, and the earnings for each bond and commercial paper issue are accounted for separately. Cash from other Commission revenue sources is commingled for investment purposes, with investment earnings allocated to the different funds based on average monthly dollar balances in the funds. The Commission's investment policy is summarized in the table below; investments held by bond trustees are governed by the provisions of the Commission's bond indentures. Other investments permitted by the California Government Code (Code) are permitted but only with prior Board authorization; securities that could result in zero interest accrual if held to maturity are ineligible. 35 81 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Authorized Investment Type Maximum Effective Maturity Maximum Percentage of Portfolio Maximum Investment in One Issuer Minimum Ratings United States (U.S.)Treasury obligations Federal agency securities State/Municipal obligations Mortgage and asset -backed securities Repurchase agreements U.S. corporate debt Commercial paper notes Banker's acceptances Money market mutual funds Riverside County Pooled Investment Fund (RCPIF) Local Agency Investment Fund (LAIF) Negotiable certificates of deposit Federally insured certificates of deposit Collateralized certificates of deposit Time deposits 5 years 5 years 5 years 5 years 30 days 5 years 270 days 180 days Not applicable Not applicable Not applicable 1 year 1 year 1 year 5 years None None 25% 10% None 25% 25% 40% 20% None N/A 30% 20% 15% None None None 10% 10% 10% 10% 10% 30% 10% Set by RCPIF Set by LAIF 10% 10% 10% 10% Not applicable Not applicable A1/A+ A3/A-/A- A A1/A+ A Not applicable Not applicable Not applicable Not applicable P -1/A -1/F-1 Not applicable Not applicable Not applicable LAIF is regulated by Code Section 16429 and is under the management of the State Treasurer with oversight provided by the Local Agency Investment Advisory Board. There is a $65 million deposit limit on regular LAIF accounts. Oversight of the RCPIF is conducted by the County Treasury Oversight Committee. All investments, except for those related to bond reserve funds, are subject to a maximum maturity of five years unless specific direction to exceed the limit is given by the Board. LTF moneys are legally required to be deposited in the RCPIF. The RCPIF and the LAIF are carried at fair value, or the value of each participating dollar as provided by the RCPIF and LAIF, respectively. The fair value of the Commission's position in the RCPIF and LAIF is the same as the value of the pool shares. The pooled funds are not subject to Level 1, 2, or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board (GASB) Statement No. 72, Fair Value Measurement and Application. Investments in U.S.Treasury, federal agency, mortgage and asset -backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. Bank balances are secured by the pledging of a pool of eligible securities to collateralize the Commission's deposits with the bank in accordance with the Code. Cash and cash equivalents: For the purposes of the statement of cash flows, the Commission considers all short-term investments with an initial maturity of three months or less to be cash equivalents. All deposits, commercial paper, money market funds, certificates of deposit, and the share of RCIPF represent cash and cash equivalents for cash flow purposes. Accounts receivable: Accounts receivable consist primarily of Measure A and LTF sales tax revenues from the California Department of Tax and Fee Administration on all taxable sales within the County of Riverside, California through June 30, 2020. Interfund transactions: During the course of operations, numerous transactions occur between individual funds involving goods provided or services rendered. There are also transfers of revenues from funds authorized to receive the revenue to funds authorized to expend it. Outstanding interfund balances are 36 82 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued reported as due from/to other funds; internal financing balances are reported as advances to/from other funds. Any residual balances outstanding between the governmental activities and business -type activities are reported in the government wide financial statements as "internal balances". Prepaid expenditures/expenses and other assets: Certain payments to vendors and condemnation payments with the State, which are related primarily to the 91 Project, reflect costs applicable to future accounting periods and are recorded as prepaid expenditures/expenses using the consumption method in both the government -wide and fund financial statements. Restricted investments held by trustee: Restricted investments held by trustee represent unexpended bond proceeds, interest earnings thereon, and capitalized interest and reserve amounts for bonds. Under the related bond resolutions and indentures, any remaining bond proceeds are restricted for the use of future construction improvements to the respective projects, for debt service, or for reserve requirements in accordance with applicable debt covenants. Capital assets: Capital assets consisting of land and land improvements; construction in progress; construction and rail easements; buildings; rail stations; rail tracks; office improvements; office furniture, equipment, and vehicles; development in progress; toll infrastructure; intangible assets, including a toll facility franchise; and transponders are reported in applicable governmental or business -type activities in the government -wide financial statements. Capital assets are defined by the Commission as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of three years and are primarily included within the function of current expenditures in the governmental fund financial statements. Such assets are recorded at historical costs or estimated historical costs if purchased or constructed. Donated capital assets are recorded at acquisition value at the date of donation. Highway construction and certain purchases of right of way property, for which title vests with the California Department of Transportation (Caltrans), are included in highway program expenditures. Infrastructure consisting primarily of highway construction and right of way acquisition is generally not recorded as a capital asset, because the Commission does not have title to such assets or rights of way. However, costs related to the development of tolled express lanes are recorded as land and land improvements and construction in progress. The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend the life of the asset are not capitalized. Rail stations, rail tracks, temporary construction easements, buildings, office improvements, furniture and equipment, vehicles, toll infrastructure, intangible assets, and transponders are depreciated and amortized using the straight-line method over the following estimated useful lives: Asset Type Useful Life Rail stations Rail tracks Temporary construction easements Buildings Office improvements Furniture and equipment Vehicles Toll facility franchise Toll infrastructure Transponders 10 to 30 years 30 years 1 to 3 years 10 to 20 years 7 to 10 years 3 to 5 years 5 years 50 years 5 to 10 years 5 years 37 83 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Project costs that have been incurred for the tolled express lanes projects, consisting of the 91 Project and the 1-15 Express Lanes project, and are expected to remain the Commission's assets, are capitalized upon completion as intangible assets that will be amortized over the life of the toll facility franchise with Caltrans. These capitalizable costs have been accumulated in the capital assets as land and land improvements and construction in progress. The costs of the tolled express lanes projects that are not capitalized are expensed as incurred based on management's estimation which is generally based upon the allocation of Measure A and other funding sources, including toll -supported debt. As of June 30, 2020, the estimated project costs incurred but not capitalized related to the 91 Project is primarily right of way, or approximately $113.5 million. All costs related to the 1-15 Express Lanes project are considered capitalizable. In May 2012 the Commission entered into a toll facility agreement with Caltrans and obtained authority to toll the State Route (SR) 91 from the Orange/Riverside County line to 1-15. The Commission's 91 Project included the RCTC 91 Express Lanes, which opened on March 20, 2017. The toll facility is amortized over the remaining life of the toll facility agreement through March 2067. Compensated absences: Vacation hours accumulated and not taken at year-end is reported as a long-term liability in the government -wide and proprietary fund financial statements. Sick leave is recorded as an expenditure or expense when taken by the employee. Employees with continuous five years of service have the option of being paid for sick leave accumulated in excess of 240 hours at a rate of 50% (i.e., one hour's pay for every two hours in excess of 240). Any sick leave in excess of 240 hours is accrued at fiscal year-end, and a liability is reported in the government -wide and proprietary fund financial statements. Sick leave that is due and payable at year-end is reported as an expenditure and a fund liability of the General fund. Pensions: For purposes of measuring the net pension liability and deferred outflows/inflows of resources related to pensions and pension expense, information about the fiduciary net position of the Commission's California Public Employees' Retirement System (CaIPERS) plans (Plans) and additions to/deduction from Plans' fiduciary net position have been determined on the same basis as they are reported by CaIPERS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with benefit terms. Investments are reported at fair value. Post -employment Benefits Other Than Pensions: For purposes of measuring the net other post -employment benefits (OPEB) asset, deferred outflows/inflows of resources related to the OPEB asset and OPEB expense, information about the fiduciary net position of the Commission's OPEB plan, and additions to/deductions from the OPEB fiduciary net position have been determined on the same basis as they are reported by California Employers' Retiree Benefit Trust (CERBT) administered by CaIPERS. For this purpose, benefit payments are recognized when due and payable in accordance with benefit terms. Investments are reported at fair value, except for money markets and participating interest -earning investment contracts that have a maturity at the time of purchase of one year or less, which is reported at cost. Risk management: The Commission is exposed to various risks of loss related to workers' compensation; torts; theft of, damage to, or destruction of assets; and errors or omissions. The Commission protects itself against such losses by a balanced program of risk retention, risk transfers, and the purchase of commercial insurance. Loss exposures retained by the Commission are treated as normal expenditures and include any loss contingency not covered by the Commission's purchased insurance policies. Construction projects and rail properties are protected through a combination of commercial insurance, insurance required of Commission consultants, and a self-insurance fund established by the Southern California Regional Rail Authority (SCRRA). Settled claims have not exceeded insurance coverage in any of the past three fiscal years. The RCTC 91 Express Lanes Enterprise fund has purchased commercial property insurance, including business interruption, earthquake and flood coverage related to the RCTC 91 Express Lanes. 38 84 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Deferred outflows of resources: In addition to assets, the statement of net position reports a separate section for deferred outflows of resources.This separate financial statement element represents a consumption of net position that applies to a future period and will not be recognized as an outflow of resources, or expenditure, until then. The Commission has eight items - loss on refunding of bonds, changes in pension assumptions, pension contributions subsequent to measurement date, differences between expected and actual pension experiences, differences between Commission's pension contributions and the proportionate share of pension contributions, pension changes in Commission's proportion, changes in OPEB assumptions, and OPEB contributions subsequent to measurement date - which qualify for reporting in this category in the applicable column for governmental and business -type activities on the statement of net position. Deferred inflows of resources: In addition to liabilities, the statement of net position reports a separate section for deferred inflows of resources. This separate financial statement element represents an acquisition of net position that applies to a future period and will not be recognized as an inflow of resources, or revenue, until then. The Commission has six items - changes in pension assumptions, pension changes in Commission's proportion, differences between expected and actual pension experiences, net differences between projected and actual earnings on pension plan investment, differences between expected and actual OPEB experiences, and net differences between projected and actual earnings on OPEB plan investments - which qualify for reporting in this category in the applicable governmental and business -type activities on the statement of net position. At the fund level, the Commission has deferred inflows of resources related to interest earned but not available. Fund equity: In the fund financial statements, the governmental funds report fund balances in various categories based on the nature of any limitations requiring the use of the resources for specific purposes: Nonspendable fund balances cannot be spent, because they are in nonspendable form such as prepaid expenditures or are required to be maintained intact. Restricted fund balances are restricted for specific purposes by third parties or enabling legislation. Committed fund balances include amounts that can be used only for specific purposes determined by adoption of a resolution of the Board. These committed amounts cannot be used for any other purpose unless the Commission removes or changes the specified use through the same type of formal action taken to establish the commitment. Assigned fund balances comprise amounts intended to be used bythe Commission for specific purposes but are not restricted or committed. The Board delegates the authority to assign amounts to be used for specific purposes to the Chief Financial Officer. Assignments generally only exist temporarily; an additional action does not have to be taken for the removal of an assignment. Unassigned fund balance is residual positive net resources of the General Fund in excess of what can properly be classified in one of the other four categories. In all other governmental funds, it is the negative residual fund balance of any other governmental fund that cannot be eliminated by offsetting assigned fund balance amounts. When both restricted and unrestricted resources are available for an incurred expenditure, it is the Commission's policy to spend restricted resources first and then unrestricted resources, as necessary. When unrestricted resources are available for an incurred expenditure, it is the Commission's policy to use committed amounts first, followed by assigned amounts, and then unassigned amounts. In June 2012, the Commission adopted a resolution to establish a policy on reporting and classifying fund balance in the General fund. 39 85 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 1. Summary of Significant Accounting Policies, Continued Net position (deficit): In the government -wide and proprietary fund financial statements, net position (deficit) represents the difference between assets and deferred outflows of resources and liabilities and deferred inflows and is classified into three categories: Net investment (deficit) in capital assets consists of capital assets, net of accumulated depreciation and amortization, reduced by the outstanding balances of any borrowings used for the acquisition, construction, or improvement of those assets and excludes unspent debt proceeds. Restricted —net position represents restricted assets less liabilities and deferred inflows of resources related to those assets. Restricted assets are recorded when there are limitations imposed by creditors (such as through debt covenants), contributions, or laws and regulations of other governments or constraints imposed by law through constitutional provisions or through enabling legislation. Unrestricted —(deficit) represents the amount of unrestricted resources that will need to be provided for in future periods. When both restricted and unrestricted resources are available for use, it is the Commission's policy to use restricted —net position resources first and then unrestricted —net position resources, as they are needed. Administration expenditures: The Commission's staff and resources are used in the performance of its responsibilities relating to the activities of the Commission and its component unit. Accordingly, the Commission allocates salaries and benefits to each applicable fund on the basis of actual hours spent by activity, and other indirect overhead is allocated based on a systematic basis. Administrative salaries and benefits, net of administrative cost allocations of $1,821,582 allocated to Measure A in 2020 were less than 1% of revenues and in compliance with the law. Use of estimates: The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures during the reporting period. As such, actual results could differ from those estimates. Note 2. Cash and Investments Cash and investments at June 30, 2020 consist of the following: Cash Un restricted Restricted Investments Total Investments Total Cash in bank Petty cash RCPIF Operations pooled investments LAIF Investments with fiscal agents Total cash and investments $ 26,420,182 $ 1,018 - 623,574,669 - 55,285,028 - 3,909,220 $ 26,420,182 1,018 623,574,669 55,285,028 3,909,220 $ $ 26,420,182 1,018 - 623,574,669 - 55,285,028 - 3,909,220 152,131,509 152,131,509 $ 26,421,200 $ 682,768,917 $ 709,190,117 $ 152,131,509 $ 861,321,626 40 86 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 2. Cash and Investments, Continued Total cash and investments are reported in the following funds: Unrestricted cash and investments Governmental funds $ 648,422,739 Enterprise fund 60,767,378 Subtotal 709,190,117 Restricted cash and investments Governmental funds 70,963,012 Enterprise fund 81,168,497 Subtotal 152,131,509 Total cash and investments $ 861,321,626 Restricted investments at June 30, 2020 represent investments held by bond trustees for project costs and debt service. Fair Value Hierarchy: The Commission categorizes its fair value measurements within the fair value hierarchy established by generally accepted accounting principles. The hierarchy is based on the valuation inputs used to measure fair value of the assets. Level 1 inputs are quoted prices in an active market for identical assets; Level 2 inputs are based on similar observable assets either directly or indirectly, which may include inputs in markets that are not considered to be active; and Level 3 inputs are significant unobservable inputs (the Commission does not value any of its investments using Level 3 inputs). The following is a summary of the fair value hierarchy of the fair value of investments of the Commission as of June 30, 2020: Investments by fair value level: Investments subject to fair value hierarchy: U.S.Treasury obligations Mortgage and asset -backed securities Corporate notes Money market mutual funds U.S. agency securities Municipal bonds Commercial paper notes Negotiable certificates of deposit Total investments measured at fair value June 30, 2020 Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Investments not subject to fair value hierarchy: LAIF RCPIF Total investments $ 76,304,122 $ 76,304,122 47,628,154 19,650,387 27,780,048 27,780,048 8,022,002 - 15,657,715 - 10,148,692 2,225,417 47,628,154 19,650,387 8,022,002 15,657,715 10,148,692 2,225,417 207,416,537 $ 104,084,170 $ 103,332,367 3,909,220 623,574,669 $ 834,900,426 Investments classified in Level 1 of the value hierarchy, valued at $104,084,170 are valued using quoted prices in active markets. 41 87 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 2. Cash and Investments, Continued Mortgage and asset -backed securities totaling $47,628,154, corporate notes totaling $19,650,387, U.S. agency securities totaling $8,022,002, municipal bonds totaling $15,657,715, commercial paper totaling $10,148,692, and negotiable certificates of deposit totaling $2,225,417 in 2020, classified in Level 2 of the fair value hierarchy, are valued using matrix pricing techniques maintained by various pricing vendors. Matrix pricing is used to value securities based on the securities' relationship to benchmark quoted prices. Fair value is defined as the quoted market value on the last trading day of the period. These prices are obtained from various pricing sources by the custodian bank. As of June 30, 2020, the Commission had the following investments: Investments Interest Rate Fair Value Principal Range Maturity Range Weighted Average Maturity (Year) Unrestricted: RCPIF LAIF Operations pooled investments: Corporate notes Money market mutual funds Mortgage and asset -backed securities Municipal bonds U.S. agency securities U.S.Treasury obligations Total unrestricted investments Restricted: Negotiable certificates of deposit Commercial paper notes Corporate notes Money market mutual funds Mortgage and asset -backed securities Municipal bonds U.S. agency securities U.S.Treasury obligations Total restricted investments $ 623,574,669 $ 621,306,491 0.050% - 2.724% 3,909,220 3,890,108 1.47%- 2.45% 11,658,524 415,444 5,389,199 10,286,258 5,378,634 22,156,969 11,403,903 415,444 5,287,071 10,137,822 5,311,327 21,736,805 $ 682,768,917 $ 679,488,971 0.399%- 3.501% 0.006% 0.827% - 3.522% 1.031% - 6.250% 0.250%- 2.907% 0.125% - 2.782% 7/1/20 - 6/30/25 191 days 8/18/20 - 3/27/25 N/A 9/20/21-11/15/24 7/1/20 - 8/1/23 8/1/21 - 1/21/25 11/15/21- 5/15/23 Unrestricted investment portfolio weighted average $ 2,225,417 $ 2,225,059 10,148,692 10,144,526 7,991,863 7,896,539 27,364,604 27,364,603 42,238,955 41,369,866 5,371,457 5,361,533 2,643,368 2,554,967 54,147,153 53,380,244 $ 152,131,509 $ 150,297,337 0.095%- 0.242% 0.129%- 0.185% 0.340%- 5.472% 0.010% (0.464%) - 4.750% 0.150% - 1.804% 0.171%-0.872% (0.822%) - 0.491 % 7/14/20 - 8/19/20 7/8/20 - 9/8/20 7/1/20 - 5/11/23 N/A 7/20/20 - 9/16/55 9/15/20 -10/1 /51 8/12/21-11/16/28 7/31/20 -1 /15/29 Restricted investment portfolio weighted average 1.104 191 days or 0.523 1.799 43 days or 0.118 3.213 1.518 2.677 2.322 1.65925 0.019 0.032 0.593 43 days or 0.118 4.006 13.451 1.398 0.979 2.575 The weighted average maturity is calculated using the investment's effective duration weighted by the investment's fair value. As of June 30, 2020, mortgage and asset -backed securities totaled $47,628,154. The underlying assets are consumer receivables that include credit cards, auto/equipment, and home loans. The securities have a fixed interest rate and are rated AAA/Aaa by at least two of the three nationally recognized statistical rating organizations, except for $1,163,810 which is rated P1/A1+ by S&P. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. In accordance with the Commission's investment policy, restricted investments are invested in accordance with the maturity provisions of the specific bond indenture, which may extend beyond five years. 42 88 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 2. Cash and Investments, Continued Custodial credit risk: Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty (e.g., broker -dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The Commission's investment policy requires that a third party bank trust department hold all securities owned by the Commission. All trades are settled on a delivery versus payment basis through the Commission's safekeeping agent. The Commission has deposits with a bank balance of $26,420,182 with a financial institution; bank balances over $5,000,000 are swept daily into a money market account. Of the bank balance, up to $250,000 is federally insured under the Federal Depository Insurance Corporation with balances in excess of $250,000 collateralized in accordance with the Code; however, the collateralized securities are not held in the name of the Commission. Credit risk: The Commission's investment policy as well as the specific bond indentures set minimum acceptable credit ratings for investments from any of the three nationally recognized statistical rating organizations. The following is a summary of the credit quality distribution and concentration of credit risk by investment type as a percentage of each category's fair value at June 30, 2020; securities denoted as NR are not rated by one of the nationally recognized statistical rating organizations. Investments Moody's S&P %of Portfolio RCPIF LAIF Negotiable certificates of deposit Deposit Commercial paper notes Various Various Various Corporate Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Money market mutual funds Funds Aaa-bf NR P-1 P-2 P-1 P-2 AAAf/S1 NR NR A-2 A-1 + A-2 74.69% 0.47% 0.26% 0.27% 0.42% 0.53% Al A 0.10% Al A+ 0.05% Al AA- 0.17% A2 A 0.10% A2 A- 0.36% A2 AA- 0.03% A3 A- 0.17% A3 BBB+ 0.14% Aa2 AA+ 0.06% AA1 M 0.20% AA1 AA+ 0.09% M2 A+ 0.20% M2 M 0.21% M3 A 0.13% M3 A+ 0.09% AAA AM 0.03% Aaa NR 0.05% Baal A- 0.03% NR M 0.05% Al A 0.09% Aaa AM 3.33% 43 89 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 2. Cash and Investments, Continued Investments Moody's S&P % of Portfolio Mortgage and asset -backed securities Securities Securities Securities Securities Securities Securities Securities Municipal bonds Aa1 Aaa MA Aaa NR NR P-1 M AA+ MA NR MA NR A-1+ 0.04% 4.04% 0.51% 0.49% 0.30% 0.18% 0.14% Alameda CountyJoint Powers Authority Lease AA1 M+ 0.07% Bay Area Toll Authority M3 M 0.08% Bay Area Toll Authority Al M- 0.01% California State University M2 M- 0.01% Collin County, Texas Aaa AAA 0.02% Colorado Housing and Finance Authority, Inc. Aaa AM 0.23% Contra Costa Community College District AA1 M+ 0.04% El Dorado Irrigation District Aa3 M- 0.02% Garden Grove Unified School District M2 M- 0.04% Glendale Unified School District AA1 NR 0.04% Grand Parkway Transportation Corporation Aa1 NR 0.07% Los Altos School District MIG1 SP -1+ 0.05% Mountain View Whisman School District AAA M+ 0.03% New York City Transitional Finance Authority Aa1 AAA 0.03% Palo Alto Unified School District NR NR 0.04% Port Authority of New York and New Jersey Aa3 A+ 0.03% Riverside County Pension A2 M 0.02% San Bernardino Community College District AA1 M 0.05% San Diego Public Facilities Financing Authority M2 NR 0.01% San Diego Public Health NR M- 0.02% San Diego Redevelopment Agency NR M 0.03% San Francisco Rapid Transit NR NR 0.01% San Francisco Redevelopment Agency NR AA- 0.05% San Francisco Redevelopment Agency NR NR 0.04% San Jose Development Agency NR NR 0.02% San Marcos Redevelopment Agency NR AA- 0.01% Santa Ana Redevelopment Agency NR M 0.03% Santa Barbara County Solid Waste Al M 0.02% Santa Clara Valley Water District AA1 NR 0.05% Sonoma County Junior College District AA2 M 0.05% State of California Build America Bonds AA2 M- 0.05% State of California AA2 M- 0.06% State of California Department of Water Resources AA1 M+ 0.05% State of California Health Facilities Financing Authority AA3 M- 0.06% State of Connecticut Al A 0.06% State of Hawaii AA2 M+ 0.02% State of Maine AA2 M 0.03% State of Massachusetts Water Resources Authority AA1 M+ 0.01% State of Michigan Finance Authority Aa3 AA- 0.03% State of New York Urban Development Corporation Aa1 NR 0.03% State of North Dakota Housing Finance Agency Aa1 NR 0.01% State of Texas Water Financial NR NR 0.03% 44 90 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 2. Cash and Investments, Continued Investments Mood 's S&P %of Portfolio State of Wisconsin Housing and Economic Development Authority University of California University of New Jersey, Rutgers U.S. agency notes Notes Notes Notes U.S. Treasu ries Treasury Total Aa2 M3 Aa3 AA+ AA- A+ 0.16% 0.05% 0.01% AM M+ 0.83% NR AA+ 0.12% NR NR 0.01% NR NR 9.14% 100.00% Concentration of credit risk: The Commission's investment policy places a limit of 10% on the amount of investment holdings with any one non-U.S. Government or non-federal agency issuer. As of June 30, 2020, the Commission did not have investments in any one issuer that represent more than 5% of the Commission's total investments. Note 3. Advances The Commission approved interest -bearing advances, which may be funded by debt proceeds, to the Coachella Valley Association of Governments (CVAG) in the amount of $43,300,000. CVAG pledged its share of 2009 Measure A highway and regional road revenue allocations in accordance with repayment terms specified in each agreement for actual advances. Repayment amounts are withheld from revenue allocations on a monthly basis. The final maturities of the CVAG advances are due on or before September 1, 2029. Interest rates range from .910% to 7.307%, excluding the portion of cash subsidy payments (as discussed in Note 6) that may be received by CVAG to reduce its repayment obligations. The outstanding interest -bearing advances, including capitalized interest of $664,879, as of June 30, 2020 were $21,156,321. Jct Expwy Serfas Club Dr Maple St W Sixth St 45 91 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 4. Capital Assets Capital assets activity for the year ended June 30, 2020 was as follows: Governmental activities Balance June 30, 2019 Additions Balance Deletions June 30, 2020 Capital assets not being depreciated: Land and land improvements Construction in progress Rail operating easements Construction easements Development in progress Total capital assets not being depreciated Capital assets being depreciated: Rail stations Rail tracks Construction easements Buildings Building improvements Office improvements Office furniture, equipment and vehicles Total capital assets being depreciated Less accumulated depreciation for: Rail stations Rail tracks Construction easements Buildings Building improvements Office improvements Office furniture, equipment and vehicles Total accumulated depreciation Total capital assets being depreciated, net Governmental activities capital assets, net $ 169,894,576 $ 249,061,099 63,846,199 1,221,021 106,969 9,569,669 $ 148,492,841 3,000,000 120,297 (30,823) $ 179,433,422 (347,500) 397,206,440 - 63,846,199 - 4,221,021 - 227,266 (378,323) 644,934,348 484,129,864 202,774,271 154,649,402 1,385,377 3,315,135 408,898 2,004,267 364,537,350 (66,383,648) (15,376,632) (1,096,301) (379,479) (137,203) (1,537,728) (84,910,991) 279,626,359 $ 763,756,223 $ 161,182,807 619,409 142,109 423,303 25,289 43,583 1,253,693 (6,970,688) (5,174,221) (231,261) (164,616) (45,354) (46,470) (181,845) (12,814,455) (11,560,762) 149,622,045 (330,764) 203,062,916 - 154,791,511 - 1,385,377 - 3,315,135 - 423,303 - 434,187 (31,000) 2,016,850 (361,764) 365,429,279 - (73,354,336) - (20,550,853) (1,327,562) (544,095) - (45,354) - (183,673) 12,400 (1,707,173) 12,400 (97,713,046) (349,364) 267,716,233 $ (727,687) $ 912,650,581 Business -type activities Balance June 30, 2019 Additions Balance Deletions June 30, 2020 Capital assets not being depreciated: Land and land improvements Total capital assets not being depreciated Capital assets being depreciated and amortized: Toll infrastructure Transponders Buildings Equipment, furniture, and fixtures Toll facility franchise Total capital assets being depreciated and amortized Less accumulated depreciation and amortization for: Toll infrastructure Transponders Buildings Equipment, furniture, and fixtures Toll facility franchise Total accumulated depreciation and amortization Total capital assets being depreciated and amortized, net Business -type activities capital assets, net $ 38,736,133 38,736,133 27,899,996 453,818 1,607,626 60,695 250,692,492 280,714,627 (12,170,348) (184,402) (326,654) (22,794) (10,891,348) (23,595,546) 257,119,081 $ 295,855,214 $ - $ (9,520,413) $ 29,215,720 16,032 16,032 (5,481,818) (90,764) (172,623) (16,891) (5,022,013) (10,784,109) (10,768,077) $ (10,768,077) $ (9,520,413) $ 275,566,724 (9,520,413) 29,215,720 - 27,899,996 - 453,818 - 1,623,658 - 60,695 - 250,692,492 - 280,730,659 - (17,652,166) - (275,166) - (499,277) - (39,685) - (15,913,361) - (34,379,655) - 246,351,004 46 92 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 4. Capital Assets, Continued On May 14, 2012, the Commission entered into a toll facilities agreement with Caltrans providing the Commission with authorization to toll the SR -91 from Orange/Riverside County line to 1-15 for 50 years commencing as of the first day on which the RCTC 91 Express Lanes open for public use and toll operations. The agreement also set forth the Commission's leasehold rights to Caltrans' right of way and Caltrans' oversight role in the operations and maintenance of the RCTC 91 Express Lanes. Depreciation and amortization expense was charged to functions/programs of the Commission's governmental and business -type activities during the year ended June 30, 2020 as follows: Governmental activities: General government Commuter rail Highway Total depreciation expense - governmental activities $ 225,236 12,147,988 441,231 $ 12,814,455 Business -type activities: RCTC 91 Express Lanes Toll facility franchise Total depreciation and amortization expense - business -type activities $ 5,762,096 5,022,013 $ 10,784,109 1-215 Placentia interchange 47 93 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 5. Interfund Transactions Due from/to other funds: The composition of balances related to due from other funds and due to other funds at June 30, 2020 is as follows: Receivable Fund Payable Fund Amount Explanation General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund General fund MeasureAWestern County Special Revenue fund MeasureAWestern County Special Revenue fund Measure Coachella Valley Special Revenue fund Transportation Uniform Mitigation Fee Special Revenue fund Local Transportation Fund SB132fund SB132fund SB132fund Commercial Paper Capital Projects fund Bonds Capital Projects fund RCTC 91 Express Lanes Enterprise fund Total duefrom/to other funds Nonmajor Governmental funds Nonmajor Governmental funds Transportation Uniform Mitigation Fee Special Revenue fund Measure Western County Special Revenue fund Measure Coachella Valley Special Revenue fund RCTC 91 Express Lanes Enterprise fund Local Transportation Fund State Transit Assistance fund Transportation Uniform Mitigation Fee Special Revenue fund Measure Western County Special Revenue fund Measure Coachella Valley Special Revenue fund SB132fund RCTC 91 Express Lanes Enterprise fund Measure Western County Special Revenue fund SB132fund RCTC 91 Express Lanes Enterprise fund Debt Service fund Debt Service fund Measure Western County Special Revenue fund General fund General fund Measure Western County Special Revenue fund RCTC 91 Express Lanes Enterprise fund Measure Coachella Valley Special Revenue fund Measure Coachella Valley Special Revenue fund MeasureAWestern County Special Revenue fund 6,084 Project cost reimbursement 18,923 Fringe benefits allocation 86,900 Administrative cost allocation 253,900 Administrative cost allocation 1,320,300 126,400 33,300 1,080,000 42,100 25,787 294,166 2,580 9,038 36,230 11,666 7,441,770 511,534 Administrative cost allocation Administrative cost allocation Administrative cost allocation Administrative cost allocation Administrative cost allocation Fringe benefits allocation Fringe benefits allocation Fringe benefits allocation Fringe benefits allocation Fringe benefits allocation Commuter rail costs allocations Cash deficit Highway project costs allocations 1,408,604 Subsidies available after debt service payment 142,164 Advance loan payment adjustment 159,113 Regional arterial project costs allocations 360,000 Planning and programming allocation 7,586 Salaries and benefits adjustment 2,344 Administrative cost allocation reconciliation 4,004 Surplus funds used for administrative cost allocation related to 15/91 Express Lanes Connector project 434,145 Advance loan payment adjustment 67,894 Advance loan payment adjustment $ 13,886,532 48 94 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 5. Interfund Transactions, Continued Advances to/from other funds: The Measure A Western County Special Revenue fund advanced $6,000,000 to the Bonds Capital Projects fund to establish an $18,000,000 Transportation Infrastructure Finance and Innovation Act (TIFIA) debt service reserve for the 1-15 Express Lanes project as required no later than June 30, 2024. Capitalized interest as of June 30, 2020 was $211,804. Repayment of this initial Commission advance is subject to satisfying certain conditions under the related indenture, including the occurrence of the second anniversary of the TIFIA debt service payment commencement date. Interfund transfers: During 2020, interfund transfers were as follows: Transfers Out Transfers In Amount Explanation General fund General fund Measure A Western County Special Revenue fund Measure A Western County Special Revenue fund Measure A Western County Special Revenue fund Measure A Western County Special Revenue fund Local Transportation Fund State Transit Assistance Fund Bonds Capital Projects fund Bonds Capital Projects fund Commercial Paper fund Debt Service fund Debt Service fund Nonmajor Governmental funds Nonmajor Governmental funds Measure A Western County Special Revenue fund Nonmajor Governmental funds Transportation Uniform Mitigation Fee Special Revenue fund Debt Service fund General fund SB 132 Special Revenue fund General fund Nonmajor Governmental funds Measure A Western County Special Revenue fund Debt Service fund Debt Service fund Measure A Western County Special Revenue fund Measure A Coachella Valley Special Revenue fund Measure A Western County Special Revenue fund Nonmajor Governmental funds RCTC 91 Express Lanes Enterprise fund Measure A Western County Special Revenue fund RCTC 91 Express Lanes Enterprise fund SB 132 Special Revenue fund Total transfers 47,551 Highway project costs allocations 19,442 Highway project costs allocations 177,115 Highway project costs allocations 62,583,135 Debt service funding related to highway projects for Western County and to advance agreements for Western County jurisdictions 11,666 Commuter rail costs allocations 162,855 Highway project costs allocations 21,670,895 Administration, planning and programming, commuter rail operating and station maintenance, and grade separation costs allocations 450,000 Coachella Valley commuter rail costs allocations 19,293,387 Highway project costs allocations 843,039 Debt service funding 6,199,609 Debt service funding 2,811,688 Cash subsidies available after debt service payment 142,164 Share of cash subsidy related to CVAG advance agreement 819,100 Commuter rail costs allocations 2,400,000 Call box program augmentation of freeway service patrol operations 2,006,671 Surplus funds used for the 91 Corridor Operations project 4,004 Surplus funds used for the 15/91 Express Lanes Connector project $ 119,642,321 49 95 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations The following is a summary of the changes in long-term obligations for the year ended June 30, 2020: Governmental activities Balance June 30, 2019 Additions / Accretion Balance Reductions June 30, 2020 Due Within One Year Sales tax revenue bonds: 2010 Bonds 2013 Bonds 2016 Refunding Bonds 2017 Bonds, series 2017 Refunding Bonds, series B 2018 Refunding Bonds Total bonds payable Sales tax revenue bonds premium Total bonds payable, net TIFIA Loan MSHCPfunding liability Capital lease Compensated absences liability Total long-term obligations $ $ 112,370,000 $ 54,705,000 63,595,000 150,580,000 392,730,000 59,075,000 833,055,000 116,948,406 950,003,406 15,121,739 3,000,000 50,504 831,250 969,006,899 $ (12,690,000) (5,185,000) (4,690,000) - (4,680,000) - (27,245,000) $ 112,370,000 42,015,000 58,410,000 145,890,000 392,730,000 54,395,000 805,810,000 - (11,511,679) 105,436,727 (38,756,679) 911,246,727 112,970,279 - (3,000,000) (8,683) 453,035 (112,806) $ 113,423,314 $ (41,878,168) 128,092,018 41,821 1,171,479 $ 1,040,552,045 $ 13,325,000 5,445,000 4,835,000 4,890,000 28,495,000 11,190,511 39,685,511 10,099 321,153 $ 40,016,763 Business -type activities Balance June 30, 2019 Additions / Accretion Balance Reductions June 30, 2020 Due Within One Year Toll revenue bonds: 2013 Bonds Toll revenue bonds discount Total bonds payable, net TIFIA loan Compensated absences liability Total long-term obligations $ 201,425,284 $ (2,001,373) 199,423,911 469,870,660 54,850 $ 669,349,421 5,150,812 $ $ 206,576,096 $ 73,073 (1,928,300) 5,150,812 73,073 204,647,796 16,468,676 606 $ 21,620,094 $ 486,339,336 - (2,435) 53,021 14,535 70,638 $ 691,040,153 $ 14,535 The Commission has pledged a portion of future sales tax revenues through maturities of the bonds to repay $805,810,000 in outstanding sales tax revenue bonds payable issued in November 2010 (2010 Bonds), July 2013 (2013 Sales Tax Bonds), September 2016 (2016 Refunding Bonds), July 2017 (2017A Sales Tax Bonds), December 2017 (2017B Refunding Bonds), and March 2018 (2018 Refunding Bonds) outstanding at June 30, 2020 plus related interest. The bonds are payable solely from the 2009 Measure A sales tax revenues on a senior and subordinate lien basis, respectively. Annual principal and interest payments on the bonds, are expected to require less than 36% of 2009 Measure A revenues. For the current year, interest paid on the bonds was $42,292,488. Cash subsidies of $2,811,688 related to the bonds were received from the U.S. Treasury during the current year and were recorded as intergovernmental revenues. The toll revenue bonds issued in July 2013 (2013 Toll Bonds) are secured by a senior lien on the trust estate, which consists primarily of toll revenues and account revenues less operating and maintenance expenses of the RCTC 91 Express Lanes, which opened in March 2017. The Commission also executed a TIFIA loan agreement for up to $421,054,409 in July 2013 secured on a subordinate basis to the 2013 Toll Bonds, except in the case of any bankruptcy related event, as defined in the toll indenture and TIFIA loan agreement, when the TIFIA loan automatically becomes a senior lien obligation. The TIFIA loan is evidenced by a toll revenue bond issued pursuant to the toll bond indentures; the amount outstanding under the TIFIA loan at June 30, 2020 is $486,339,336, including compounded interest of $65,284,927. 50 96 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued Additionally, the Commission executed a TIFIA loan agreement for up to $152,214,260 in July 2017 as a senior toll revenue bond on the trust estate, which consists primarily of toll revenues and account revenues less operating and maintenance expenses of the 15 Express Lanes, which are expected to open in 2020. The amount outstanding under the TIFIA loan at June 30, 2020 is $128,092,018, including compounded interest of $1,844,014. Sales tax revenue bonds payable: Under the provisions of the 2009 Measure A, as amended by Measure K approved by the voters in November 2010, the Commission has the authority to issue bonds subject to a bond debt limitation of $975,000,000. The following is a summary of bonds issued and secured by 2009 Measure A revenues that are outstanding at June 30, 2020: 2010 Sales Tax Revenue Bonds (Limited Tax Bonds), Series B (Taxable Build America Bonds): Outstanding In November 2010, the Commission issued sales tax revenue bonds consisting of the $37,630,000 Series A (2010A Bonds) and $112,370,000 Series B (2010B Bonds), for a total issuance of $150,000,000 (collectively, the 2010 Bonds). For the Series B Build America Bonds (BABs), $44,800,000 was designated as recovery zone economic development bonds (RZEDBs). A portion of the 2010 Bonds was used to retire $103,284,000 of the outstanding commercial paper notes with the remaining proceeds used to fund 2009 Measure A Western County and Coachella Valley capital projects and pay costs of issuance for the 2010 Bonds. In December 2017, the 2010A Bonds were refunded. The remaining 2010B Bonds mature in annual installments ranging from $530,000 to $17,980,000 on various dates from June 1, 2032 to June 1, 2039 at an interest rate of 6.807%. The Commission expects, but is not guaranteed, to receive a cash subsidy from the U.S. Treasury equal to 35% of the interest payable on the BABs or 45% of the interest payable on the 2010B Bonds additionally designated as RZEDBs. $ 112,370,000 During 2020 the cash subsidy related to the 2010 Bonds that was received from the U.S. Treasury was approximately $2,811,688, or $170,425 less than the amount anticipated. The subsidy reduction resulted from federal sequestration cuts of 5.9% for federal fiscal year ending September 30, 2020. The federal sequestration cuts may continue for an unknown duration. In accordance with the bond maturity schedule, and assuming no subsidy reduction, the approximate annual debt service requirements to maturity for the 2010B Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total Subsidy Total, net 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2039 $ 7,649,000 7,649,000 7,649,000 7,649,000 7,649,000 38,245,200 44,445,000 35,233,700 67,925,000 11, 788,800 $ 112,370,000 $ 123,512,700 7,649,000 7,649,000 7,649,000 7,649,000 7,649,000 38,245,200 79,678,700 79,713,800 $ 235,882,700 (2,982,100) (2,982,100) (2,982,100) (2,982,100) (2,982,100) (14,910,500) (13,856,600) (5,099,000) $ (48,776,600) $ 4,666,900 4,666,900 4,666,900 4,666,900 4,666,900 23,334,700 65,822,100 74,614,800 $ 187,106,100 51 97 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued 2013 Sales Tax Revenue Bonds (Limited Tax Bonds), Series A (Tax-exempt) Outstanding In July 2013, the Commission issued $462,200,000 principal amount of serial bonds at a premium of $38,328,775 to retire all, or $60,000,000, of the outstanding principal amount of commercial paper notes, fund a portion of the 91 Project costs, pay capitalized interest during construction, and pay cost of issuance. In December 2017, the Commission refunded the callable portion of the outstanding 2013 Sales Tax Bonds. The remaining 2013 Sales Tax Bonds mature in annual installments ranging from $13,325,000 to $14,695,000 on various dates from June 1, 2021 through June 1, 2023 at an interest rate of 5.00%. $ 42,015,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2013 Sales Tax Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 $ 13,325,000 13,995,000 14,695,000 $ 42,015,000 $ 4,269,900 $ 46,284,900 2,100,800 1,434,500 734,600 $ 15,425,800 15,429,500 15,429,600 2016 Sales Tax Revenue Refunding Bonds (Limited Tax Bonds), Series A (Tax-exempt): Outstanding In October 2016, the Commission issued sales tax revenue bonds of $76,140,000. A portion of the 2016 Refunding Bonds was used to refund all of the outstanding Series A bonds issues in 2009, retire all of the outstanding commercial paper notes, finance a termination payment in connection with an interest rate swap agreement and pay costs of issuance. The outstanding 2016 Refunding Bonds mature in annual installments ranging from $5,445,000 to $7,305,000 on various dates from June 1, 2021 through June 1, 2029 at interest rates ranging from 2.00% to 5.00%. $ 58,410,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2016 Refunding Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2029 $ 5,445,000 5,720,000 6,005,000 6,305,000 6,620,000 28,315,000 $ 2,006,900 1,734,600 1,448,600 1,148,300 833,100 1,499,900 $ 7,451,900 7,454,600 7,453,600 7,453,300 7,453,100 29,814,900 $ 58,410,000 $ 8,671,400 $ 67,081,400 52 98 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued 2017 Sales Tax Revenue Bonds (Limited Tax Bonds), Series A (Tax-exempt): Outstanding In July 2017, the Commission issued sales tax revenue bonds of $158,760,000 at a premium of $28,931,909 to fund a portion of the 1-15 Express Lanes project and complete the 91 Project. The outstanding 2017A Bonds mature in annual installments ranging from $4,835,000 to $11,440,000 on various dates from June 1, 2021 to June 1, 2039 at interest rates ranging from 3.00% to 5.00%. $ 145,890,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2017A Sales Tax Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2039 4,835,000 5,075,000 5,280,000 5,540,000 5,820,000 33,760,000 42,980,000 42,600,000 $ 7,181,300 6,939,600 6,736,600 6,472,600 6,195,600 26,311,300 17,088,100 5,454,400 12,016,300 12,014,600 12,016,600 12,012,600 12,015,600 60,071,300 60,068,100 48,054,400 $ 145,890,000 $ 82,379,500 $ 228,269,500 In connection with the issuance of the 2017ASales Tax Bonds,the Commission provided forthe establishment of an 1-15 Trust Fund for deposits of sales tax revenues as required by the toll indenture for the 1-15 Express Lanes project. 2017 Sales Tax Revenue Refunding Bonds (Limited Tax Bonds), Series B (Tax-exempt): Outstanding In December 2017, the Commission issued sales tax revenue bonds of $392,730,000 at a premium of $80,058,109to refund all ofthe outstanding 2010A Bonds and refund a portion of the 2013 Sales Tax Bonds. The 2017B Refunding Bonds mature in annual installments ranging from $15,045,000 to $30,980,000 on various dates from June 1, 2024 to June 1, 2039 at interest rates ranging from 4.00% to 5.00%. $ 392,730,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2017B Refunding Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2039 $ 15,045,000 15,800,000 103,770,000 142,505,000 115,610,000 $ 392,730,000 $ 19,366,400 19,366,300 19,366,300 19,366,300 18,614,100 80,401,000 47,585,200 14,513,700 $ 19,366,400 19,366,300 19,366,300 34,411,300 34,414,100 184,171,000 190,090,200 130,123,700 $ 238,579,300 $ 631,309,300 53 99 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued The refunding was undertaken to advance refund all of the outstanding 2010A Bonds and the callable portion of the outstanding 2013 Sales Tax Bonds in the amounts of $37,630,000 and $372,445,000, respectively, and reduce future debt service payments. The reacquisition price exceeded the net carrying amount of the old debt by approximately $41,742,900. This amount is reflected as a deferred outflow of resources and amortized over the life of the old debt, which is the same as the 2017B Refunding Bonds obligation. At June 30, 2020, the unamortized deferred amount on refunding was $34,333,948. The transaction also resulted in an economic gain (difference between the present values of the debt service payments on the old debt and the new debt) of approximately $39,936,000 and a reduction in future debt payments of approximately $52,013,000. 2018 Sales Tax Revenue Refunding Bonds (Limited Tax Bonds), Series A (Tax-exempt): Outstanding In April 2018, the Commission issued sales tax revenue bonds of $64,285,000 at a premium of $10,723,789 to refund all of the outstanding Series B and Series C bonds issued in 2009 and finance a termination payment in connection with an interest rate swap agreement with Bank of America. The outstanding 2018 Refunding Bonds mature in annual installments ranging from $4,890,000 to $7,290,000 on various dates from June 1, 2021 through June 1, 2029 at interest rates ranging from 4.00% to 5.00%. $ 54,395,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2018 Refunding Bonds payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2029 4,890,000 5,205,000 5,425,000 5,745,000 5,970,000 27,160,000 $ 54,395,000 2,719,800 2,475,200 2,215,000 1,943,800 1,656,500 3,477,900 7,609,800 7,680,200 7,640,000 7,688,800 7,626,500 30,637,900 $ 14,488,200 $ 68,883,200 This refunding was undertaken to eliminate certain risks associated with managing the Commission's variable rate debt. The transaction resulted in a decrease in future debt payments of approximately $802,000 and an economic gain of approximately $746,000 (difference between the present value of the debt service payments on the old debt and the new debt). The reacquisition price and the net carrying amount of the old debt were the same. Toll revenue bonds payable: In July 2010, the Commission authorized the issuance and sale of not to exceed $900 million of toll revenue bonds related to the 91 Project. In May 2017, the Commission authorized the issuance and sale of not to exceed $165,000,000 of toll revenue bonds, including a TIFIA loan related to the 1-15 Express Lanes project. In March 2020, the Commission authorized the issuance and sale of not to exceed $725 million of toll revenue refunding bonds related to the RCTC 91 Express Lanes. 54 100 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued 2013 Toll Revenue Bonds, Series A (Current Interest Obligation): Outstanding In July 2013, the Commission issued $123,825,000 principal amount of serial current interest bonds (CIBs) at a discount of $2,433,315 to fund a portion of the 91 Project, pay capitalized interest during construction, fund a debt service reserve fund, fund an initial amount for an operations and maintenance fund, and pay costs of issuance. The CIBs consist of a serial bond maturing on June 1, 2044 in the amount of $39,315,000 at an interest rate of 5.75% and a term bond due on June 1, 2048 in the amount of $84,510,000 with annual sinking funds payments of $42,255,000 on June 1, 2047 and June 1, 2048 at an interest rate of 5.75%. $ 123,825,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2013 Toll Bonds CIBs payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2048 $ $ 7,119,900 7,119,900 7,119,900 7,119,900 7,119,900 35,599,700 35,599,700 35,599,700 39,315,000 33,339,100 84, 510, 000 12,148, 500 $ 123,825,000 $ 187,886,200 $ 7,119,900 7,119,900 7,119,900 7,119,900 7,119,900 35,599,700 35,599,700 35,599,700 72,654,100 96,658,500 $ 311,711,200 2013 Toll Revenue Bonds, Series B (Capital Appreciation Obligation): Outstanding In July 2013, the Commission issued $52,829,600 principal amount of serial capital appreciation bonds(CABs)tofund a portion of the 91 Project, pay capitalized interest during construction, fund a debt service reserve fund, fund an initial amount for an operations and maintenance fund, and pay costs of issuance. The CABs will not pay current interest as interest will be compounded commencing December 2013 semiannually and paid at maturity. Therefore, the CABs will increase in value, or accrete, by the accumulation of such compounded interest from its initial principal amount to the maturity value in installments ranging from $3,440,000 to $34,220,000 on various dates from June 1, 2022 through June 1, 2043. Interest rates and yield to maturity range from 5.30% to 7.15%. During 2020, the accretion amount was $5,150,812; the aggregate accretion through June 30, 2020 is approximately $29,921,500. $ 82,751,096 55 101 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2013 Toll Bonds CABs payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Accreted Interest Total 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2043 2,396,700 3,098,000 3,739,200 4,364,200 17,069,900 10,369,800 11,791,800 1,423,300 2,231,900 3,245,900 4,450,800 27,500,100 28,340,100 78,458,300 3,820,000 5,329,900 6,985,100 8,815,000 44,570,000 38,709,900 90,250,100 $ 52,829,600 $ 145,650,400 $ 198,480,000 2013 TIFIA Loan Agreement - 91 Project: Outstanding In July 2013, the Commission executed a TIFIA loan of up to $421,054,409, which proceeds financed a portion of the costs for the 91 Project. During construction and for a period of up to five years following substantial completion, interest is compounded and added to the initial TIFIA loan. The TIFIA loan requires mandatory debt service payments at a minimum and scheduled debt service payments to the extent additional funds are available. TIFIA debt service payments are expected to commence on December 1, 2021, which is five years after substantial completion of the 91 Project, through June 1, 2051. The interest rate of the TIFIA loan is 3.47%. $ 486,339,336 The TIFIA loan is a toll revenue bond that is subordinate to the senior toll revenue bonds per the 91 Project indenture. In accordance with the TIFIA loan maturity schedule, the approximate annual mandatory debt service requirements to maturity for the TIFIA loan payable throughout the term of the loan are as follows: Mandatory Year ending June 30 Principal Interest Total 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2050 2051 $ 50,000 28,991,000 132,279,000 99,107,000 233,347,000 9,564,000 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,117,000 86,968,000 74,338,000 55,153,000 26,550,000 330,000 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,167,000 115,959,000 206,617,000 154,260,000 259,897,000 9,894,000 Total 503,338,000 $ 292,141,000 $ 795,479,000 Future compounded interest (16,998,664) TotalTlFlAloan $ 486,339,336 56 102 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued Mandatory Year ending June 30 Principal Interest Total 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2050 2051 $ 50,000 28,991,000 132,279,000 99,107,000 233,347,000 9,564,000 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,117,000 86,968,000 74,338,000 55,153,000 26,550,000 330,000 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,167,000 115,959,000 206,617,000 154,260,000 259,897,000 9,894,000 Total 503,338,000 $ 292,141,000 $ 795,479,000 Future compounded interest (16,998,664) TotalTlFlAloan $ 486,339,336 Pursuant to the 91 Project toll indenture and TIFIA loan agreement, the Commission deposited with the trustee $136,451,515 through 2017 into an equity account for payment of 91 Project costs. In connection with the issuance of the 2013 Toll Bonds consisting of the ClBs and CABs, a debt service reserve of $17,665,460 and an operations and maintenance fund of $3,137,666 were established. Upon opening of the RCTC 91 Express Lanes in March 2017, the operations and maintenance fund was transferred from the trustee to the Commission for operations. Additionally, the toll indenture and TIFIA loan agreement require the Commission to establish a subordinate obligations reserve fund of $20,000,000 with Measure A sales tax revenues no later than July 1, 2019, to the extent that the proceeds from the sales of excess right of way acquired by the Commission in connection with the 91 Project are insufficient. The $20,000,000 reserve was funded in June 2019 from the proceeds of the sale of excess properties on the SR -91 and surplus funds. 2017 TIFIA Loan Agreement -1-15 Express Lanes: Outstanding In July 2017, the Commission executed a TIFIA loan of up to $152,214,260, which proceeds will finance a portion of the costs for the 1-15 Express Lanes project. During construction and for a period of up to five years following substantial completion, interest is compounded and added to the initial TIFIA loan. The TIFIA loan requires mandatory debt service payments at a minimum and scheduled debt service payments to the extent additional funds are available. TIFIA debt service payments are expected to commence on June 1, 2025, which is five years after substantial completion of the 1-15 Express Lanes project, through June 1, 2055. The interest rate of the TIFIA loan is 2.84%. During 2020, $111,301,868 was drawn on the TIFIA loan and $1,668,411 in interest was compounded. $ 128,092,018 The TIFIA loan is a senior toll revenue bond per the 1-15 Express Lanes project indenture. 57 103 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued In accordance with the projected TIFIA loan maturity schedule, the approximate annual mandatory debt service requirements to maturity for the TIFIA loan payable throughout the term of the loan are as follows: Year ending June 30 Principal Mandatory Interest Total 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2050 2051-2055 $ 4,652,700 25,322,000 29,123,100 33,510,100 38,541,500 44,334,200 Total 175,483,600 Future compounded interest (23,269,300) Total TIFIA loan $ 152,214,300 $ 2,485,000 29,571,400 48,182,400 48,182,400 48,182,400 48,182,400 48,182,400 $ 2,485,000 34,224,100 73,504,400 77,305,500 81,692,500 86,723,900 92,516,600 $ 272,968,400 $ 448,452,000 Pursuant to the 1-15 Express Lanes project toll indenture, the Commission will establish the following to support the 15 Express Lanes: • A$16.5 million ramp -up reserve prior to substantial completion and commencement of express lanes operations anticipated in Spring 2021; • An $18 million TIFIA loan reserve from an initial loan of Measure A sales tax revenues up to $3 million per year from 2019 through 2024 to the extent that 15 Express Lanes revenues are not sufficient to fund the TIFIA loan reserve; and • Up to a $38.5 million backstop loan from Measure A sales tax revenues of up to $3.85 million per year to the extent 15 Express Lanes revenues are not sufficient to cover operations and maintenance costs, TIFIA loan mandatory debt service, and TIFIA scheduled interest. The Commission has funded $6,000,000 required for the TIFIA loan reserve with a loan of Measure A sales tax revenues. The loan is included in advances from the Measure A Western County Special Revenue fund to the Bonds Capital Projects fund. Commercial paper notes payable: In February 2005, the Commission authorized the issuance of tax-exempt commercial paper notes in an amount not to exceed $200,000,000 for the primary purpose of financing right of way and mitigation land acquisition and project development costs of capital projects under the 2009 Measure A. The Commission reduced the authorization to $60,000,000 in September 2013. As of June 30, 2020, $0 was outstanding in commercial paper notes. The source of revenue to repay the commercial paper notes and any subsequent long-term debt refinancing is the 2009 Measure A sales tax. Interest is payable on the respective maturity dates of the commercial paper notes, which is up to 270 days from the date of issuance. The maximum allowable interest rate on the commercial paper notes is 12%. As a requirementforthe issuance of the commercial paper notes,the Commission entered into a $60,750,000 irrevocable direct draw letter of credit and reimbursement agreement with State Street Bank and Trust Company (State Street) as credit and liquidity support for the commercial paper notes through October 2025. The commitment fees paid to State Street were $259,402 in 2020. 58 104 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 6. Long-term Obligations, Continued Funds are drawn under the letter of credit to pay debt service on the commercial paper notes, and the Commission is required to reimburse the bank for such drawings. Amounts drawn on the letter of credit and not reimbursed within 30 days are not due until five years after the date of such draw. Accordingly, the commercial paper notes are classified as long-term liabilities in the Commission's government -wide financial statements. There were no unreimbursed draws by the Commission on the remaining letter of credit during the year ended June 30, 2020, nor were there any amounts outstanding under the remaining letter of credit agreement at June 30, 2020. The Commission's commercial paper program functions similar to bond anticipation notes for reporting purposes, as the commercial paper notes are issued and retired with long-term debt issuances. Commercial paper notes are classified as long-term debt as long as the Commission's letter of credit facility extends at least one year past its fiscal year end; otherwise, the commercial paper notes are classified as a fund liability. Capital lease obligation: The Commission has entered into a lease agreement for financing the acquisition of office equipment. This lease agreement qualifies as a capital lease for accounting purposes and, therefore, has been recorded at the present value of its future minimum lease payments. The office equipment book value of $55,000 is recorded as a capital asset in the governmental activities. Total future minimum lease obligations and the net present value of these minimum lease payments as of June 30, 2020 are as follows: Year Ending June 30 Total 2021 2022 2023 2024 Total minimum lease payments Less amount representing interest Present value of minimum lease payments $ 15,762 15,762 15,762 6,567 53,853 (12,032) $ 41,821 Arbitrage rebate: The Tax Reform Act of 1986 instituted certain arbitrage restrictions with respect to the issuance of tax-exempt bonds and commercial paper notes after August 31, 1986. In general, arbitrage regulations deal with the investment of all tax-exempt bond and commercial paper note proceeds at an interest yield greater than the interest yield paid to bondholders or noteholders. Failure to follow the arbitrage regulations could result in all interest paid to bondholders or noteholders retroactively rendered taxable. In accordance with the arbitrage regulations, if excess earnings were calculated, 90% of the amount calculated would be due to the Internal Revenue Service at the end of each five-year period. The remaining 10% would be recorded as a liability and paid after all bonds had been redeemed. During the current year, the Commission performed calculations of excess investment earnings on all bond and commercial paper financings. There was no arbitrage liability at June 30, 2020. MSHCP funding liability: Under the 2009 Measure A, the Commission is required to provide $153,000,000 of Measure A funding under the Western County MSHCP. Through the current year, the Commission has fulfilled approximately $150,000,000 of the funding requirement. In March 2012, the Commission authorized a $24,000,000 commitment to the Western Riverside County Regional Conservation Authority (RCA) to provide funding for its remaining obligation to the MSHCP for its covered activities. Under the terms of the agreement, the commitment will be paid over eight years at $3,000,000 per year through December 2019. However, if, within the first two years of the agreement, the RCA received a federal loan guarantee related to the MSHCP or its revenues have returned to 2005 levels, the Commission may modify its commitment. The Commission did not modify its commitment within the first two-year period, and, accordingly, the remaining liability is $0 as of June 30, 2020. 59 105 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 7. Net Position and Fund Balances Net position: Net investment in capital assets of $578,176,767, as reported on the statement of net position, represents capital assets, net of accumulated depreciation and amortization, of $1,188,217,305 less the related debt of $610,040,538. The related debt includes the portion of the sales tax revenue and toll revenue bonds that was used for the development of tolled express lane capital assets. The deficit in business -type activities will be reduced by future toll revenues for the payment of outstanding toll obligations. Net Investment in Capital Assets Governmental Activities Business -Type Activities Total Capital assets, net Less: related debt Total $ 912,650,581 (14,259,826) $ 898,390,755 $ 275,566,724 (595,780,712) $ (320,213,988) $ 1,188,217,305 (610,040,538) $ 578,176,767 Additionally, the statement of net position reports $860,313,222 of restricted net position, of which $556,294,332 is restricted by enabling legislation. Fund balances: Measure A: Measure A sales tax revenues are allocated to the three defined geographic areas of Riverside County, consisting of Western County, Coachella Valley, and Palo Verde Valley in proportion to the funds generated within those areas. Revenues must then be allocated to the programs of the geographic areas according to percentages as defined by Measure A and are legally restricted for applicable program expenditures. Bond and commercial paper note proceeds are allocated to the geographic areas based on the estimated uses. Accordingly, the related fund balances are classified as follows: Highways: Funds are to be used for project costs including engineering, right of way acquisitions, and construction of the Western County highways and Coachella Valley highways and regional arterials. Funds for new corridors are to be used for environmental clearance, right of way acquisition, and construction of four new Western County transportation corridors identified through CETAP. In order to attract commercial and industrial development and jobs in the Western County, funds are expended to create an infrastructure improvement bank to improve and construct interchanges, provide public transit linkages or stations, and make other improvements to the transportation system. Funds are also provided to support bond financing costs. These program funds are intended to supplement existing federal, state, and local resources. Coachella Valley highway and regional arterial funds are matched by TUMF revenues generated in the Coachella Valley. Accordingly, funds for highways, Coachella Valley regional arterials, new corridors, economic development, and bond financing are reflected as restricted for these specific purposes as stipulated by the 1989 Measure A and 2009 Measure A. Commuter rail: Funds for rail operations and to match federal funds for capital are restricted as stipulated by the 2009 Measure A Western County public transit program. Certain state revenues are restricted for the planning and development of the new Coachella Valley/San Gorgonio Pass corridor rail service. Regional arterials: Funds for regional arterials are used to implement the planned Western County regional arterial system, as defined by WRCOG. Local streets and roads: Funds to be expended by local jurisdictions for the construction, repair, and maintenance of local streets and roads are reflected as restricted as stipulated bythe 2009 MeasureA.The County and local cities are required to supplement those expenditures with other previously dedicated revenue sources to maintain road improvements. Monies are disbursed to the jurisdictionswhich comply with the requirements to maintain the same level of funding for streets and roads as existed prior to the passage of the 2009 Measure A and participate in TUMF (as applicable in the Western County and 60 106 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 7. Net Position and Fund Balances, Continued Coachella Valley areas) and the MSHCP in Western County and which annually submit a five-year capital improvement plan. Commuter assistance and transit: Funds for public transit are used to promote and subsidize commuter assistance programs such as ridesharing and telecommuting and specialized transportation to guarantee reduced transit fares, expand existing transit services, and implement new transit services for seniors and persons with disabilities. These funds are restricted as stipulated by the 2009 Measure A. Funds for intercity bus services in Western County and bus replacement and more frequent service in the Coachella Valley are restricted as stipulated by the 2009 Measure A. Debt service: Certain bond proceeds that have been used to make required sinking fund payments in the Debt Service fund as required by the bond agreements are classified as restricted. Amounts held by the trustee equal to the maximum annual debt service are recorded in the Debt Service fund as restricted. Transportation Development Act: Restricted fund balance for the LTF represents the apportionments related to transit programs by geographic area, bicycle and pedestrian facilities, and planning and programming services and unapportioned revenues. Restricted fund balanceforthe STAand State of Good Repair represents the apportionments for transit by geographic area. The TDA restrictions at June 30, 2020 are as follows: Local Transportation Fund State Transit State of Good Assistance Repair Total Bicycle and pedestrian facilities Transit and specialized transportation Western County: Bus transit: $ 8,303,262 $ City of Banning 100,000 1,124,506 City of Beaumont 3,391,933 City of Corona 925,692 City of Riverside 303,649 Riverside Transit Agency 2,666,157 52,735,630 Apportioned and unallocated 56,865,176 11,665,388 Commuter rail: Commission 2,000,000 7,651,553 825,203 Apportioned and unallocated 6,955,536 25,617,488 26,949 Total Western County 68,586,869 103,415,839 7,413,587 Coachella Valley: BusTransit SunLine Transit Agency 2,543,247 14,922,353 781,307 18,246,907 Apportioned and unallocated 7,343,640 1,068,273 817,697 9,229,610 Commuter Rail Commission - - - Apportioned and unallocated 41,746 - 41,746 $ - $ 8,303,262 76,047 66,478 146,237 295,247 3,584,713 2,392,713 1,300,553 3,458,411 1,071,929 598,896 58,986,500 70,923,277 10,476,756 32,599,973 179,416,295 Total Coachella Valley 9,886,887 16,032,372 1,599,004 27,518,263 Palo Verde Valley: Palo Verde Valley Transit Agency - 82,272 35,758 118,030 Apportioned and unallocated for transit and local 1,214,146 181,901 39,597 1,435,644 streets and roads Total Palo Verde Valley 1,214,146 264,173 75,355 1,553,674 Prepaid amounts 17,200 - - 17,200 Unapportioned funds 9,099,939 - - 9,099,939 Total transit and specialized transportation $ 97,108,303 $ 119,712,384 $ 9,087,946 $ 225,908,633 61 107 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 7. Net Position and Fund Balances, Continued Commuter rail: Restricted fund balances in the General fund and a nonmajor governmental fund represent TDA monies to be used for commuter rail operations and capital. Transportation Uniform Mitigation Fee: TUMF revenues to be received by the Commission are to be used for new CETAP corridors and the regional arterial system in Western County and are restricted as follows: CETAP: Funds for the development of new transportation corridors are used to provide congestion relief and mobility within the County and between the County and its neighboring Orange and San Bernardino counties. Funds will be matched by revenues of $370 million generated from the 2009 Measure A. Regional arterials: Funds for regional arterials are used to implement the planned Western County regional arterial system. Funds will be matched by revenues of $300 million generated from the 2009 Measure A. Prepaid amounts: Prepaid amounts are reported as nonspendable fund balance as they are in nonspendable form. Motorist assistance: Funds in the Service Authority for Freeway Emergencies and Freeway Service Patrol Special Revenue funds, which are reported as nonmajor governmental funds of $6,037,828 and $4,870,970, respectively, to assist motorists on County roads are restricted as stipulated by the State. General government: Funds allocated by Measure A, TUMF, LTF, motorist assistance, STA, Coachella Valley Rail, and SB 132 programs to the General Fund have been assigned by the Commission for general government administration. RCTC 91 Express Lanes: Restricted net position for toll operations consists of net toll revenues from toll operations in the RCTC 91 Express Lanes Enterprise fund in accordance with the toll bond indenture. Unassigned: The SB 132 Special Revenue fund and Other Agency Projects fund reported a negative unassigned fund balance of $3,228,402 and $30,566. The Commission anticipates future reimbursements from Caltrans will reduce the negative fund balance. Note 8. Commitments and Contingencies Operating lease: The Commission has entered into an operating lease agreement for office facilities. The term of the lease, as amended, is for a period of 10 years expiring in October 2027. Rental expenditures for the fiscal year ended June 30, 2020 were approximately $556,600. Year Ending June 30 Amount 2021 2022 2023 2024 2025 2026-2027 Total minimum rental commitment $ 3,982,162 $ 581,060 598,493 616,449 634,945 653,996 897,219 62 108 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 8. Commitments and Contingencies, Continued Real property and project agreements: The Commission has entered into other agreements in the ordinary course of business with companies and other governmental agencies for the acquisition of real property as well as the engineering and construction of certain highway and commuter rail projects. These agreements, which are significant, are funded with available and future revenues and debt proceeds. Litigation: Certain claims involving disputed construction costs and property acquisition costs, including goodwill claims, have arisen in the ordinary course of business. Additionally, the Commission is a defendant in lawsuits. Although the outcome of these matters is not presently determinable, management does not expect that the resolution of these matters will have a material adverse impact on the financial condition of the Commission. Note 9. Joint Agreements Joint ventures: The Commission is one of five members of the SCRRA, an independent joint powers authority created in June 1992. The SCRRA's board consists of one member from the Ventura County Transportation Commission; two each from the Orange County Transportation Authority (OCTA), the San Bernardino Associated Governments, and the Commission; and four members from the Los Angeles County Metropolitan Transportation Authority. The SCRRA is responsible for implementing and operating a regional commuter rail system (Metrolink) in five southern California counties. As a member of SCRRA, the Commission makes capital and operating contributions for its pro rata share of rail lines servicing the County. The Commission expended $21,289,044 and $2,996,937 during 2019 for its share of Metrolink operating and capital costs, respectively. As of June 30, 2019, cumulative capital contributions were $56,361,657. Other funds for rail service are contributed to the SCRRA by the State from state rail bonds on behalf of the Commission. Separate financial statements are prepared by and available from the SCRRA, which is located at 900 Wilshire Boulevard, Suite 1500, Los Angeles, California 90017. In May 2013 the Commission became a full voting member of the Los Angeles —San Diego —San Luis Obispo (LOSSAN) Rail Corridor Agency with the intent to have greater involvement in regional rail issues because of its legal ownership rights regarding passenger rail service between Fullerton and Los Angeles. The LOSSAN Rail Corridor Agency is a locally governed joint powers authority comprised of 13 agencies created to oversee the intercity passenger rail service in the travel corridor between San Diego and San Luis Obispo County. The Commission's share of administration costs is subject to future negotiations; however, during 2020 the Commission contributed $0 for administration efforts. In May 2017, the Commission became a member of the California Vanpool Authority (CalVans) to share resources and provide public vanpool transportation options for the traveling public. CalVans is a joint powers authority comprised of 13 agencies created to operate van pool services within the territories of the member agencies. The Commission did not expend any funds during 2020 for CalVans. RCTC 91 Express Lanes cooperative agreements: The RCTC 91 Express Lanes are jointly operated with the existing OCTA 91 Express Lanes and collectively referred to as the 91 Express Lanes. Under the Orange -Riverside Cooperative Agreement, which was entered into in December 2011, the Commission and OCTA agreed on the use of the same initial toll operator, cost and revenue sharing, toll policies, business rules, interoperability of technology, and marketing activities as well as OCTA review of design plans and construction activities for the 91 Project. In May 2013 the Commission entered into a three -party agreement with OCTA and the third -party toll operator, for the operations of the 91 Express Lanes. This ensures a streamlined and consistent intercounty travel for motorists on the OCTA 91 Express Lanes in Orange County and RCTC 91 Express Lanes in Riverside 63 109 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 9. Joint Agreements County. The third -party toll operator provides operating services in the annual amount of $6,942,600 plus inflation for three initial years with two one-year extension options, subject to Board of Commissioners approval. The third -party toll operator is responsible for the day-to-day operations of the toll facility; another contractor is responsible for maintaining the roadside toll collection system under a separate agreement with the Commission. The three -party agreement expires on December 31, 2021, as amended in September 2019. In November 2019, the Commission awarded an agreement to the third -party operator to develop and install a new back office system and to provide express lane operator services, including the back office and customer services center. The third -party operator has a separate contract with OCTA. Each contract has a five-year term, plus two 3 -year options, to operate both the OCTA and RCTC 91 Express Lanes. The operating term begins July 2021. Note 10. Employees' Pension Plans General Information about the CaIPERS Pension Plan: The Commission contracts with CaIPERS to provide its employees retirement as well as death and retirement disability benefits, which are paid by the CaIPERS under a cost sharing multiple -employer plan. CaIPERS issues publicly available reports that include a full description of the pension plan regarding benefit provisions, assumptions and membership information that can be obtained from its executive office located at 400 P Street, Sacramento, California 95814, or by visiting the CaIPERS website at www.calpers.ca.gov. All permanent Commission employees are eligible to participate in the Miscellaneous Employee Pension Plan, cost -sharing multiple employer defined benefit pension plan administered by CaIPERS. Benefit provisions under the Plan are established by State statute and Commission resolution. Benefits Provided-CaIPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to one year of full time employment. Employees hired prior to January 1, 2013 and attaining the age of 55 with five years of credited California service (service) are eligible for normal retirement and are entitled to a monthly benefit of 2.7% of their final compensation for each year of service. Final compensation is defined as the highest annual salary earned. Retirement may begin at age 50 with a reduced benefit rate. The plan also credits employees for unused sick leave. Employees hired on or after January 1, 2013 who are not "classic" members and attaining the age of 62 with five years of credited service are eligible for normal retirement and are entitled to a monthly benefit of 2% of their three-year final compensation for each year of service. Retirement may begin at age 52 with a reduced benefit rate. Upon separation from the plan prior to retirement, members' accumulated contributions are refundable with interest credited through the date of separation. All members are eligible for non -duty disability benefits after 10 years of service. The pre - retirement death benefit is one of the following: the 1957 Survivor Benefit - level 3 or the Optional Settlement 2W Death Benefit. The post -retirement death benefit is one of the following: lump sum or survivor allowance. The cost of living adjustments for each plan are applied as specified by the Public Employees' Retirement Law. The Plan provisions and benefits in effect at June 30, 2020, are summarized as follows: Miscellaneous Hire date Prior to January 1, 2013 On or after January 1, 2013 Benefit formula Benefit vesting schedule Benefit payments Retirement age Monthly benefits, as a % of eligible compensation Required employee contribution rates Required Commission contribution rates 2.7% @ 55 5 years of service Monthly for life 50-55 2.0% to 2.7% 8% 15.388% 2%@ 62 5 years of service Monthly for life 52 - 62 1.0% to 2.0% 7.25% 8.069% 64 110 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 10. Employees' Pension Plans, Continued Contributions - Section 20814(c) of the California Public Employees' Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in rate. Funding contributions for the Plan are determined annually on an actuarial basis as of June 30 by CaIPERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The Commission is required to contribute the difference between the actuarially determined rate and the contribution rate of employees. For the year ended June 30, 2020, the contributions recognized as part of pension expense for the Plan were as follows: Miscellaneous Contributions - Commission Contributions - Employee $ 10,221,550 479,952 Pension Liabilities, Pension Expenses, and Deferred Outflows/Inflows of Resources Related to Pensions: As of June 30, 2020, the Commission reported a net pension liability for its proportionate shares of the net pension liability of the Plan as follows: Proportionate Share of Net Pension Liability Miscellaneous $ 8,921,123 The Commission's net pension liability for the Plan is measured as the proportionate share of the net pension liability. The net pension liability of the Plan is measured as of June 30, 2019, and the total pension liability for the Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2018 rolled forward to June 30, 2019 using standard update procedures. The Commission's proportion of the net pension liability was based on a projection of the Commission's long-term share of contributions to the pension plan relative to the projected contributions of all participating employers, actuarially determined. The Commission's proportionate share of the net pension liability for the Plan as of June 30, 2018 and 2019 is as follows: Miscellaneous Proportion -June 30, 2018 Proportion -June 30, 2019 Change - Increase (Decrease) 0.08656% 0.08706% (0.0005%) For the year ended June 30, 2020, the Commission recognized pension expense of $2,435,492. At June 30, 2020, the Commission reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows of Deferred Inflows of Resources Resources Pension contributions subsequent to measurement date Differences between actual and expected experiences Changes in assumptions Differences between contributions and the proportionate share of contributions Changes in Commission's proportion Net differences between projected and actual earnings on plan investments Total $ 11,841,629 $ 434,622 10,221,550 619,610 425,400 389,196 185,873 48,007 150,801 79,845 155,969 65 111 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 10. Employees' Pension Plans, Continued The $10,221,550 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the subsequent fiscal years. Other amounts reported as deferred outflows of resources and deferred (inflows) of resources related to pensions will be recognized as pension expense as follows: Year Ending June 30 2021 2022 2023 2024 985,261 32,791 135,888 31,517 $ 1,185,457 Actuarial Methods and Assumptions - The total pension liability in the June 30, 2018 actuarial valuation was determined using the following actuarial assumptions: Miscellaneous Valuation Date Measurement Date Actuarial Cost Method Actuarial Assumptions: Discount Rate Inflation Projected Salary Increase Investment Rate of Return Mortality June 30, 2018 June 30, 2019 Entry -Age Normal Cost Method 7.15% 2.50% Varies by entry age and service 7.15% net of pension plan investment and administrative expenses, includes inflation Derived using CaIPERS' membership data for all funds The underlying mortality assumptions and all other actuarial assumptions used in the June 30, 2018 valuation were based on the results of a December 2017 actuarial experience study report (based on demographic data for the period 1997 to 2015). Further details of the experience study can be found on the CaIPERS website. Discount Rate - The discount rate used to measure the total pension liability was 7.15% for the Plan. The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be made at statutorily required rates, actuarially determined. Based on those assumptions, the Plan's fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability. Long Term Expected Rate of Return -The long-term expected rate of return on pension plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net pension plan investment expense and inflation) are developed for each major asset class. In determining the long-term expected rate of return, CaIPERS took into account both short-term and long- term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds' asset classes, expected compound (geometric) returns were calculated over the short-term (first 10 years) and the long-term (11 years +) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at 66 112 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 10. Employees' Pension Plans, Continued the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equal to the single equivalent rate calculated above and adjusted to account for assumed administrative expenses. The table below reflects the expected real rates of return by asset class. Asset Class (a) Current Target Allocation Real Return Years 1 -10 (b) Real Return Years 11+ (c) Global Equity Fixed Income Inflation Assets Private Equity Real Estate Liquidity Total 50.0% 28.0% 8.0% 13.0% 1.0% 100% 4.80% 1.00% 0.77% 6.30% 3.75% 5.98% 2.62% 1.81% 7.23% 4.93% (0.92%) (a) Fixed income is included in Global Debt Securities; Inflation Assets are included in both Global Equity Securities and Global Debt Securities; and Liquidity is included in short-term investments. (b) An expected inflation rate of 2.0% used for this period. (c) An expected inflation rate of 2.92% used for this period. Sensitivity of the Collective Net Pension Liability to Changes in the Discount Rate - The following presents the Commission's collective net pension liability for the Plan, calculated using the discount rate for the Plan, as well as what the Commission's collective net pension liability would be if it were calculated using a discount rate that is 1% below or 1% higher than the current rate: Miscellaneous 1% Decrease Net Pension Liability Current Discount Rate Net Pension Liability 1% Increase Net Pension Liability 6.15% $14,004,259 7.15% $8,921,123 8.15% $4,725,354 Pension Plan Fiduciary Net Position - Detailed information about the pension plan's fiduciary net position is available in the separately issued CaIPERS financial reports. Payable to the Pension Plan -At June 30, 2020, the Commission reported a payable of $0 for the outstanding amount of contributions to the pension plan required for the year ended June 30, 2020. 401(a) plan: The Commission offers its employees a 401(a) single -employer defined contribution plan referred to as the Money Purchase Plan & Trust (Plan), which covers all permanent full-time employees. Employees are fully vested in the Plan after five years. The Plan, which is administered by the International City/County Management Association (ICMA), requires the Commission to make a contribution of 7.5% of the employees' earnings for the Plan year. Fiduciary responsibility and reporting of the Plan assets rests with ICMA. The Commission has the authority to amend the contribution requirements. Total payroll for covered employees for the current year was $6,327,777. The Commission's contributions to the Plan were $470,203 for the year ended June 30, 2020. 67 113 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 11. Post -employment Benefits Other Than Pensions (OPEB) Plan description - The Commission's OPEB plan through the CERBT, is an agent multiple -employer defined benefit plan for eligible retirees and their dependents. CERBT issues a publicly available financial report that can be obtained from its executive office or its website. Benefits provided - The Commission provides post -employment health benefits for eligible retirees and their dependents at retirement. For employees hired on or after January 1, 2007, retirees must have a minimum of 10 years of PERS service and no less than five years of Commission service in order to receive post -employment health benefits in accordance with PERS as per Government Code Section 22893. For employees hired prior to January 1, 2007, retirees are not required to meet the eligibility criteria and may receive post -employment health benefits at the monthly health benefit rate paid for active employees, which is currently at $750. The Commission's contributions toward premiums for retiree health insurance are coordinated with Medicare and other benefits provided by federal and state law, when available, to the extent it reduces the cost of insurance premiums. Employees covered by benefit terms at June 30, 2020 are as follows: Inactive employees or beneficiaries currently receiving benefit payments 22 Inactive employees entitled to but not yet receiving benefit payments 1 Active employees 44 Total 67 Contributions - The contribution requirements of plan members are established and may be amended by the Commission. The Commission has adopted a policy to fund 100% of the actuarially determined amount. For the year ended June 30, 2020, the Commission's average contribution rate was 8% of covered -employee payroll. Employees are not required to contribute to the plan. Net OPEB Liability - The Commission's net OPEB liability was measured as of June 30, 2019, and the total OPEB liability used to calculate the net OPEB liability was determined by an actuarial valuation as of that date. Actuarial assumptions -The total OPEB liability in the June 30, 2019 actuarial valuation was determined using the following assumptions, applied to all periods included in the measurement, unless otherwise specified: Actuarial Assumptions June 30, 2019 Measurement Date Inflation Salary increases Investment rate of return Healthcare cost trend rates 2.75% per annum 3.00% aggregate 5.75% Non -Medicare: 7.5% for 2021, decreasing to an ultimate rate of 4.0% in 2076 and later years Medicare: 6.3% for 2021, decreasing to an ultimate rate of 4.0% in 2076 and later years Mortality rates are based on projected fully generational with Scale MP -2018. The actuarial assumptions used in the June 30, 2019 actuarial valuation were based on the results of an actuarial experience study for the period July 1, 2018 to June 30, 2019. The long-term expected rate of return on OPEB plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of OPEB plan investment expense and inflation) are developed for each major asset class. 68 114 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 11. Postemployment Benefits Other Than Pensions (OPEB), Continued In determining the long-term expected rate of return, CaIPERS took into account both short-term and long- term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds' asset classes, expected compound (geometric) returns were calculated over the short-term (first 10 years) and the long-term (11 years +) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equal to the single equivalent rate calculated above and adjusted to account for assumed administrative expenses. Asset Class Target Allocation Strategy 2 Expected Real Rate of Return Global equity Fixed income TIPS Commodities REITs Assumed long-term rate of inflation Expected long-term net rate of return 40% 43% 5% 4% 8% 4.82% 1.47% 1.29% 0.84% 3.76% 2.75% 5.75% Discount rate - The discount rate to measure the total OPEB liability was 5.75%. The projection of cash flows used to determine the discount rate assumed that contributions from the Commission will be made at contractually required rates, actuarially determined. Based on this assumption, the OPEB plan's fiduciary net position was projected to be available to make projected OPEB payments for current and inactive employees. Therefore, the long-term expected rate of return on OPEB plan investments was applied to all periods of projected benefit payments to determine the total OPEB liability. Changes in the Net OPEB Liability - The changes in the net OPEB liability (asset) from the measurement date of June 30, 2018 to June 30, 2019 are as follows: Increase Decrease Total OPEB Liability Plan Fiduciary Net Position Net OPEB Liability (Asset) Balances atJune 30, 2018 (measurement date) Changes for the year: Service cost Interest Changes in benefit terms Actual vs. expected experience Assumption changes Contributions- employer Net investment income Benefit payments Administrative expense Net changes Balances atJune 30, 2019 (measurement date) $ 7,326,000 477,000 462,000 80,000 (338,000) 137,000 (229,000) 589,000 $ 7,366,000 (40,000) 477,000 462,000 80,000 (338,000) 137,000 778,000 (778,000) 577,000 (577,000) (229,000) (2,000) 2,000 1,124,000 (535,000) $ 7,915,000 $ 8,490,000 $ (575,000) 69 115 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 11. Postemployment Benefits Other Than Pensions (OPEB), Continued Sensitivity of the net OPEB liability to changes in the discount rate - The following table presents the Commission's net OPEB liability (asset), as well as what the Commission's net OPEB liability would be if it were calculated using a discount rate that is 1% below or 1% higher than the current discount rate: Changes in the Discount Rate 1% Decrease Net OPEB Liability Current Discount Rate Net OPEB Liability 1% Increase Net OPEB Asset 4.75% $652,000 5.75% ($575,000) 6.75% ($1,564,000) Sensitivity of the net OPEB liability to changes in the healthcare cost trend rates - The following table presents the net OPEB liability (asset) as well as what the Commission's net OPEB liability would be if it were calculated using healthcare cost trend rates that are 1% below or 1% higher than the current healthcare cost trend rates: Changes in the Healthcare Cost Trend Rate 1% Decrease Net OPEB Asset Current Healthcare Trend Rate Net OPEB Liability 1% Increase Net OPEB Liability 1% Decrease ($1,684,000) CurrentTrend ($575,000) 1% Increase $826,000 OPEB plan fiduciary net position - Detailed information about the OPEB plan's fiduciary net position is available in the separately issued CERBT financial reports at https://www.calpers.ca.gov/page/employers/ benefit-programs/cerbt. OPEB expense and deferred outflows of resources and deferred inflows of resources related to OPEB - For the year ended June 30, 2020, the Commission recognized OPEB expense of $473,000. At June 30, 2020 the Commission reported deferred outflows of resources and deferred inflows of resources related to OPEB from the following sources. Deferred Outflows of Resources Deferred Inflows of Resources Contributions subsequent to measurement date Changes in assumptions Differences between actual and expected experiences Net differences between projected and actual earnings on plan investments Total 448,000 118,000 $ 566,000 291,000 233,000 $ 524,000 The $448,000 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net OPEB liability in the subsequent fiscal years. Amounts reported as deferred outflows of resources and deferred inflows of resources related to OPEB will be recognized in OPEB expense as follows: 70 116 Riverside County Transportation Commission Notes to Basic Financial Statements June 30, 2020 Note 11. Postemployment Benefits Other Than Pensions (OPEB), Continued Year Ending June 30 2021 2022 2023 2024 2025 Thereafter (90,000) (128,000) (74,000) (53,000) (28,000) (33,000) $ (406,000) Payable to the OPEB Plan - At June 30, 2020 the Commission reported a payable of $0 for the outstanding amount of contributions to CERBT required for the year ended June 30, 2020. Note 12. Measure A Conformance Requirements Measure A requires that the sales taxes collected may only be used for transportation purposes including administration and the construction, capital acquisition, maintenance, and operation of streets, roads, highways including state highways, and public transit systems and for related purposes. These purposes include expenditures for planning, environmental reviews, engineering and design costs, and related right of way acquisition. Note 13. Pronouncements Issued, Not Yet Effective In May 2020, the Commission adopted GASB Statement No. 95, Postponement of the Effective Dates of Certain Authority Guidance. In light of the COVID-19 pandemic and effective immediately, this statement provides temporary relief to governments and other stakeholders with a delay in the effective dates of several GASB statements. The GASB pronouncements issued prior to June 30, 2020 that have an effective date impacting future financial presentations include: • GASB Statement No. 87, Leases, effective for the fiscal year that ends June 30, 2022; • GASB Statement No. 89, Accounting for Interest Cost Incurred Before the End of a Construction Period, effective for fiscal years beginning after December 31, 2021; • GASB Statement No. 91, Conduit Debt Obligations, effective for fiscal years beginning after December 31, 2022; • Implementation Guide No. 2019-1, Implementation Guidance Update - 2019, effective for the fiscal year that ends June 30, 2021; and • Implementation Guide No. 2019-3, Leases, effective for the fiscal year that ends June 30, 2022. 71 117 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 118 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 120 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balance Budget and Actual - General Fund Year Ended June 30, 2020 General Variance with Final Budget Original Final Positive Budget Budget Actual (Negative) Revenues Intergovernmental $ 11,664,700 $ 11,664,700 $ 5,338,528 $ (6,326,172) Investment income 499,400 276,100 285,148 9,048 Other 400 400 876,745 876,345 Total revenues 12,164,500 11,941,200 6,500,421 (5,440,779) Expenditures Current: General government 12,301,100 12,363,500 - 12,363,500 Commuter rail 29,093,700 29,147,700 23,118,132 6,029,568 Planning and programming 4,646,800 7,117,300 7,192,725 (75,425) Transit and specialized transportation 1,071,600 1,071,600 1,051,348 20,252 Total programs 47,113,200 49,700,100 31,362,205 18,337,895 Debt service: Principal 8,700 8,683 17 Interest 7,100 7,079 21 Total debt service 15,800 15,762 38 Capital outlay 1,306,000 1,194,800 - 1,194,800 Total expenditures 48,419,200 50,910,700 31,377,967 19,532,733 Excess (deficiency) of revenues over (under) expenditures (36,254,700) (38,969,500) (24,877,546) 14,091,954 Other financing sources (uses) Transfers in 40,408,800 45,209,800 21,682,561 (23,527,239) Transfers out (3,394,600) (3,394,600) (66,993) 3,327,607 Total other financing sources (uses) 37,014,200 41,815,200 21,615,568 (20,199,632) Net change in fund balances $ 759,500 $ 2,845,700 (3,261,978) $ (6,107,678) Fund balances at beginning of year 29,124,269 Fund balances at end of year $ 25,862,291 See notes to required supplementary information 75 121 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balance Budget and Actual - Major Special Revenue Funds Year Ended June 30, 2020 Revenues Sales taxes Transportation Uniform Mitigation Fee Intergovernmental Investment income Other Total revenues Expenditures Current: General government Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Highways Local streets and roads Planning and programming Regional arterials Transit and specialized transportation Total programs Capital outlay Total expenditures Excess (deficiency) of revenues over (under) expenditures Other financing sources (uses) Debt issuance Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year Measure A Western County Original Budget Final Budget Variance with Final Budget Positive Actual (Negative) Measure A Coachella Valley Variance with Final Budget Original Final Positive Budget Budget Actual (Negative) $ 150,535,000 $ 138,834,000 $ 152,356,159 $ 13,522,159 $ 41,475,000 $ 38,253,000 $ 41,832,334 $ 3,579,334 126,247,600 3,603,100 1,516,000 281,901,700 126,247,600 2,472,800 1,516,000 269,070,400 53,356,973 4,159,573 1,197,392 211,070,097 (72,890,627) - - 1,686,773 767,400 562,800 1,108,859 546,059 (318,608) - - - - (58,000,303) 42,242,400 38,815,800 42,941,193 4,125,393 718,500 739,000 534,338 204,662 4,578,300 36,616,000 278,348,200 43,350,400 7,430,700 6,586,800 377,628,900 300 4,691,000 36,626,300 290,781,700 43,985,100 7,431,200 6,587,600 390,842,200 215 3,938,474 16,744,864 194,736,575 43,985,055 4,939,979 6,145,842 271,025,342 85 752,526 19,881,436 - - 96,045,125 30,044,800 27,031,300 14,793,955 12,237,345 45 14,408,400 14,642,700 14,642,656 44 2,491,221 - - 441,758 7,007,900 7,007,900 6,484,084 523,816 119,816,858 51,461,100 48,681,900 35,920,695 12,761,205 3,232,000 4,509,700 3,536,042 973,658 380,860,900 395,351,900 274,561,384 120,790,516 51,461,100 48,681,900 35,920,695 12,761,205 (98,959,200) (126,281,500) (63,491,287) 62,790,213 (9,218,700) (9,866,100) 7,020,498 16,886,598 75,703,000 47,933,700 (95,400,000) 28,236,700 75,703,000 44,863,300 (88,775,400) 31,790,900 111,301,868 24,978,397 (62,934,771) 73,345,494 35,598,868 (19,884,903) 142,200 142,164 (36) 25,840,629 (357,100) (691,300) 691,300 41,554,594 (357,100) (549,100) 142,164 691,264 $ (70,722,500) $ (94,490,600) See notes to required supplementary information 9,854,207 253,925,602 $ 263,779,809 $ 104,344,807 $ (9,575,800) $ (10,415,200) 7,162,662 $ 17,577,862 56,410,474 $ 63,573,136 76 122 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balance Budget and Actual - Major Special Revenue Funds, Continued Year Ended June 30, 2020 Revenues Sales taxes Transportation Uniform Mitigation Fee Intergovernmental Investment income Other Total revenues Expenditures Current: General government Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Highways Local streets and roads Planning and programming Regional arterials Transit and specialized transportation Total programs Capital outlay Total expenditures Excess (deficiency) of revenues over (unde expenditures Other financing sources (uses) Debt issuance Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year Transportation Uniform Mitigation Fee Original Final Budget Budget Local Transportation Fund Variance with Variance with Final Budget Final Budget Positive Original Final Positive Actual (Negative) Budget Budget Actual (Negative) $ - $ - $ 25, 000, 000 16, 240, 000 5,800,000 5,800,000 1,731,300 1,205,900 18,000 18,000 - $ $ 97,000,000 $ 91,000,000 $ 100,283,641 $ 9,283,641 23,257,905 7,017,905 527,029 (5,272,971) 2,120,529 914,629 1,077,700 713,300 1,167,823 454,523 25,212 7,212 - - - - 32,549,300 23,263,900 25,930,675 2,666,775 98,077,700 91,713,300 101,451,464 9,738,164 11,700,000 11,740,000 11,104,593 635,407 22,972,000 23,171,500 7,119,421 16,052,079 12,000 12,000 12,000 1,250,100 1,367,800 1,367,800 728,000 817,000 817,000 90,300,000 101,150,300 72,016,819 29,133,481 34,672,000 34,911,500 18,224,014 16,687,486 92,290,100 103,347,100 74,213,619 29,133,481 34,672,000 34,911,500 18,224,014 16,687,486 92,290,100 103,347,100 74,213,619 29,133,481 (2,122,700) (11,647,600) 7,706,661 19,354,261 5,787,600 (11,633,800) 27,237,845 38,871,645 300,000 300,000 177,115 (122,885) (1,524,300) (1,524,300) - 1,524,300 (28,968,500) (33,769,500) (21,670,895) 12,098,605 (1,224,300) (1,224,300) 177,115 1,401,415 (28,968,500) (33,769,500) (21,670,895) 12,098,605 $ (3,347,000) $ (12,871,900) See notes to required supplementary information 7,883,776 109,653,332 $ 117,537,108 $ 20,755,676 $ (23,180,900) $ (45,403,300) 5,566,950 $ 50,970,250 91,541,353 $ 97,108,303 77 123 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balance Budget and Actual - Major Special Revenue Funds, Continued Year Ended June 30, 2020 State Transit Assistance SB 132 Variance with Variance with Final Budget Final Budget Original Final Positive Original Final Positive Budget Budget Actual (Negative) Budget Budget Actual (Negative) Revenues Sales taxes $ 27,253,800 $ 27,253,800 $ 23,910,447 $ (3,343,353) $ $ $ $ Transportation Uniform Mitigation Fee - Intergovernmental 498 498 93,511,800 93,511,800 77,527,098 (15,984,702) Investment income 1,628,400 1,143,000 2,073,193 930,193 - 31,818 31,818 Other - - - - - - Total revenues 28,882,200 28,396,800 25,984,138 (2,412,662) 93,511,800 93,511,800 77,558,916 (15,952,884) Expenditures Current: General government Bicycle and pedestrian facilities CETAP Commuter assistance Commuter rail Highways 94,643,500 96,300,200 76,424,673 19,875,527 Local streets and roads Planning and programming Regional arterials Transit and specialized transportation 50,127,700 50,127,700 13,291,165 36,836,535 Total programs 50,127,700 50,127,700 13,291,165 36,836,535 94,643,500 96,300,200 76,424,673 19,875,527 Capital outlay Total expenditures 50,127,700 50,127,700 13,291,165 36,836,535 94,643,500 96,300,200 76,424,673 19,875,527 Excess (deficiency) of revenues over (unde expenditures (21,245,500) (21,730,900) 12,692,973 34,423,873 (1,131,700) (2,788,400) 1,134,243 3,922,643 Other financing sources (uses) Debt issuance Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year 2,000,000 2,000,000 166,859 (1,833,141) (572,400) (678,300) (450,000) 228,300 (868,300) (868,300) - 868,300 (572,400) (678,300) (450,000) 228,300 1,131,700 1,131,700 166,859 (964,841) $ (21,817,900) $ (22,409,200) 12,242,973 $ 34,652,173 $ See notes to required supplementary information 107,469,411 $ 119,712,384 - $ (1,656,700) 1,301,102 $ 2,957,802 (1,272,356) $ 28,746 78 124 Riverside County Transportation Commission Schedule of Proportionate Share of Net Pension Liability Last Ten Fiscal Years ' June 30, 2020 Fiscal Year 2020 2019 2018 2017 2016 2015 1 Measurement Date 2019 2018 2017 2016 2015 2014 Proportion of the net pension liability/(asset) 0.08706% 0.08656% 0.08794% 0.08829% 0.09176% 0.08559% Proportionate share of the net pension liability/(asset) $ 8,921,123 $ 8,340,905 $ 8,721,456 $ 7,639,639 $ 6,298,052 $ 5,325,565 Covered payroll (measurement year) $ 5,870,876 $ 5,653,205 $ 5,536,781 $ 5,287,151 $ 4,792,270 $ 4,316,567 Proportionate share of the net pension liability/(asset) as percentage of covered payroll 151.96% 147.54% 157.52% 144.49% 131.42% 123.38% Plan fiduciary net position as a percentage of the total pension liability 75.26% 75.26% 73.31 % 74.06% 78.40% 78.21 % See notes to required supplementary information 'Fiscal year 2015 was the first year of implementation, therefore, only six years are shown. Represents most recent data available. 79 125 Riverside County Transportation Commission Schedule of Pension Contributions Last Ten Fiscal Years 1 June 30, 2020 Fiscal Year 2020 2019 2018 2017 2016 2015 ' Contractually required contribution (actuarially determined) $ 1,675,734 $ 1,507,484 $ 1,321,564 $ 1,222,802 $ 1,101,641 $ 1,044,018 Contributions in relation to the actuarially determined contributions (10,221,550) (1,443,593) (1,308,877) (1,238,891) (1,132,393) (1,125,317) Contribution deficiency (excess) $ (8,545,816) $ 63,891 $ 12,687 $ (16,089) $ (30,752) $ (81,299) Covered payroll $ 6,327,777 $ 5,870,876 $ 5,653,205 $ 5,536,781 $ 5,287,151 $ 4,792,270 Contributions as a percentage of covered payroll 161.53% 24.59% 23.15% 22.38% 21.42% 23.48% Valuation date 6/30/17 6/30/16 6/30/15 6/30/14 6/30/13 6/30/12 Actuarial cost method Entry age normal cost method Amortizations method Level of percentage of payroll Remaining amortization period 20 years as of valuation date Asset valuation method 15 year smoothed market Inflation 2.50% Projected salary increases Varies by entry age and service Discount rate 7.15% (net of administrative expenses) Retirement age 55 years Mortality Society of Actuaries Scale 90% of scale MP 2016 See notes to required supplementary information 'Fiscal year 2015 was the first year of implementation, therefore, only six years are shown. Represents most recent data available. 80 126 Riverside County Transportation Commission Schedule of Changes in the Net OPEB Liability (Asset) and Related Ratios Last Ten Fiscal Years 1 June 30, 2020 Fiscal Year 2020 2019 2018 2017 1 Measurement date Total OPEB liability (asset) Service cost Interest Changes of benefit terms Differences between expected and actual experience Changes of assumptions Benefit payments Net change in total OPEB liability (asset) Beginning total OPEB liability (asset) Ending total OPEB liability (asset) Plan fiduciary net position Employer contributions Net invesment income Benefit payments Administrative expense Net change in plan fiduciary net position Beginning fiduciary net position Ending fiduciary net position Ending net OPEB liability (asset) Plan fiduciary net position as a percentage of the total OPEB liability (asset) Covered payroll (measurement year) Net OPEB liability (asset) as a percentage of covered payroll See notes to required supplementary information 2019 2018 2017 2016 $ 477,000 $ 463,000 $ 449,000 $ 437,000 462,000 416,000 377,000 338,000 80,000 74,000 - - (338,000) 137,000 (229,000) (192,000) (172,000) (155,000) 589,000 761,000 654,000 620,000 7,326,000 6,565,000 5,911,000 5,291,000 $ 7,915,000 $ 7,326,000 $ 6,565,000 $ 5,911,000 $ 778,000 $ 725,000 $ 666,000 $ 634,000 577,000 522,000 597,000 86,000 (229,000) (192,000) (172,000) (155,000) (2,000) (12,000) (3,000) (2,000) 1,124,000 1,043,000 1,088,000 563,000 7,366,000 6,323,000 5,235,000 4,672,000 $ 8,490,000 $ 7,366,000 $ 6,323,000 $ 5,235,000 $ (575,000) $ (40,000) $ 242,000 $ 676,000 107.26% 100.55% 96.31% 88.56% $ 5,870,876 $ 5,653,205 $ 5,536,781 $ 5,287,151 -9.79% -0.71% 4.37% 12.79% 'Fiscal year 2017 was the first year of implementation, therefore, only four years are shown. Represents most recent data available. 81 127 Riverside County Transportation Commission Schedule of OPEB Contributions Last Ten Fiscal Years ' June 30, 2020 Fiscal Year 2020 2019 2018 2017 ' Actuarially determined contribution $ 399,000 $ 549,000 $ 533,000 $ 494,000 Contributions in relation to the actuarially determined contribution 448,000 778,000 725,000 666,000 Contribution deficiency (excess) $ (49,000) $ (229,000) $ (192,000) $ (172,000) Covered payroll $ 6,327,777 $ 5,870,876 $ 5,653,205 $ 5,536,781 Contributions as a percentage of covered -employee payroll 7.08% 13.25% 12.82% 12.03% Valuation date: Actuarially determined contribution rates are calculated as of June 30, three years prior to the end of the fiscal year in which contributions are reported. Methods and assumptions used to determine contribution rates: Actuarial cost method Entry age normal - level percentage of payroll Amortization method Level percentage of payroll Amortization period Ten years Asset valuation method Investment gains and losses spread over five-year rolling period Inflation 2.75% Healthcare cost trend rates Non -Medicare: 7.25% for 2021, decreasing to an ultimate rate of 4.0% in 2076 and later years Medicare: 6.3% for 2021, decreasing to an ultimate rate of 4.0% in 2076 and later years Salary increases 3.00% aggregate Investment rate of return 6.00% Retirement age Classic employees: 50 - 55 Public Employees' Pension Reform Act: 52 - 62 Mortality Mortality projected fully generational with Scale MP -2018 See notes to required supplementary information 'Fiscal year 2017 was the first year of implementation, therefore, only four years are shown. Represents most recent data available. 82 128 Riverside County Transportation Commission Notes to Required Supplementary Information June 30, 2020 Budgetary Data In February of each year, department heads begin the process of compiling budget data for the upcoming fiscal year. Budget numbers along with supporting documentation are provided to the Chief Financial Officer by March 15. That budget data is compiled and presented to the Executive Director for review and approval and is submitted to the Budget and Implementation Committee at its April meeting. After review by the Budget and Implementation Committee, the proposed budget is scheduled for preliminary review and comment as well as public hearing at the Commission's May meeting. The final budget for the new fiscal year is then adopted by motion of the Board of Commissioners (Board) no later than June 15 of the current year. This appropriated budget covers substantially all Commission expenditures by financial responsibility unit [e.g., General fund and Measure A (for each of the three county areas), Local Transportation Fund, and Transportation Uniform Mitigation Fee special revenue funds] by fund. All appropriated amounts are as originally adopted or as amended by the Commission. Unexpended appropriations lapse at year-end. All budgets are adopted on a basis consistent with generally accepted accounting principles. As adopted by the Board, expenditure activities of the funds with adopted budgets are controlled at the budgetary unit, which is the financial responsibility level, for each function (i.e., administration, programs, intergovernmental distributions, and capital outlay). These functions provide the legal level of budgetary control (i.e., the level at which expenditures cannot legally exceed the appropriated amount). Management has the discretion to transfer the budgeted amounts within the financial responsibility unit according to function. Supplemental budget appropriations were necessary during the year. Pension Plan Schedule of Proportionate Share of Net Pension Liability - The schedule provides the proportion (percentage) of the collective net pension liability, proportionate share (amount) of the collective net pension liability, the Commission's covered payroll, proportionate share (amount) of the collective net pension liability as a percentage of Commission's covered payroll, and the pension plan's fiduciary net position as a percentage of the total pension liability. Schedule of Pension Contributions - The schedule provides the Commission's actuarially determined contributions to the pension plan, the Commission's actual contributions, the difference between the actual and actuarially determined contributions, and a ratio of the actual contributions divided by covered payroll. Postemployment Benefits Other Than Pensions Schedule of Changes in the Net OPEB Liability (Asset) and Related Ratios - The schedule provides the schedule of changes in the net OPEB liability (asset), the plan fiduciary net position as a percentage of the total OPEB liability (asset), the Commission's covered payroll, and the net OPEB liability(asset) as a percentage of covered payroll. Schedule of OPEB Contributions - The schedule provides the Commission's actuarially determined contributions to the OPEB plan, the Commission's actual contributions, the difference between the actual and actuarially determined contributions, and a ratio of the actual contributions divided by covered payroll. 83 129 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 130 Y_ • Southern Extension project area RIVERSIDE COUNTY TRANSPORTATION COMMISSION 132 Riverside County Transportation Commission Nonmajor Governmental Funds Description Special Revenue Funds Measure A Palo Verde Valley: This fund is used to account for the revenues from sales taxes which are restricted to expenditures for Palo Verde Valley programs and activities. Freeway Service Patrol: This fund is used to record the revenues received from state funds for the purpose of implementing a freeway service patrol for motorists. Service Authority for Freeway Emergencies: This fund is used to record the revenues received from Department of Motor Vehicle user registration fees for the purpose of implementing an emergency call box system for motorists. State of Good Repair: This fund is used to account for revenues from sales taxes on gasoline and vehicle fee revenues restricted for transit projects. Coachella Valley Rail: This fund is used to account for revenues from state funds for the planning and development of the new Coachella Valley/San Gorgonio Pass corridor rail service. Other Agency Projects: This fund is used to account for revenues from the Riverside County Regional Park and Open Space District for the interagency cooperative planning and development of projects in the County. 87 133 Riverside County Transportation Commission Combining Balance Sheet - Nonmajor Governmental Funds June 30, 2020 Special Revenue Service Measure A Freeway Authority State of Palo Verde Service for Freeway Good Valley Patrol Emergencies Repair Assets Cash and investments $ 532 $ 3,488,028 $ 5,585,306 $ 8,404,947 Receivables: Accounts 163,215 1,904,402 487,897 670,728 Interest 1 7,917 12,114 19,025 Prepaid expenditures and other assets - 500 - Total assets $ 163,748 $ 5,400,347 $ 6,085,817 $ 9,094,700 Liabilities and fund balances Liabilities: Accounts payable $ 152,935 $ 470,132 $ 33,888 $ 4,454 Due to other funds 10,402 59,245 14,101 2,300 Other liabilities - - - - Total liabilities 163,337 529,377 47,989 6,754 Fund balances: Nonspendable-prepaid amounts 500 Restricted for: Commuter rail Local streets and roads 411 Motorist assistance 4,870,970 6,037,328 Transit and specialized transportation - - 9,087,946 Unassigned: - Total fund balances 411 4,870,970 6,037,828 9,087,946 Total liabilities and fund balances $ 163,748 $ 5,400,347 $ 6,085,817 $ 9,094,700 88 134 Riverside County Transportation Commission Combining Balance Sheet - Nonmajor Governmental Funds, Continued June 30, 2020 Special Revenue Total Coachella Nonmajor Valley Other Governmental Rail Agency Projects Funds Assets Cash and investments $ 2,678,662 $ 324,831 $ 20,482,306 Receivables: Accounts 249,096 500,000 3,975,338 Interest 6,361 845 46,263 Prepaid expenditures and other assets - 51,427 51,927 Total assets $ 2,934,119 $ 877,103 $ 24,555,834 Liabilities and fund balances Liabilities: Accounts payable Due to other funds Other liabilities Total liabilities Fund balances: Nonspendable-prepaid amounts Restricted for: Commuter rail Local streets and roads Motorist assistance Transit and specialized transportation Unassigned: Total fund balances Total liabilities and fund balances $ 17,578 $ 54,678 $ 733,665 14,415 5,360 105,823 796,204 796,204 31,993 2,902,126 856,242 1,635,692 51,427 51,927 (30,566) 20,861 22,920,142 2,902,126 411 10,908,298 9,087,946 (30,566) 2,902,126 $ 2,934,119 $ 877,103 $ 24,555,834 89 135 Riverside County Transportation Commission Combining Statement of Revenues, Expenditures, and Changes in Fund Balances Nonmajor Governmental Funds Year Ended June 30, 2020 Special Revenue Revenues Sales taxes Intergovernmental Investment income Other Total revenues Expenditures Current: Commuter rail Local streets and roads Motorist assistance Planning and programming Transit and specialized transportation Total expenditures Excess (deficiency) of revenues over (under) expenditures Other financing sources (uses): Transfers in Transfers out Total other financing sources (uses) Measure A Palo Verde Valley Freeway Service Patrol Service Authority for Freeway Emergencies State of Good Repair 847,828 $ 4 2,773,907 45,045 184,555 3,003,507 $ 3,886,066 2,234,133 - 103,703 128,371 847,832 847,983 4,208,360 2,337,836 725,696 4,014,437 787,947 787,947 847,983 4,208,360 725,696 (151) (1,204,853) 2,400,000 1,612,140 (2,400,000) (2,400,000) 3,226,490 (819,100) (819,100) 2,400,000 Net change in fund balances (151) 1,195,147 (787,860) 2,407,390 Fund balances at beginning of year 562 3,675,823 6,825,688 6,680,556 Fund balances at end of year $ 411 $ 4,870,970 $ 6,037,828 $ 9,087,946 90 136 Riverside County Transportation Commission Combining Statement of Revenues, Expenditures, and Changes Nonmajor Governmental Funds, Continued Year Ended June 30, 2020 Special Revenue Total Coachella Other Nonmajor Valley Agency Governmental Rail Projects Funds Revenues Sales taxes Intergovernmental Investment income Other Total revenues Expenditures Current: Commuter rail 1,206,698 1,206,698 Local streets and roads - 847,983 Motorist assistance 4,934,056 Planning and programming 818,478 818,478 Transit and specialized transportation - 787,947 Total expenditures 1,206,698 818,478 8,595,162 Excess (deficiency) of revenues over (under) expenditures (619,603) (15,598) 2,998,425 - $ $ 4,733,894 535,994 798,404 6,342,438 51,101 4,476 332,700 - - 184,555 587,095 802,880 11,593,587 Other financing sources (uses): Transfers in 450,000 19,442 2,869,442 Transfers out - - (3,219,100) Total other financing sources (uses) 450,000 19,442 (349,658) Net change in fund balances (169,603) 3,844 2,648,767 Fund balances at beginning of year 3,071,729 17,017 20,271,375 Fund balances at end of year $ 2,902,126 $ 20,861 $ 22,920,142 91 137 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual—Nonmajor Special Revenue Funds Year Ended June 30, 2020 Measure A Palo Verde Valley Freeway Service Patrol Variance with Variance with Final Budget Final Budget Original Final Positive Original Final Positive Budget Budget Actual (Negative) Budget Budget Actual (Negative) Revenues Sales taxes $ 990,000 $ 913,000 $ 847,828 $ (65,172) $ - $ - $ - $ Intergovernmental - 2,900,000 3,200,000 2,773,907 (426,093) Investment income 4 4 68,400 37,100 45,045 7,945 Other - 96,000 96,000 184,555 88,555 Total revenues 990,000 913,000 847,832 (65,168) 3,064,400 3,333,100 3,003,507 (329,593) Expenditures Current: Commuter rail Local streets and roads 883,500 848,000 847,983 17 Motorist assistance - - - 5,717,200 5,714,700 4,208,360 1,506,340 Planning and programming Transit and specialized transportation Total expenditures 883,500 848,000 847,983 17 5,717,200 5,714,700 4,208,360 1,506,340 Excess (deficiency) of revenues over (under) expenditures 106,500 65,000 (151) (65,151) (2,652,800) (2,381,600) (1,204,853) 1,176,747 Other financing sources (uses) Transfers in - 2,400,000 2,400,000 2,400,000 Transfers out (106,500) (32,900) 32,900 (216,600) (243,800) 243,800 Total other financing sources (uses) (106,500) (32,900) 32,900 2,183,400 2,156,200 2,400,000 243,800 Net change in fund balances $ $ 32,100 (151) $ (32,251) $ (469,400) $ (225,400) 1,195,147 $ 1,420,547 Fund balances at beginning of year 562 3,675,823 Fund balances at end of year $ 411 $ 4,870,970 92 138 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual—Nonmajor Special Revenue Funds, Continued Year Ended June 30, 2020 Service Authority for Freeway Emergencies State of Good Repair Revenues Sales taxes Intergovernmental Investment income Other Total revenues Expenditures Current: Commuter rail Local streets and roads Motorist assistance Planning and programming Transit and specialized transportation Total expenditures Excess (deficiency) of revenues over (under) expenditures Other financing sources (uses) Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year Original Final Budget Budget Variance with Variance with Final Budget Final Budget Positive Original Final Positive Actual (Negative) Budget Budget Actual (Negative) 2,204,600 107,200 3,000 2,314,800 2,278,800 2,337,836 59,036 3,852,700 3,844,000 4,014,437 170,437 $ - $ - $ - $ 3,796,800 $ 3,796,800 $ 3,886,066 $ 89,266 2,204,600 2,234,133 29,533 71,200 103,703 32,503 55,900 47,200 128,371 81,171 3,000 - (3,000) - - - - 899,100 922,700 725,696 197,004 899,100 922,700 725,696 197,004 5,861,300 5,861,300 5,861,300 5,861,300 787,947 5,073,353 787,947 5,073,353 1,415,700 1,356,100 1,612,140 256,040 (2,008,600) (2,017,300) 3,226,490 5,243,790 (2,531,600) (2,504,400) (2,400,000) (2,531,600) (2,504,400) (2,400,000) 104,400 (941,500) (849,300) (819,100) 30,200 104,400 (941,500) (849,300) (819,100) 30,200 $ (1,115,900) $ (1,148,300) (787,860) $ 360,440 $ (2,950,100) $ (2,866,600) 2,407,390 $ 5,273,990 6,825,688 6,680,556 $ 6,037,828 $ 9,087,946 93 139 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual-Nonmajor Special Revenue Funds, Continued Year Ended June 30, 2020 Coachella Valley Rail Other Agency Projects Variance with Variance with Final Budget Final Budget Original Final Positive Original Final Positive Budget Budget Actual (Negative) Budget Budget Actual (Negative) Revenues Sales taxes $ - $ - $ - $ $ - $ - $ - $ Intergovernmental 6,692,500 6,692,500 535,994 (6,156,506) 7,367,900 7,367,900 798,404 (6,569,496) Investment income 9,400 9,400 51,101 41,701 200 200 4,476 4,276 Other - - - - - - - Total revenues 6,701,900 6,701,900 587,095 (6,114,805) 7,368,100 7,368,100 802,880 (6,565,220) Expenditures Current: Commuter rail 9,762,100 9,765,600 1,206,698 8,558,902 Local streets and roads - - Motorist assistance Planning and programming 6,642,700 6,642,700 818,478 5,824,222 Transit and specialized transportation - - Total expenditures 9,762,100 9,765,600 1,206,698 8,558,902 6,642,700 6,642,700 818,478 5,824,222 Excess (deficiency) of revenues over (under) expenditures (3,060,200) (3,063,700) (619,603) 2,444,097 725,400 725,400 (15,598) (740,998) Other financing sources (uses) Transfers in 450,000 450,000 450,000 19,500 19,442 (58) Transfers out (155,300) (155,300) - 155,300 (725,200) (725,200) - 725,200 Total other financing sources (uses) 294,700 294,700 450,000 155,300 (725,200) (705,700) 19,442 725,142 Net change in fund balances Fund balances at beginning of year Fund balances at end of year $ (2,765,500) $ (2,769,000) (169,603) $ 2,599,397 $ 200 $ 19,700 3,844 $ (15,856) 3,071,729 17,017 $ 2,902,126 $ 20,861 94 140 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Balances Budget and Actual —Capital Projects Funds Year Ended June 30, 2020 Capital Projects Funds Commercial Paper Bonds Variance with Variance with Final Budget Final Budget Original Final Positive Original Final Positive Budget Budget Actual (Negative) Budget Budget Actual (Negative) Revenues Intergovernmental $ - $ - $ - $ $ - $ - $ - $ Investment income 456,900 456,900 1,231,115 774,215 914,800 914,400 1,815,206 900,806 Other Total revenues 456,900 456,900 1,231,115 774,215 914,800 914,400 1,815,206 900,806 Expenditures Debt service: Principal - - Interest 211,900 211,804 96 Total debt service 211,900 211,804 96 Excess (deficiency) of revenues over (under) expenditures 456,900 456,900 1,231,115 774,215 914,800 702,500 1,603,402 900,902 Other financing sources (uses) Transfers in Transfers out Total other financing sources (uses) Net change in fund balances Fund balances at beginning of year Fund balances at end of year - (6,199,600) (6,199,609) - (6,199,600) (6,199,609) (9) (9) (24,402,400) (24,402,400) (20,136,426) 4,265,974 (24,402,400) (24,402,400) (20,136,426) 4,265,974 $ 456,900 $ (5,742,700) (4,968,494) $ 774,206 $ (23,487,600) $ (23,699,900) (18,533,024) $ 5,166,876 23,091,659 88,561,805 $ 18,123,165 $ 70,028,781 95 141 Riverside County Transportation Commission Schedule of Revenues, Expenditures and Changes in Fund Budget and Actual —Debt Service Fund Year Ended June 30, 2020 Debt Service Fund Variance with Final Budget Original Final Positive Budget Budget Actual (Negative) Revenues Intergovernmental Investment income Other Total revenues $ 2,803,200 $ 2,803,200 $ 2,811,688 $ 348,500 250,700 268,946 8,488 18,246 90 90 3,151,700 3,053,900 3,080,724 26,824 Expenditures Debt service: Principal 27,245,000 27,245,000 27,245,000 Interest 42,292,500 42,292,500 42,292,488 Total debt service 69,537,500 69,537,500 69,537,488 Excess (deficiency) of revenues over (under) expenditures 12 12 (66,385,800) (66,483,600) (66,456,764) 26,836 Other financing sources (uses) Transfers in 72,534,500 75,443,200 69,625,783 (5,817,417) Transfers out (2,803,200) (2,953,900) (2,953,852) 48 Total other financing sources (uses) 69,731,300 72,489,300 66,671,931 (5,817,369) Net change in fund balances Fund balances at beginning of year Fund balances at end of year $ 3,345,500 $ 6,005,700 215,167 $ (5,790,533) 11,437,149 $ 11,652,316 96 142 Riverside County Transportation Commission Schedule of Expenditures for Local Streets and Roads by Geographic Area - All Special Revenue Funds Year Ended June 30, 2020 Western County: City of Banning $ 627,191 City of Beaumont 1,000,099 City of Calimesa 187,312 City of Canyon Lake 203,882 City of Corona 4,432,463 City of Eastvale 1,439,851 City of Hemet 1,864,026 City of Jurupa Valley 2,244,525 City of Lake Elsinore 1,421,629 City of Menifee 1,883,734 City of Moreno Valley 4,245,773 City of Murrieta 2,643,747 City of Norco 701,496 City of Perris 2,022,019 City of Riverside 7,880,715 City of San Jacinto 940,300 City of Temecula 3,374,987 City of Wildomar 684,635 Riverside County 5,956,830 Other 229,841 43,985,055 Coachella Valley: City of Cathedral City 1,479,866 City of Coachella 636,862 City of Desert Hot Springs 504,781 City of Indian Wells 275,778 City of Indio 2,017,382 City of La Quinta 619,114 City of Palm Desert 2,869,576 City of Palm Springs 2,301,944 City of Rancho Mirage 946,296 Riverside County 1,821,835 Coachella Valley Association of Governments, including 939,708 $469,854 due to City of La Quinta Other 229,514 14,642,656 Palo Verde Valley: City of Blythe 641,777 Riverside County 173,271 Other 32,935 847,983 Total local streets and roads expenditures $ 59,475,694 97 143 Riverside County Transportation Commission Schedule of Expenditures for Transit and Specialized Transportation by Geographic Area and Source - All Special Revenue Funds Year Ended June 30, 2020 Sales Taxes Local State State Transportation Transit of Good Measure A Fund Assistance Repair Total Western County: Blindness Support Services, Inc. $ 72,999 $ - $ - $ $ 72,999 Boys and Girls Club of Menifee Valley 88,864 88,864 Boys and Girls Club of Southwest County 102,985 102,985 Care -A -Van 266,568 266,568 Care Connexxus 202,086 202,086 City of Banning - 1,463,034 - 1,463,034 City of Beaumont 2,889,230 906,785 3,796,015 City of Corona - 1,438,930 12,051 1,450,981 City of Norco 110,040 - - 110,040 City of Riverside 2,737,241 24,000 2,761,241 Community Connect 136,359 - 136,359 Exceed 60,000 60,000 Friends of Moreno Valley Center, Inc 79,200 79,200 Forest Folk 58,678 58,678 Independent Living Partnership 348,073 348,073 Michelle's Place 9,999 9,999 Operation Safehouse 37,671 37,671 Riverside County Department of Mental Health 498,837 498,837 Riverside Transit Agency 3,263,300 45,933,944 5,716,167 126,877 54,913,411 United States Veterans Initiative 42,911 42,911 Voices for Children 109,564 - 109,564 Other 657,708 228,300 245,785 30,200 1,131,793 6,145,842 54,690,679 6,904,788 157,077 67,741,309 Coachella Valley: SunLine Transit Agency 6,206,363 16,260,535 6,154,141 630,870 28,621,039 Other 277,721 - - 277,721 6,484,084 16,260,535 6,154,141 630,870 28,898,760 Palo Verde Valley: Palo Verde Valley Transit Agency 1,065,605 232,236 1,297,841 1,065,605 232,236 1,297,841 Total transit and specialized transportation expenditures $ 12,629,926 $ 72,016,819 $ 13,291,165 $ 787,947 $ 97,937,910 98 144 Riverside County Transportation Commission Schedule of Uses of Debt Proceeds and Fund Balances Year Ended June 30, 2020 Capital Projects Commercial Paper Sales Tax Revenue Notes Bonds 1-15 Express Lanes, advance agreements, and other 1-15 Express Lanes, 91 Project, advance agreements, and other Total Revenues Investment income $ 1,231,115 $ 1,815,206 $ 3,046,321 Total revenues 1,231,115 1,815,206 3,046,321 Expenditures Debt service 211,804 211,804 Total expenditures 211,804 211,804 Excess (deficiency) of revenues over (under) expenditures 1,231,115 1,603,402 2,834,517 Other financing sources (uses) Transfers out Debt service offset (6,199,609) (843,039) (7,042,648) Requisitions to reimburse Commission funds Salaries and benefits (1,358,132) (1,358,132) Professional services (501,264) (501,264) Support services (297,446) (297,446) Program operations (1,360,885) (1,360,885) Construction (1,883,057) (1,883,057) Right of way (1,241,329) (1,241,329) Design -build (9,976,789) (9,976,789) Building improvements (2,674,485) (2,674,485) Total other financing sources (uses) (6,199,609) (20,136,426) (26,336,035) Net change in fund balance (4,968,494) (18,533,024) (23,501,518) Fund balances at beginning of year 23,091,659 88,561,805 111,653,464 Fund balances at end of year $ 18,123,165 $ 70,028,781 $ 88,151,946 99 145 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 100 146 Riverside County Transportation Commission Statistical Section Overview This part of the Riverside County Transportation Commission's comprehensive annual financial report presents detailed information as a context for understanding what the information in the financial statements, note disclosures, and required supplementary information says about the Commission's overall financial health. Financial Trends: These schedules contain trend information to help the reader understand how the government's financial performance and well-being have changed over time. The schedules include: Net Position By Component Changes in Net Position Fund Balances of Governmental Funds Changes in Fund Balances of Governmental Funds Revenue Capacity: These schedules contain information to help the reader assess the government's most significant local revenue source, the Measure A sales tax. These schedules include: Sources of County of Riverside Taxable Sales by Business Type Direct and Overlapping Sales Tax Rates Principal Taxable Sales Generation by City Measure A Sales Tax Revenues by Program and Geographic Area Measure A Sales Tax by Economic Category Debt Capacity: These schedules present information to help the reader assess the affordability of the government's current levels of outstanding debt and the government's ability to issue additional debt in the future. These schedules include: Pledged Revenue Coverage Ratios of Outstanding Debt by Type Computation of Legal Debt Margin Demographic and Economic Information: These schedules offer demographic and economic indicators to help the reader understand the environment within which the government's financial activities take place. These schedules include: Demographic and Economic Statistics for the County of Riverside Employment Statistics by Industry for the County of Riverside Operating Information: These schedules contain service and infrastructure data to help the reader understand how the information in the government's financial report relates to the services the government provides and the activities it performs. These schedules include: Full-time Equivalent Employees by Function/Program Operating Indicators Capital Asset Statistics by Program 101 148 Riverside County Transportation Commission Primary Government Net Position by Component Last Ten Fiscal Years (Accrual Basis) Fiscal Year 2020 2019 2018 2017 2016 Governmental activities: Net Investment in capital assets Restricted Unrestricted (deficit) Total governmental activities net position Business -type activities: Net Investment (deficit) in capital assets Restricted Unrestricted (deficit) Total business -type activities net position (deficit) $ 898,390,755 $ 706,935,587 $ 529,178,100 $ 377,309,766 $ 389,646,370 816,331,290 794,875,222 801,401,752 596,214,012 615,457,192 (997,913,832) (887,668,580) (857,485,575) (538,356,445) (668,395,594) $ 716,808,213 $ 614,142,229 $ 473,094,277 $ 435,167,333 $ 336,707,968 $ (320,213,988) $ (299,852,425) $ (286,349,191) $ (301,737,495) 43,981,932 25,256,125 8,581,857 5 242,134,144 - 5 (234,075,489) $ (276,232,056) $ (274,596,300) $ (277,767,334) $ (293,678,840) 4 Source: Finance Department 1 Net investment in capital assets increased in 2011 primarily as a result of the planning and development of toll projects and right of way acquisiton for the 91 Project and Perris Valley Line extension project. 2 Net investment in capital assets increased in 2014 primarily as a result of construction related to the Perris Valley Line project. 3 In FY 2015, the Commission implemented GASB Statement No. 68, Accounting and Financial Reporting for Pensions, and GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date - An Amendment of GASB Statement No. 68. Prior year amounts in this presentation have not been revised to reflect this chanqe. 4 In FY 2017, the Commission reached substantial completion on the 91 Project and in March 2017 the RCTC 91 Express Lanes opened to motorists. 5 In FY 2018, the Commission changed its presentation of net position related to intangible assets. $100,000,000 — $50,000,000 5 - $(50, 000, 000) $(100,000,000) $(150,000.000) $(200,000,000) $(250,000,000) $(300,000,000) $(350,000,000) Business -type Activities Net Position by Component 2020 2019 2017 Restricted ■ Net Investment (deficit) in capital assets 102 149 Riverside County Transportation Commission Primary Government Net Position by Component, Continued Last Ten Fiscal Years (Accrual Basis) Fiscal Year Governmental activities: Net Investment in capital assets Restricted Unrestricted (deficit) Total governmental activities net position $2,000,000,000 $1,500.000,000 $1.000.000.000 $500,000,000 $(500,000,000) $(1,000, 000,000) $(1,500,000,000) 2015 2014 2013 2012 2011 $ 509,106,481 $ 381,796,683 2 $ 336,834,025 $ 327,277,502 $ 341,912,094 578,207,942 642,385,244 619,089,707 572,183,941 587,098,179 (623,769,876) (470,327,554) (216,162,697) (215,929,362) (293,146,251) $ 463,544,547 3 $ 553,854,373 $ 739,761,035 $ 683,532,081 $ 635,864,022 Governmental Activities Net Position by Component 1 2017 2416 217/5 2014 2013 2012 2011 ■ Unrestricted (deficit) Restricted ▪ Net Investment in capital assets 103 150 Riverside County Transportation Commission Changes in Primary Government Net Position Last Ten Fiscal Years (Accrual Basis) Fiscal Year Ended June 30 2020 2019 2018 1 2017 2016 Expenses Governmental activities: General government $ (1,488,917) $ 1,295,384 $ 3,654,628 $ 7,258,051 $ 6,614,285 Bicycle and pedestrian projects 1,367,800 2,319,895 1,142,306 1,314,932 212,547 CETAP 1,441,976 1,398,238 22,285,913 2,489,440 1,871,426 Commuter assistance 3,673,416 3,612,855 3,668,307 2,658,782 2,615,610 Commuter rail 50,573,511 48,553,459 36,578,920 38,964,217 41,449,269 Highways 134,815,656 91,086,623 79,234,802 264,283,974 245,668,543 Local streets and roads 59,474,660 61,470,359 53,639,698 51,864,011 49,826,564 Motorist assistance 4,818,036 4,403,671 3,835,612 4,164,892 4,149,320 Planning and programming 7,798,197 4,340,660 4,758,503 3,141,759 3,965,071 Right of way management - - - Regional arterials 11,918,666 17,048,413 12,897,557 19,040,012 23,095,562 Transit and specialized transportation 99,413,296 117,766,548 90,185,227 80,724,591 70,611,967 Interest expense 34,633,146 33,663,673 46,421,211 49,214,579 53,558,472 Total govemmental activities expenses 408,439,443 386,959,778 358,302,684 525,119,240 503,638,636 Business -type activities: RCTC 91 Express Lanes 59,962,158 55,039,168 49,452,297 13,260,254 Total primary govemment expenses $ 468,401,601 $ 441,998,946 $ 407,754,981 $ 538,379,494 $ 503,638,636 Program Revenues Governmental activities: Charges for services Commuter assistance $ $ $ $ - $ Commuter rail 251,084 155,587 254,627 250,416 255,847 Right of way management - - - Highways 95,002 132,681 51,629 - Motorist assistance 35,980 4,149 635,373 1,076,751 Other 133 326 479 447 421 Operating grants and contributions 125,725,762 93,084,805 45,363,624 35,611,287 42,568,860 Capital grants and contributions 44,793,683 74,558,439 66,910,285 16,451,903 54,062,314 Total govemmental activities program revenues 170,865,664 167,967,818 112,584,793 52,949,426 97,964,193 Business -type activities: Charges for services RCTC 91 Express Lanes 56,440,369 58,423,461 50,446,824 10,123,572 Operating grants and contributions - - - 1,723 Total business -type activities program revenues 56,440,369 58,423,461 50,446,824 10,125,295 Total primary govemment revenutes 227,306,033 226,391,279 163,031,617 63,074,721 97,964,193 Net Revenues (Expenses) Governmental activities (237,573,779) (218,991,960) (245,717,891) (472,169,814) (405,674,443) Business -type activities (3,521,789) 3,384,293 994,527 (3,134,959) - Total primary govemment net expense $ (241,095,568) $ (215,607,667) $ (244,723,364) $ (475,304,773) $ (405,674,443) General Revenues and Other Changes in Net Position Governmental activities: Measure A sales taxes $ 195,036,321 $ 201,204,995 $ 176,301,656 $ 175,320,207 $ 167,630,239 Transportation Development Act sales taxes 128,080,154 131,021,230 110,878,557 94,639,514 97,134,594 Unrestricted investment earnings 14,537,908 21,130,957 8,916,321 4,262,323 8,383,732 Other miscellaneous revenue 574,705 3,261,873 2,497,942 5,859,819 4,950,964 Gain on sale of capital assets - 443,461 - - 738,335 Transfers 2,010,675 2,977,396 (14,949,641) 290,547,316 - Total govemmental activities 340,239,763 360,039,912 283,644,835 570,629,179 278,837,864 Business -type activities: Unrestricted investment earnings 3,896,708 2,764,137 (32,662) 3,435 Transfers (2,010,675) (2,977,396) 14,949,641 (290,547,316) Total business -type activities 1,886,033 (213,259) 14,916,979 (290,543,881) Total primary govemment $ 342,125,796 $ 359,826,653 $ 298,561,814 $ 280,085,298 $ 278,837,864 Changes in Net Position Governmental activities Business -type activities Total primary govemment $ 102,665,984 $ 141,047,952 $ 37,926,944 $ 98,459,365 $ (126,836,579) (1,635,756) 3,171,034 15,911,506 (293,678,840) - $ 101,030,228 $ 144,218,986 $ 53,838,450 $ (195,219,475) $ (126,836,579) Source: Finance Department 1 In FY 2017 the Commission reached substantial completion on the 91 Project and in March 2017 the RCTC 91 Express Lanes opened to motorists. Additionally, the Commission early implemented GASB Statement No. 75, Accounting and Financial Reporting for Post -Employment Benefits Other Than Pensions, and GASB Statement No. 85, Omnibus 2017 . 104 151 Riverside County Transportation Commission Changes in Primary Government Net Position, Continued Last Ten Fiscal Years (Accrual Basis) Fiscal Year Ended June 30 Expenses Governmental activities: General government Bicycle and pedestrian projects CETAP Commuter assistance Commuter rail Highways Local streets and roads Motorist assistance Planning and programming Right of way management Regional arterials Transit and specialized transportation Interest expense Total governmental activities expenses Business -type activities: RCTC 91 Express Lanes Total primary government expenses Program Revenues Governmental activities: Charges for services Commuter assistance Commuter rail Right of way management Highways Motorist assistance Other Operating grants and contributions Capital grants and contributions Total governmental activities program revenues Business -type activities: Charges for services RCTC 91 Express Lanes Operating grants and contributions Capital grants and contributions Total business -type activities program revenues Total primary government revenues Net Revenues (Expenses) Governmental activities Business -type activities Total primary government net expense 2015 $ 7,402,725 1,747,090 4,130,374 2,914,990 20,455,178 228,857,938 48,615,708 4,314,601 3,064,115 21,010,980 86,712,958 50,037,270 479,263,927 2 2014 2013 $ 6,994,832 $ 1,065,476 2,195,074 3,171,842 17,255,402 339,194,681 46,677,580 3,498,420 3,216,441 23,886,840 78,723,898 52,939,762 578,820,248 6,959,827 956,308 954,700 2,904,048 23,531,252 59,604,916 44,594,891 3,563,581 3,725,703 17,047,135 55,659,188 15,364,677 2012 4 2011 $ 7,780,478 1,389,567 4,464,387 3,193,172 21,480,248 72,341,578 40,127,890 3,846,245 3,924,413 5,816,666 51,221,772 15,221,031 $ 8,453,876 1,940,499 5,490,993 2,868,630 27,792,375 40,113,092 36,856,925 3,530,695 4,683,272 3 1,270,487 29,362,894 44,699,650 11,799,586 234,866,226 230,807,447 218,862,974 $ 479,263,927 $ 578,820,248 $ 234,866,226 $ 230,807,447 $ 218,862,974 $ $ 786,869 90,655 21,307 450 57,784,238 70,133,121 128,816,640 128,816,640 297,911 412,535 15,026 999 61,767,456 71,744,926 134,238,853 1,500 107,194 796,385 13,915 14,873 46,567,900 4,897,301 52,399,068 60,016,311 49,297,607 $ - $ 145,735 184,010 27,681 54,641,955 39,886,648 5,228,621 9,199,268 134,238,853 52,399,068 (350,447,287) (444,581,395) (182,467,158) 60,016,311 49,297,607 (170,791,136) (169,565,367) $ (350,447,287) $ (444,581,395) $ (182,467,158) $ (170,791,136) $ (169,565,367) General Revenues and Other Changes in Net Position Governmental activities: Measure A sales taxes $ 163,092,776 $ 156,355,894 $ 149,428,124 Transportation Development Act sales taxes 94,816,814 91,953,554 86,999,018 Unrestricted investment earnings 6,060,400 9,794,662 1,664,789 Other miscellaneous revenue 1,643,078 556,049 604,181 Gain on sale of capital assets 14,574 - Transfers - Total governmental activities 265,613,068 258,674,733 238,696,112 Business -type activities: Unrestricted investment earnings Transfers Total business -type activities Total primary government Changes in Net Position Governmental activities Business -type activities Total primary government Source: Finance Department 2 In FY 2015 the Commission implemented GASB Statement No. 68, Accounting and Financial Reporting for Pensions, a Transition for Contributions Made Subsequent to the Measurement Date - An Amendment of GASB Statement No. 68. have not been revised to reflect this change. 3 Right of way expenditures were classified as highways or commuter rail expenditures beginning in 2012. 4 In FY 2012 the Commission implemented GASB Statement No. 65, Items Previously Reported as Assets and Liabilities have not been revised to reflect this change. 105 $ 134,984,307 80,044,131 4,196,452 1,287,981 $ 123,439,833 60,772,795 4,411,122 2,694,370 220,512,871 191,318,120 $ 265,613,068 $ 258,674,733 $ 238,696,112 $ 220,512,871 $ 191,318,120 $ (84,834,219) $ (185,906,662) $ 56,228,954 $ 49,721,735 $ 21,752,753 $ (84,834,21a) $ (185,906,662) $ 56,228,954 $ 49,721,735 $ 21,752,753 nd GASB Statement No. 71, Pension Prior year amounts in this presentation . Prior year amounts in this presentation 152 Riverside County Transportation Commission Changes in Primary Government Net Position (Continued) Last Ten Fiscal Years (Accrual Basis) $598,500.000 $498,500.000 $398.500,000 $298.500,000 $198,500,000 $98.500,000 $(1,500,000) Expenses by Function ■ 1 ■ • 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Toll operations ■ Interest expense Transit and specialized transportation Regional arterials r Right of way management • Planning and programming ✓ Motorist assistance Local streets and roads ■ Highways Commuter rail • Commuter assistance CETAP s Bicycle and pedestrian facilities ▪ General government 106 153 Riverside County Transportation Commission Changes in Primary Government Net Position (Continued) Last Ten Fiscal Years (Accrual Basis) Revenues by source $600,000,000 $500,000,000 $400,000,000 $300,000,000 $200,000,000 $100,000,000 S- 1 1 1 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 1 Gain on sale of capital assets, net lather miscellaneous revenue ■ Unrestricted investment earnings • Transportation Development Act sales taxes Measure A sales taxes Capital grants and contributions Operating grants and contributions Charges for services 107 154 Riverside County Transportation Commission Fund Balances of Governmental Funds Last Ten Fiscal Years (Modified Accrual Basis) Fiscal Year 2020 2019 2018 2017 2016 GENERAL FUND General fund: Nonspendable $ 136,038 $ 345,881 $ 232,793 $ 232,759 $ 192,235 Restricted 22,458,450 25,551,922 22,470,358 16,321,159 7,143,844 Assigned 3,267,803 3,226,466 3,337,343 2,572,182 3,456,111 Total general fund $ 25,862,291 $ 29,124,269 $ 26,040,494 $ 19,126,100 $ 10,792,190 ALL OTHER GOVERNMENTAL FUNDS All other governmental funds: Nonspendable $ 3,033,953 $ 3,675,091 $ 4,627,240 $ 9,162,068 $ 10,848,614 Restricted 781,460,503 758,687,069 745,638,560 678,147,954 718,780,598 Unassigned (30,566) (1,272,356) (268,754) (23,054) Total all other governmental funds $ 784,463,890 $ 761,089,804 $ 749,997,046 $ 687,286,968 $ 729,629,212 Source: Finance Department 108 155 Riverside County Transportation Commission Fund Balances of Governmental Funds, Continued Last Ten Fiscal Years (Modified Accrual Basis) Fiscal Year 2015 2014 2013 2012 2011 GENERAL FUND General fund: Nonspendable $ 255,446 $ 257,721 $ 194,794 $ 157,957 $ 143,397 Restricted 5,680,411 5,073,685 7,412,686 8,114,440 7,110,013 Assigned 4,246,940 5,258,703 5,232,871 5,412,830 6,270,944 Total general fund $ 10,182,797 $ 10,590,109 $ 12,840,351 $ 13,685,227 $ 13,524,354 ALL OTHER GOVERNMENTAL FUNDS All other governmental funds: Nonspendable $ 21,510,571 $ 31,978,235 $ 3,274,483 $ 1,481,019 $ 5,389,775 Restricted 772,109,076 988,908,077 606,072,061 560,412,373 570,450,515 Unassigned - Total all other governmental funds $ 793,619,647 $ 1,020,886,312 $ 609,346,544 $ 561,893,392 $ 575,840,290 Source: Finance Department 109 156 Riverside County Transportation Commission Changes in Fund Balances of Governmental Funds Last Ten Fiscal Years (Modified Accrual Basis) Fiscal Year 2020 2019 2018 2017 2016 Revenues Sales taxes $ 323,116,475 $ 332,226,225 $ 287,180,213 $ 269,959,721 $ 264,764,833 Transportation Uniform Mitigation Fee 23,257,905 29,968,449 23,699,764 19,594,829 19,831,327 Intergovernmental 145,904,252 138,541,133 88,207,011 32,467,616 76,821,362 Investment income 14,594,910 21,311,968 9,149,672 4,483,174 8,592,753 Other 2,283,994 6,418,190 3,199,483 6,746,055 7,295,648 Total revenues 509,157,536 528,465,965 411,436,143 333,251,395 377,305,923 Expenditures Current: General Government 546,338 1,044,403 977,898 6,558,752 6,514,255 Programs: Bicycle and pedestrian facilities 1,367,800 2,319,895 1,142,306 1,314,932 233,815 CETAP 11,104,808 1,394,120 22,275,429 4,028,104 5,249,516 Commuter assistance 3,938,474 3,603,353 3,647,662 2,686,073 2,648,632 Commuter rail 41,069,694 40,805,316 37,700,157 32,820,139 95,717,909 Highways 285,955,203 203,662,390 187,087,621 250,383,800 372,657,029 Local streets and roads 59,475,694 61,470,359 53,639,698 51,864,011 49,826,564 Motorist assistance 4,934,056 4,398,842 3,825,722 4,177,349 4,159,520 Planning and programming 8,828,203 4,307,859 4,677,940 3,248,031 4,090,731 Right of way management - - - - Regional arterials 12,059,400 17,042,375 12,888,439 19,056,339 23,111,109 Transit and specialized transportation 99,777,205 117,748,091 90,153,923 80,764,125 70,652,804 Debt service: Principal 27,253,683 25,977,461 62,140,974 27,317,242 7,814,176 Interest 42,511,371 43,595,769 50,606,912 44,684,153 45,620,922 Cost of Issuance - - 2,256,061 654,007 Payment to escrow agent - - 70,800,000 63,900,000 Capital outlay 3,536,042 5,663,109 2,606,851 5,670,356 1,182,208 Total expenditures 602,357,971 533,033,342 606,427,593 599,127,413 689,479,190 Excess (deficiency) of revenues over (under) expenditures (93,200,435) (4,567,377) (194,991,450) (265,876,018) (312,173,267) Other financing sources (uses): Refunding debt issuance - 457,015,000 Debt issuance 111,301,868 14,946,136 158,760,000 249,498,089 248,792,225 Discount on debt issuance - - - Premium on debt issuance - 119,713,807 8,414,007 Payment to refunded bond escrow agent - 55,000 (471,089,840) - Transfers in 119,642,321 116,363,248 300,623,670 182,713,859 162,708,720 Transfers out (117,631,646) (112,620,474) (300,406,715) (208,758,271) (162,708,720) Total other financing sources (uses) 113,312,543 18,743,910 264,615,922 231,867,684 248,792,225 Net change in fund balances $ 20,112,108 $ 14,176,533 $ 69,624,472 $ (34,008,334) $ (63,381,042) Debt service as a percentage of noncapital expenditures 15.8% 16.7% 23.7% " 12.2% 10.6% Source: Finance Department 1 Debt service as a percentage of noncapital expenditures in 2011 increased significantly as a result of the retirement of $103,284,000 of commercial paper, which is included in principal payments. 2 Right of way management expenditures were classified as highways or commuter rail expenditures beginning in 2012. 3 Debt service as a percentage of noncapital expenditures in 2014 increased significantly as a result of the retirement of $60,000,000 of commercial paper, which is included in principal payments and interest payments and cost of issuance as a result of the issuance of $638,854,602 in debt. 4 Debt service as a percentage of noncapital expenditures in 2018 increased significantly as a result of the retirement of commercial paper and a current refunding of debt, which included a swap termination payment. 110 157 Riverside County Transportation Commission Changes in Fund Balances of Governmental Funds, Continued Last Ten Fiscal Years (Modified Accrual Basis) Fiscal Year 2015 2014 2013 2012 2011 Revenues Sales taxes $ 257,909,590 $ 248,309,448 $ 236,427,142 $ 215,028,438 $ 184,212,628 Transportation Uniform Mitigation Fee 17,400,782 11,284,394 12,421,110 8,116,420 9,157,863 Intergovernmental 110,515,661 122,486,605 38,817,347 51,516,775 40,012,488 Investment income 6,258,226 9,979,912 1,769,709 4,308,395 4,524,219 Other 2,542,359 1,282,520 1,540,542 1,430,195 2,878,380 Total revenues 394,626,618 393,342,879 290,975,850 280,400,223 240,785,578 Expenditures Current: General Government 7,302,325 6,991,303 6,692,187 7,586,207 8,340,263 Programs: Bicycle and pedestrian facilities 1,747,090 1,065,476 956,308 1,389,567 1,940,499 CETAP 4,135,996 6,509,915 954,700 4,464,387 5,490,993 Commuter assistance 2,891,431 3,136,150 2,868,356 3,157,480 2,816,392 Commuter rail 112,424,851 68,072,414 27,118,480 39,870,670 35,482,511 Highways 325,128,109 299,398,122 118,750,336 111,049,502 75,011,698 Local streets and roads 48,615,815 46,677,580 44,594,891 40,127,890 36,856,925 Motorist assistance 4,317,961 3,498,420 3,563,581 3,846,245 3,530,695 Planning and programming 3,099,358 3,204,073 3,712,596 3,913,520 4,674,397 Right of way management - ` 1,270,487 Regional arterials 21,016,097 23,886,840 17,047,135 5,816,666 29,362,894 Transit and specialized transportation 86,725,394 78,723,898 55,659,188 51,221,772 44,699,650 Debt service: Principal 7,411,654 67,112,884 6,824,654 46,523,931 109,607,230 Interest 45,913,275 43,410,203 15,404,719 15,008,695 11,296,268 Costoflssuance 7,050,855 - 1,493,196 Payment to escrow agent - - - Capital outlay 475,334 143,888 220,443 209,716 147,297 Total expenditures 671,204,690 658,882,021 304,367,574 334,186,248 372,021,395 Excess (deficiency) of revenues over (under) expenditures (276,578,072) (265,539,142) (13,391,724) (53,786,025) (131,235,817) Other financing sources (uses): Refunding debt issuance - - Debt issuance 48,904,095 638,854,602 60,000,000 40,000,000 170,000,000 Discount on debt issuance (2,433,315) - (967,467) Premium on debt issuance 38,328,775 Payment to refunded bond escrow agent - - Transfers in 232,626,156 481,987,735 133,065,312 123,977,167 185,354,839 Transfers out (232,626,156) (481,987,735) (133,065,312) (123,977,167) (185,354,839) Total other financing sources (uses) 48,904,095 674,750,062 60,000,000 40,000,000 169,032,533 Net change in fund balances $(227,673,977) $ 409,210,920 $ 46,608,276 $ (13,786,025) $ 37,796,716 Debt service as a percentage of noncapital expenditures Source: Finance Department 11.0% 19.1% 3 9.3% 22.5% 32.5% 111 158 Riverside County Transportation Commission Sources of County of Riverside Taxable Sales by Business Type Last Ten Calendar Years (In Thousands) 2017 2016 2015 2014 2013 Apparel stores $ 2,199,511 $ 2,190,228 $ 2,136,728 $ 1,989,623 $ 1,771,603 General merchandise stores 3,101,256 3,052,409 3,040,244 3,289,057 3,298,920 Food stores 1,666,910 1,574,030 1,727,518 1,509,404 1,421,590 Eating & drinking 3,852,674 3,648,980 3,384,494 3,093,861 2,836,388 Household 1,730,702 1,386,985 1,135,235 1,030,455 996,484 Building materials 2,161,593 1,965,101 1,826,294 1,706,184 1,535,178 Automotive 8,282,532 7,751,812 7,693,173 7,844,773 7,421,523 Other retail sales 2,586,770 2,452,591 2,338,039 2,182,987 2,025,088 Total all other outlets 10,550,866 10,209,008 9,629,185 9,389,345 8,758,693 $ 36,132,814 $ 34,231,144 $ 32,910,910 $ 32,035,689 $ 30,065,467 Measure A direct sales tax rate (Ordinance 88-1 through 2009 and 02-001 thereafter) Source: State Board of Equalization Year represents most recent data available. 0.50% 0.50% 0.50% 0.50% 0.50% Sources of County of Riverside Taxable Sales by Business Type for 2017 Total all other outlets 29% Other retail sales 7% Apparel stores 6% Automotive 23% General merchandise stores 8% Food stores 5% Eating & drinking 11% Household 5% Building materials 6% 112 159 Riverside County Transportation Commission Sources of County of Riverside Taxable Sales by Business Type, Continued Last Ten Calendar Years (In Thousands) Apparel stores General merchandise stores Food stores Eating & drinking Household Building materials Automotive Other retail sales Total all other outlets Measure A direct sales tax rate (Ordinance 88-1 through 2009 and 02-001 thereafter) Source: State Board of Equalization 2012 2011 $ 1,672,482 $ 1,505,821 3,174,022 3,051,709 1,356,148 1,304,731 2,668,324 2,473,339 930,068 914,888 1,364,513 1,303,073 7,009,138 6,311,272 1,841,973 1,711,453 8,079,341 7,065,212 $ 28,096,009 $ 25,641,498 2010 2009 $ 1,391,174 2,947,905 1,267,758 2,317,486 412,325 1,232,145 5,306,408 1,951,385 6,326,194 $ 23,152,780 0.50% 0.50% 0.50% $ 1,293,271 2,855,733 1,251,220 2,266,853 858,098 1,237,518 4,749,994 1,442,875 6,272,315 $ 22,227,877 0.50% 2008 $ 1,121,543 3,389,936 1,254,366 2,340,554 816,379 1,435,337 6,126,512 3,250,335 6,268,633 $ 26,003,595 0.50% 113 160 Riverside County Transportation Commission Direct and Overlapping Sales Tax Rates Last Ten Fiscal Years Fiscal Year Measure A Direct Rate County of Riverside 2020 0.50% 7.75% 2019 0.50% 7.75% 2018 0.50% 7.75% 2017 0.50% 7.75% 2016 0.50% 8.00% 2015 0.50% 8.00% 2014 0.50% 8.00% 2013 0.50% 8.00% 2012 0.50% 7.75% 2011 0.50% 8.75% Source: Commission Finance Department and California State Board of Equalization. 1 The Measure A sales tax rate may be changed only with the approval of 2/3 of the voters. 2 Effective July 1, 2011, the State of California decreased the state sales tax rate by 1%. 3 Effective January 1, 2013, the State of California increased the state sales tax rate by 0.25%. 114 161 Riverside County Transportation Commission Principal Taxable Sales Generation by City Current Year and Nine Years Ago 2017 ' 2008 Taxable Sales Percentage Taxable Sales Percentage of (in thousands) Rank of Total (in thousands) Rank Total City of Riverside $ 5,534,294 2 15.3% $ 4,093,218 2 15.7% City of Corona 3,663,277 3 10.1% 2,994,438 3 11.5% City of Temecula 3,209,066 4 8.9% 2,307,072 4 8.9% City of Moreno Valley 1,652,123 5 4.6% 1,154,650 6 4.4% City of Palm Desert 1,624,653 6 4.5% 1,447,663 5 5.6% City of Murrieta 1,522,525 7 4.2% 972,575 7 3.7% City of Perris 1,462,211 8 4.0% 562,025 14 2.2% City of Palm Springs 1,149,888 9 3.2% 826,056 9 3.3% City of Hemet 1,042,103 10 2.9% 840,655 8 3.2% Cityoflndio 1,008,113 11 2.8% 673,527 11 2.6% City of Jurupa Valley' 968,336 12 2.7% N/A City of Lake Elsinore 821,250 13 2.3% 639,732 13 2.5% City of Cathedral City 809,572 14 2.2% 649,612 12 2.5% City of La Quinta 751,449 15 2.0% 731,831 10 2.9% City of Eastvale3 742,347 16 2.1% - N/A City of Menifee 2 683,385 17 1.9% - N/A City of Norco 603,813 18 1.7% 436,753 16 1.7% City of Rancho Mirage 485,920 19 1.3% 438,400 15 1.7% City of Beaumont 429,064 20 1.2% 270,480 18 1.0% City of Coachella 307,443 21 0.9% 307,494 17 1.2% City of San Jacinto 258,202 22 0.7% 192,541 20 0.7% City of Banning 226,170 23 0.6% 193,333 19 0.7% City of Blythe 152,961 24 0.4% 160,476 21 0.6% City of Wildomar 152,142 25 0.4% 23,983 25 0.1% City of Desert Hot Springs 138,947 26 0.4% 91,671 22 0.4% City of Indian Wells 102,766 27 0.3% 91,534 23 0.4% City of Calimesa 72,082 28 0.2% 54,285 24 0.2% City of Canyon Lake 20,912 29 0.1% 12,300 26 0.0% Incorporated 29,595,014 81.9% 20,166,304 77.7% Unincorporated 6,537,800 1 18.1% 5,837,291 1 22.3% Countywide $ 36,132,814 100.0% $ 26,003,595 100.0% California $ 672,486,581 $ 531,653,540 Source: California State Board of Equalization for the calendar year indicated. 1 Year represents most recent data available. 2 City of Menifee was incorporated on October 1, 2008. 3 City of Eastvale was incorporated on October 1, 2010. ' City of Jurupa Valley was incorporated on July 1, 2011. $6,000,000 $5,000,000 $4,000,000 $3,000,000 $2,000,000 $1,060,000 Taxable Sales by City - --20171 f 2008 a �� s �a N- v a e _ �a e e� tim. �o � m t .F� °fi t °` t+° G` � �a°' �t° �*� t�` .�` c qOs"yc Qt�� '� ,`Oi aye 5 0 a1%\ a ' is c2` C` 0� �3`' �o �a`���c'�,�g` - �� G . or °\c4ias1C4e: G'�'° +4� G0$ Cr o G�� °'�tij (4`1a� C;`4.ac� b �` 011/4(1 �,4\0\# o� i (00\ ` G a `1� oti a G G G G G �0 G G �1�ye o -t; Ca G� G� G` ��G.G,ci ��jo �C7 G�� G` 115 162 Riverside County Transportation Commission Measure A Sales Tax Revenues by Program and Geographic Area Year Ended June 30, 2020 Special Revenue Funds Western Coachella Palo County Valley Verde Total Highways $ 46,250,977 $ $ $ 46,250,977 Regional arterials 13,603,228 - 13,603,228 Highways and regional arterials 20,916,167 20,916,167 New corridors 16,777,315 - 16,777,315 Economic development incentives 1,813,764 - 1,813,764 Local streets and roads 43,983,772 14,641,317 847,828 59,472,917 Public transit: Commuter assistance 2,267,205 2,267,205 Commuter rail 9,250,195 9,250,195 Bus 3,276,111 3,276,111 Specialized transportation 2,890,686 - 2,890,686 Bus and specialized transportation - 6,274,850 6,274,850 Bond financing 12,242,906 - 12,242,906 Source: Finance Department $70,000,000 $60,000,000 $50,000,000 $40,000,000 $30,000,000 $20,000,000 $10,000,000 152,356,159 $ 41,832,334 847,828 Sales Tax Revenues by Program and Geographic Area ■ 1 �`' o us�y dabs ard3 ��c c a43 4216 Geographic Distribution by Area Coachella Valley 22% Palo Verde 0%I Western County 78% 195,036,321 Palo Verde Coachella Wiley .Western County 116 163 Riverside County Transportation Commission Measure A Sales Tax by Economic Category Last Ten Calendar Years % of Tota I Economic Category 2019' 2018 2017 2016 2015 2014 2013 2012 2011 2010 General retail 28.1 28.9 28.3 28.9 28.8 28.4 28.7 28.8 29.8 30.9 Transportation 24.2 24.6 25.3 25.1 25.9 26.6 27.0 26.9 27.1 25.0 Food products 17.7 17.8 17.6 17.7 17.3 16.6 16.1 16.2 16.4 17.0 Business to business 16.7 16.3 15.6 15.3 15.0 14.4 14.5 15.0 14.1 14.5 Construction 10.7 10.8 10.8 10.8 10.8 12.0 11.8 11.1 10.5 10.5 Miscellaneous 2.6 1.6 2.4 2.2 2.2 2.0 1.9 2.0 2.1 2.1 Total 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 Source: MuniServices LLC. Prior years' information is not available. 1 Year represents most recent data available. 117 164 Riverside County Transportation Commission Measure A Revenues and Pledged Revenue Coverage Last Ten Fiscal Years Sales Tax Revenue Bonds Net Measure A Sales Tax Fiscal Year Revenues 2 Measure A Sales Tax Revenue Growth (Decline) Rate Total Debt Service Total Debt Service Coverage Ratio 2020 $ 195,036,321 -3.07% 3 $ 69,537,488 2.80 2019 201,204,995 14.13% 69,555,738 2.89 2018 176,301,656 0.56% 75,159,543 2.35 2017 175,320,207 4.59% 51,889,982 3.38 2016 167,630,239 2.78% 53,400,019 3.14 2015 163,092,776 4.31% 53,300,072 3.06 2014 156,355,894 4.64% 50,499,417 3.10 2013 149,428,124 10.70% 22,156,116 6.74 2012 134,984,307 9.35% 21,503,582 6.28 2011 123,439,833 7.78% 12,651,386 9.76 Source: Finance Department This schedule meets the requirements for Continuing Disclosure of historical Measure A sales tax revenues. 2 Sales tax revenue bonds are backed by the sales tax revenues, net of California Department of Tax and Fee Administration, as successor to Board of Equalization, administrative fees. 3 Sales tax revenues decreased in FY 2020 due to COVID-19 impacts. 118 165 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 166 Riverside County Transportation Commission Ratios of Outstanding Debt by Type Last Ten Fiscal Years Governmental Activities Year Sales Tax Revenue Bonds, net of premium and discount Commercial Paper MSHCP Funding Liability Capital Leases TIFIA Loan 2020 $ 911,246,727 $ $ $ 41,821 $ 128,092,018 2019 950,003,406 3,000,000 50,504 15,121,739 2018 987,810,267 - 6,000,000 7,965 2017 792,916,124 30,000,000 9,000,000 28,939 2016 782,532,106 20,000,000 12,000,000 46,181 2015 792,297,152 15,000,000 60,357 2014 801,782,659 - 18,000,000 72,011 2013 310,435,508 60,000,000 6,289 2012 317,138,111 30,943 2011 323,537,074 54,874 Sources: Finance Department for outstanding debt for the fiscal year ended June 30 and California State Department of Finance for population as of January 1. 1 See the Schedule of Demographic and Economic Statistics on page 124 for personal income and population data. 120 167 Riverside County Transportation Commission Ratios of Outstanding Debt by Type, Continued Last Ten Fiscal Years Business -Type Activities Year Toll Revenue Bonds, net of discount and accretion TIFIA Loan Total Primary Government Percentage of Personal Income Debt per Capita 2020 $ 204,647,796 $ 486,339,336 $ 1,730,367,698 N/A $ 708.50 2019 199,423,911 469,870,660 1,637,470,220 N/A 671.06 2018 194,522,170 453,980,866 1,642,321,268 1.65% 689.29 2017 189,923,251 438,628,419 1,460,496,733 1.54% 612.42 2016 185,607,330 277,696,320 1,277,881,937 1.45% 551.30 2015 181,557,045 48,904,095 1,037,818,649 1.24% 436.30 2014 177,755,391 997,610,061 1.28% 423.81 2013 370,441,797 0.49% 167.47 2012 317,169,054 0.44% 142.38 2011 323,591,948 0.48% 145.91 Sources: Finance Department for outstanding debt for the fiscal year ended June 30 and California State Department of Finance for population as of January 1. 121 168 Riverside County Transportation Commission Computation of Legal Debt Margin' Last Ten Fiscal Years Fiscal Year 2020 2019 2018 2017 2016 Measure A Ordinance No. 02.001, as amended by Ordinance No. 10.0022 Total debt limit authorized $ 975,000,000 $ 975,000,000 $ 975,000,000 $ 975,000,000 $ 975,000,000 Amount of debt applicable to debt limit 805,810,000 833,055,000 859,020,000 786,240,000 771,300,000 Legal debt margin $ 169,190,000 $ 141,945,000 $ 115,980,000 $ 188,760,000 $ 203,700,000 % of debt to legal debt limit Source: Finance Department 82.6% 85.4% 88.1% 80.6% 79.1% 1 The Commission's debt limits were approved by the voters of Riverside County as part of the sales tax ordinances and are specific to the Commission; accordingly, there are no overlapping debt considerations. 2 Ordinance No. 02-001 was approved by a 2/3 majority of the voters in November 2002. In November 2010, a majority of the voters approved Ordinance No. 10-002 to increase the debt limit from $500 million to $975 million. $1,200,000,000 $1,000,000,000 $800,000,000 $600,000,000 $400,000,000 $200,000,000 $ Measure A Ordinance No. 02.001, as amended by Ordinance No. 10-002 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Total debt limit authorized Amount of debt applicable to debt limit 122 169 Riverside County Transportation Commission Computation of Legal Debt Margin, Continued' Last Ten Fiscal Years Fiscal Year 2015 2014 2013 2012 2011 Measure A Ordinance No. 02.001, as amended by Ordinance No. 10.002 2 Total debt limit authorized $ 975,000,000 $ 975,000,000 $ 975,000,000 $ 975,000,000 $ 975,000,000 Amount of debt applicable to debt limit 759,100,000 766,500,000 371,400,000 318,200,000 324,700,000 Legal debt margin $ 215,900,000 $ 208,500,000 $ 603,600,000 $ 656,800,000 $ 650,300,000 % of debt to legal debt limit Source: Finance Department 77.9% 78.6% 38.1% 32.6% 33.3% 123 170 Riverside County Transportation Commission Demographic and Economic Statistics for the County of Riverside Last Ten Calendar Years Personal Income Per Capita Personal Calendar Year Population' (thousands)2 Income' Sources: Unemployment Rate3 2020 2,442,304 N/A N/A N/A 2019 2,440,124 N/A N/A 4.2% 2018 2,415,955 $ 99,591,680 $ 40,637 4.4% 2017 2,382,640 95,140,992 39,261 5.2% 2016 2,347,828 87,827,068 36,782 6.1% 2015 2,317,924 84,025,987 35,589 6.7% 2014 2,329,271 78,239,388 33,590 8.2% 2013 2,255,059 76,289,477 33,278 10.3% 2012 2,227,577 72,015,057 31,742 12.2% 2011 2,217,778 67,024,780 29,927 12.4% ' California State Department of Finance as of January 1. 2 U.S. Department of Commerce Bureau of Economic Analysis. Represents most recent data available. Riverside County Economic Development Agency. Represents most recent data available. 124 171 Riverside County Transportation Commission Employment Statistics by Industry for the County of Riverside Calendar Year 2018 and Nine Years Prior Industry Type 2018 % of Total Employment 2009 % of Total Employment Agricultural services, forestry, fishing and other 12,500 1.7% 12,400 2.2% Mining 400 0.0% 500 0.1% Construction 67,300 9.1% 40,400 7.3% Manufacturing 44,400 6.0% 39,000 7.1% Transportation, warehousing, and public utilities 46,000 6.2% 19,700 3.6% Wholesale trade 24,900 3.4% 18,700 3.4% Retail trade 92,700 12.4% 78,800 14.3% Professional & business services 70,500 9.5% 53,700 9.7% Education & health services 115,000 15.5% 71,300 12.9% Leisure & hospitality 93,500 12.6% 68,700 12.5% Finance, insurance, and real estate 22,000 3.0% 20,700 3.7% Other services 22,600 3.0% 18,100 3.3% Federal government, civilian 7,200 1.0% 6,900 1.3% State government 17,700 2.4% 15,800 2.9% Local government 105,500 14.2% 86,600 15.7% Total employment 742,200 100.0% 551,300 100.0% Source: State of California Economic Development Department Year represents most recent data available. 125 172 Riverside County Transportation Commission Full-time Equivalent Employees by Function/Program Last Ten Fiscal Years As of June 30 Function/Program 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Management services and administration 18.7 18.0 19.2 17.1 14.7 16.2 13.8 14.1 13.9 12.7 Planning and programming 5.5 3.5 4.2 4.9 6.2 6.1 5.9 4.9 5.1 5.2 Rail operations and maintenance 3.5 3.4 4.1 4.3 4.5 4.0 3.1 2.9 3.3 3.1 Specialized transit/transportation 2.4 2.9 2.4 2.7 2.3 2.3 3.4 2.5 2.5 2.6 Commuter assistance 1.4 1.4 1.7 1.4 1.8 3.0 1.7 1.8 1.6 1.6 Motorist assistance 0.9 0.8 0.9 0.8 0.7 0.7 0.9 0.9 1.2 0.9 Capital project development and delivery 17.6 16.0 15.5 15.8 15.8 13.7 15.2 13.9 12.3 11.9 Total full-time equivalents 50.0 46.0 48.0 47.0 46.0 46.0 44.0 41.0 40.0 38.0 Source: Finance Department 126 173 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 174 Riverside County Transportation Commission Operating Indicators Last Ten Fiscal Years As ofJune30 Toll operations: Gross trips Gross potential revenue Average gross potential revenue per trip 2020 2019 2018 2017 2016 13,119,123 15,143, 222 14, 518, 302 4,049,067 $ 56, 058,450 $ 57,172, 266 $ 47, 941, 733 $ 9,618,429 $ 4.12 $ 3.78 $ 3.30 $ 2.38 Commuter rail operations: Growth of average daily ridership on commuter lines: Riverside line IEOC line 91 line Farebox recovery ratio: Riverside line IEOC line 91 line Specialized transit/transportation: Specialized transit grants awarded Commuter assistance: Rideshare Incentive members Rideshare Plus Rewards members Rideshare pledges Rideguides produced Van Club vanpools Commuter Exchange events Motorist assistance: Call boxes Calls made from call boxes Contracted Freeway Service Patrol vehicles Assists by Freeway Service Patrol IE511 web visits IE511 call volumes Transportation Uniform Mitigation Fee program: Approved regional arterial projects Measure A program: Highways Commuter rail Regional arterials Local streets and roads Specialized transit and commuter assistance Total program expenditures Source: Commission Departments 3,961 4,784 3,731 19.8% 21.1% 16.4% 18 519 630 8,349 5,901 32 N/A 158 979 26 49,051 296,339 95,164 23 3,868 4,656 3,293 43.0% 27.5% 24.1 % 18 526 917 7,836 6,246 67 N/A 231 1,384 26 44,607 213,689 114,045 23 3,863 4,874 3,109 45.4% 29.2% 26.5% 16 573 1,114 5,959 4,606 31 N/A 241 1,598 20 41,417 408,021 142,287 20 4,050 4,900 3,258 47.2% 31.8% 26.5% 17 505 792 4,886 5,219 N/A N/A 240 2,161 20 40,180 618,130 201,099 20 4,404 4,438 2,610 45.7% 33.4% 27.7% 17 597 1,142 4,249 8,607 N/A N/A 545 3,053 21 36,711 473,462 233,895 24 $209,530,745 $ 148,387,823 $180,565,301 $ 250,360,723 $ 372,657,029 16,744,864 13,218,370 14,118,997 8,528,984 75,831,961 4,939,979 12, 533, 037 6,158, 736 14, 739, 703 17, 090, 247 59,475,694 61,470,359 53,639,698 51,864,011 49,826,564 16, 568,400 16, 708, 843 15,197, 859 13, 826, 624 14, 499, 642 $307,259,682 $ 252,318,432 $269,680,591 $ 339,320,045 $ 529,905,443 128 175 Riverside County Transportation Commission Operating Indicators, Continued Last Ten Fiscal Years As of June 30 2015 2014 2013 2012 2011 Toll operations: Gross trips Gross potential revenue Average gross potential revenue per trip Commuter rail operations: Growth of average daily ridership on commuter lines: Riverside line 4,651 4,715 4,911 5,279 5,177 IEOC line 4,613 4,522 4,317 4,142 3,855 91 line 2,419 2,340 2,407 2,254 2,289 Farebox recovery ratio: Riverside line 49.6% 50.9% 57.0% 58.5% 59.8% IEOC line 32.6% 37.6% 34.9% 31.3% 31.1% 91 line 38.6% 51.3% 42.2% 49.7% 54.6% Specialized transit/transportation: Specialized transit grants awarded 20 22 22 21 22 Commuter assistance: Rideshare Incentive members 736 1,106 926 1,056 1,061 Rideshare Plus Rewards members 3,723 5,770 6,786 4,848 5,518 Rideshare pledges 11,180 11,661 12,765 11,635 11,189 Rideguides produced 6,527 10,059 14,813 15,628 29,052 Van Club vanpools N/A N/A N/A N/A N/A Commuter Exchange events 48 54 55 52 52 Motorist assistance: Call boxes 549 570 580 594 613 Calls made from call boxes 3,882 4,685 5,337 5,043 5,251 Contracted Freeway Service Patrol vehicles 21 21 21 21 22 Assists by Freeway Service Patrol 42,471 44,278 43,633 42,748 45,751 IE511 web visits 452,713 443,359 399,730 341,716 244,277 IE511 call volumes 263,757 306,108 351,161 362,957 489,036 Transportation Uniform Mitigation Fee program: Approved regional arterial projects 24 24 24 24 24 Measure A program: Highways $ 325,128,109 $ 299,398,122 $118,750,336 $111,049,502 $ 75,011,698 Commuter rail 98,302,229 56,148,017 15,895,661 19,690,126 22,632,065 Regional arterials 5,012,254 1,441 1,787 124 8,638,637 Local streets and roads 48,615,815 46,677,580 44,594,891 40,127,890 36,856,925 Specialized transit and commuter assistance 14,063,310 13,378,223 11,927,634 11,930,437 11,262,588 Total program expenditures $ 491,121,717 $ 415,603,383 $ 191,170,309 $182,798,079 $154,401,913 Source: Commission Departments 129 176 Riverside County Transportation Commission Capital Asset Statistics by Program Last Ten Fiscal Years As of June 30 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Commuter rail: Transit centers owned and managed 1 1 1 1 1 1 1 1 1 - Commuter rail stations owned and managed 9 9 9 9 9 5 5 5 5 5 Miles of commuter rail easements 104.6 104.6 104.6 104.6 104.6 104.6 104.6 104.6 104.6 104.6 Commuter Assistance: Commuter Exchange Vehicle Toll operations: Storage and maintenance building 1 1 1 1 Customer service center 1 1 Toll utility buildings 3 3 3 3 Regional operations center buildings 2 2 2 2 Miles of express lanes 36 36 36 36 Toll collection system 1 1 1 1 On -road closed circuit TV cameras 36 36 36 36 Traffic operations center system 1 1 1 1 Communications network 1 1 1 1 Changeable message signs 8 8 8 8 Source: Commission Departments 1 1 1 1 130 177 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Riverside County Transportation Commission (951) 787-7141 • www.rctc.org 4080 Lemon Street, 3rd Floor P.O. Box 12008 • Riverside, CA 92502-2208 178 ATTACHMENT 2 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Financial and Compliance Reports Year Ended June 30, 2020 ,......»1 EideBai11y eidebailly.com 179 Contents Independent Auditor's Report 1-2 Financial Statements Balance Sheet 3 Statement of Revenues, Expenditures and Change in Fund Balance 4 Notes to Financial Statements 5-7 Supplementary Information Schedule of Allocations and Disbursements Schedule of Unclaimed Apportionments (Article 3) Schedule of Unclaimed Apportionments (Articles 4 and 8) Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards 8 9 10 11-12 180 " " " EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the Local Transportation Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Fund's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the Fund's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control related to the Fund. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Fund of the County of Riverside, California, as administered by the Commission, as of June 30, 2020, and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 92508 -In T 951.367.3000 F 951.367.3010 EOE Emphasis of Matter As discussed in Note 1 to the financial statements, the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020 and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Management has omitted management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the financial statements. Such missing information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic or historical context. Our opinion on the financial statements is not affected by this missing information. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Fund's financial statements. The schedules listed in the table of contents as supplementary information are presented for purposes of additional analysis and are not a required part of the financial statements. The supplementary information is the responsibility of Commission management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated October 30, 2020 on our consideration of the Commission's internal control over the Fund's financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance related to the Fund. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over the Fund's financial reporting and compliance. Riverside, California October 30, 2020 2 182 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Balance Sheet June 30, 2020 Assets Cash and investments in Riverside County Pooled Investment Fund Accounts receivable Interest receivable Due from other Commission funds Prepaid expenditures Total assets Liabilities and Fund Balance $ 78, 068,171 19, 845,188 156,738 360,000 17,200 $ 98, 447, 297 Liabilities: Accounts payable Due to other Commission funds Total liabilities Nonspendable-prepaid amounts Restricted: Unapportioned Local Transportation Funds Rail and bus transit and local streets and roads apportionments Bicycle and pedestrian projects Total fund balance Total liabilities and fund balance See Notes to Financial Statements. $ 258,994 1,080,000 1,338,994 17,200 9,099,939 79, 687, 902 8,303,262 97,108, 303 $ 98, 447, 297 3 183 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Statement of Revenues, Expenditures and Change in Fund Balance Year Ended June 30, 2020 Revenues: Sales taxes $ 100,283,641 Interest 1,167,823 Total revenues 101,451,464 Expenditures: Bicycle and pedestrian projects 1,367,800 Transit 89,152,514 Planning, programming, and administration 5,364,200 Total expenditures 95,884,514 Net change in fund balance Fund balance, beginning of year Fund balance, end of year $ 97,108,303 5,566,950 91,541,353 See Notes to Financial Statements. 4 184 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies The Riverside County Transportation Commission (the Commission), in its capacity as the transportation planning agency for the County of Riverside, California (the County), is responsible for administering funds provided through the Local Transportation Fund (the Fund), which was created in accordance with the provisions of the Transportation Development Act of 1971. The significant revenue to the Fund is derived from 0.25 percent of the 7.75 percent statewide sales tax collected in the County by the State Board of Equalization (State). The accounting policies of the Fund, a special revenue fund of the Commission, conform to accounting principles generally accepted in the United States as applicable to governmental units. Presentation: The accompanying financial statements of the Fund are intended to present the financial position and the changes in financial position of only that portion of the governmental activities of the Commission that is attributable to the transactions of the Fund of the Commission. They do not purport to, and do not, present fairly the financial position of the Commission or the County as of June 30, 2020 and the related changes in its financial position for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Basis of accounting: In accordance with the requirements for governmental funds, the modified accrual basis of accounting is followed in the Fund. Under the modified accrual basis of accounting, expenditures are recorded when they are expected to be liquidated with expendable available resources, and revenue is recorded when it becomes both measurable and available. "Measurable" means the amount of the transaction can be determined, and "available" means collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the current fiscal period. Those revenues susceptible to accrual include sales taxes collected and held by the State at year-end on behalf of the Commission and interest revenue. Funding: There is a three -step process for obtaining funds from the Fund: apportionment, allocation and payment. Annually, the Commission determines each area's share of the anticipated Fund. This share is the area apportionment. Once funds are apportioned to a given area, they are typically available only for allocation to claimants in that area. Allocation is the discretionary action by the Commission that designates funds for a specific claimant for a specific purpose. Payment is authorized by disbursement instructions issued by the Commission. Cash: It is the Commission's policy to deposit all funds received in the Riverside County Pooled Investment Fund (RCPIF), as legally required, until the funds are required for disbursement. Interest income is earned while these funds are deposited. Accounts receivable: Accounts receivable consist primarily of Fund sales tax revenues from the State on all taxable sales within the County of Riverside, California through June 30, 2020. Due from other governments: Due from other governments consists of Commission approved short-term non -interest bearing advances to other governments. Accounts payable: Accounts payable consist primarily of claims approved by the Commission, but not paid by the Commission, to the appropriate transit operators by June 30, 2020. 5 185 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies (Continued) Fund balance restrictions: The Fund reports restricted fund balances to show the level of constraint governing the use of the funds as set forth by enabling State legislation. Expenditures: Expenditures represent disbursements to the Commission, Southern California Association of Governments, cities, the County of Riverside and transit operators that have met the claimant eligibility requirements to receive Fund allocations that are approved by the Commission, per various Public Utilities Code Sections. All disbursements are to be used for transportation purposes. Note 2. Cash and Investments with County Treasurer The funds in the RCPIF are pooled with those of other entities and invested in accordance with the County's investment policy. These pooled funds are carried at fair value. Investments in U.S.Treasury, federal agency, mortgage and asset -backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. The pooled funds are not subject to level 1, 2 or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board Statement No. 72, Fair Value Measurement and Application. An Investment Oversight Committee has been established by the County, which acts as a regulator of the pool. As of June 30, 2020, the Commission had $78,068,171 invested in the RCPIF, with an average maturity of 409 days. Additional information on investment types, fair value measurement and credit risk of the RCPIF may be obtained from the County of Riverside Treasurer -Tax Collector located at 4080 Lemon Street, 4th Floor, Riverside, California 92502 or by visiting the Treasurer -Tax Collector website at www.countytreasurer.org. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the California Government Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. Credit risk: As of June 30, 2020 the Commission's investment in the RCPIF was rated Aaa/bf by Moody's Investors Service and AAAf/S1 by Fitch Ratings. The Commission's investment policy only requires credit quality ratings for repurchase agreements, U.S. corporate debt, commercial paper, bankers' acceptances, and certificates of deposit. 6 186 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 3. Fund Balance The restricted fund balance represents the apportionments related to transit programs by geographic area, bicycle and pedestrian projects, planning and programming, and unapportioned Local Transportation Funds. For Western County transit programs, commuter rail and bus allocations are in accordance with the Commission's policy. At June 30, 2020, amounts in fund balance are restricted as follows: Rail and bus transit and local streets and roads apportionments: Western County: Commuter rail: Allocated and unclaimed Apportioned and unallocated Bus transit: Allocated and unclaimed —City of Banning Allocated and unclaimed —Riverside Transit Agency Apportioned and unallocated Total rail and bus transit —Western County Coachella Valley: Allocated and unclaimed Apportioned and unallocated Total bus transit —Coachella Valley Palo Verde Valley: Allocated and unclaimed —Transit Apportioned and unallocated for transit and local streets and roads Total bus transit and local streets and roads —Palo Verde Valley Total for rail and bus transit and local streets and roads apportionments $ 2,000,000 6,955,536 100,000 2,666,157 56,865,176 68, 586, 869 2,543,247 7,343,640 9,886,887 928,876 285,270 1,214,146 $ 79,687,902 Bicycle and pedestrian projects: Allocated and unclaimed $ 7,739,383 Unallocated 563,879 Total for bicycle and pedestrian projects $ 8,303,262 Unspendable-prepaid amounts $ 17,200 Unapportioned Local Transportation Funds $ 9,099,939 Total fund balance $ 97,108,303 7 187 Supplementary Information 188 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Schedule of Allocations and Disbursements Year Ended June 30, 2020 Article 3 Banning, Programing SB 821 Article 3 Article 4 and Administrative Totals (Allocations Unclaimed Amount Allocations Disbursements Expirations Allocations Disbursements Returned) Allocations Disbursements Allocations Disbursements Expirations (Use of Prior Allocations), Net Expenditures: City of Banning $ - $ $ - $ 1,563,034 $ 1,463,034 $ - $ $ - $ 1,563,034 $ 1,463,034 $ - $ 100,000 City of Beaumont - - - 2,889,230 2,889,230 - - - 2,889,230 2,889,230 - - City of Cathedral City 360,320 - - - - 360,320 - - 360,320 City of Coachella 2,200,000 855,950 - - - - 2,200,000 855,950 - 1,344,050 City of Corona - - 660,076 1,438,930 - - - 660,076 1,438,930 - (778,854) City of Desert Hot Springs 330,906 - - - - 330,906 330,906 City of Eastvale 473,700 - (123,700) - - - - - 473,700 - (123,700) 350,000 City of Indio 88,748 88,748 - - - - - - 88,748 88,748 - - City of Lake Elsinore 566,981 290,802 (30,656) - - - - - 566,981 290,802 (30,656) 245,523 City of La Quints 97,700 - - - - - 97,700 97,700 City of Menifee 683,028 - - - - - - - 683,028 - - 683,028 City of Moreno Valley 720,000 - - - - - - - 720,000 - - 720,000 City of Palm Desert 85,000 - - - - - - - 85,000 - - 85,000 City of Palm Springs 146,500 - - - - - - - 146,500 - - 146,500 City of Perris 225,000 - - - - 225,000 225,000 City of Riverside 360,000 - - 1,309,032 3,319,442 (582,201) - - 1,669,032 3,319,442 (582,201) (2,232,611) City of Temecula 132,300 132,300 - - - 132,300 132,300 City of Wildomar 275,000 - - - 275,000 275,000 County of Riverside: Auditor/Controller - - - - - 12,000 12,000 12,000 12,000 - Road Department 2,516,356 - - - 2,516,356 - - 2,516,356 Palo Verde Valley Transit Agency - - 1,065,605 1,065,605 - 1,065,605 1,065,605 - Commission - - - 14,787,272 17,363,995 - 4,535,200 4,535,200 19,322,472 21,899,195 - (2,576,723) Riverside Transit Agency - - - 45,473,235 45,933,944 - 45,473,235 45,933,944 - (460,709) SCAG - - - 817,000 817,000 817,000 817,000 Sunline Transit Agency 13,794,801 18,088,412 (1,827,877) - - 13,794,801 18,088,412 (1,827,877) (6,121,488) $9,261,539 $ 1,367,800 $ (154,356) $ 81,542,285 $ 91,562,592 $ (2,410,078) $5,364,200 $ 5,364,200 $ 96,168,024 $ 98,294,592 $ (2,564,434) $ (4,691,002) 8 189 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Schedule of Unclaimed Apportionments (Article 3) Year Ended June 30, 2020 Unclaimed Unclaimed Apportionment Interest Apportionment July 1, 2019 Apportionment Disbursements Allocations June 30, 2020 Bicycle and pedestrian projects $ 7,474,877 $ 2,076,000 $ 1,367,800 $120,185 $ 8,303,262 9 190 Local Transportation Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Schedule of Unclaimed Apportionments (Articles 4 and 8) Year Ended June 30, 2020 Fiscal Year 2019/20 1 Prior Fiscal Year Apportionment Amounts Claimed Unclaimed Apportionment Amounts Apportionment Claimed Unclaimed Apportionment Total Unclaimed Interest Apportionment Allocation June 30, 2020 Western County: Rail Bus Coachella Valley $ 17,816,000 $ 17,363,995 $ 452,005 $ 8,402,854 $ 63,164,000 54,001,670 9,162,330 50,106,621 19,633,000 15,928,202 3,704,798 Palo Verde Valley: Transit 1,096,000 1,065,605 Unallocated Total transportation 460,709 6,408,126 332,333 30,395 885,036 281,141 $ 8,402,854 $ 100,677 $ 8,955,536 49,645,912 823,091 59,631,333 6,075,793 106,296 9,886,887 885,036 13,445 928,876 281,141 4,129 285,270 101,709,000 88,359,472 13,349,528 66,083,778 Auditor/Controller 12,000 12,000 Commission administration 1,266,200 1,266,200 Commission planning 3,269,000 3,269,000 SCAG planning 817,000 817,000 Total administration and planning 5,364,200 5,364,200 793,042 65,290,736 1,047,638 79,687,902 Total apportionments $ 107,073,200 $ 93,723,672 $13,349,528 $ 66,083,778 $ 793,042 $ 65,290,736 $1,047,638 $ 79,687,902 10 191 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the Local Transportation Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, and have issued our report thereon dated October 30, 2020. Our report included an emphasis of matter paragraph indicating that the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020, and the changes in its financial position for the year ended in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over the Fund's financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control related to the Fund. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control related to the Fund. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Fund's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. What inspires you, inspires us. eidebailly.com 11 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-1972 T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the Fund's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance as it relates to the Fund. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance related to the Fund. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 12 193 ATTACHMENT 3 State Transit Assistance Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Financial and Compliance Reports Year Ended June 30, 2020 ,......»1 EideBai11y eidebailly.com 194 Contents Independent Auditor's Report 1-2 Financial Statements Balance Sheet Statement of Revenues, Expenditures and Change in Fund Balance Notes to Financial Statements 3 4 5-7 Supplementary Information Schedule of Allocations and Disbursements Approved During the Year 8 Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards 9-10 195 " " " EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the State Transit Assistance Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Fund's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the Fund's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control related to the Fund. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Fund of the County of Riverside, California, as administered by the Commission, as of June 30, 2020, and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 925081976 T 951.367.3000 F 951.367.3010 EOE Emphasis of Matter As discussed in Note 1 to the financial statements, the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020 and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Management has omitted management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the financial statements. Such missing information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic or historical context. Our opinion on the financial statements is not affected by this missing information. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Fund's financial statements. The schedules listed in the table of contents as supplementary information are presented for purposes of additional analysis and are not a required part of the financial statements. The supplementary information is the responsibility of Commission management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated October 30, 2020 on our consideration of the Commission's internal control over the Fund's financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance related to the Fund. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over the Fund's financial reporting and compliance. Riverside, California October 30, 2020 2 197 State Transit Assistance Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Balance Sheet June 30, 2020 Assets Cash and investments Accounts receivable Interest receivable Total assets Liabilities and Fund Balance $ 114, 930, 075 6,041,230 276,790 $ 121, 248, 095 Liabilities Accounts payable Due to other Commission funds Total liabilities Fund Balance Restricted allocations available for programming Restricted for unclaimed allocations Total fund balance Total liabilities and fund balance See Notes to Financial Statements. $ 1,493,611 42,100 1,535,711 38,574,796 81,137,588 119, 712, 384 $ 121, 248, 095 3 198 State Transit Assistance Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Statement of Revenues, Expenditures and Change in Fund Balance Year Ended June 30, 2020 Revenues: Sales taxes $ 23,910,447 Other reimbursements 498 Interest 2,073,193 Total revenues 25,984,138 Expenditures: Administration 245,785 Transit 13, 495, 380 Total expenditures 13,741,165 Net change in fund balance 12,242,973 Fund balance, beginning of year 107,469,411 Fund balance, end of year $ 119,712,384 See Notes to Financial Statements. 4 199 State Transit Assistance Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies The Riverside County Transportation Commission (the Commission), in its capacity as the transportation planning agency for the County of Riverside, California (the County), is responsible for administering funds provided through the State Transit Assistance Program, which was created in 1979 under Chapter 161 (SB 620) of the California statutes to provide a second source of Transportation Development Act funding for the development of transit systems. The funds are derived from fuel sales tax revenue and are budgeted through legislation and appropriated to the State Controller's Office (the State) for allocation to local agencies. The accounting policies of the State Transit Assistance Fund (the Fund), a special revenue fund of the Commission, conform to accounting principles generally accepted in the United States as applicable to governmental units. A summary of the Commission's significant accounting policies is as follows: Presentation: The accompanying financial statements of the Fund are intended to present the financial position and the changes in financial position of only that portion of the governmental activities of the Commission that is attributable to the transactions of the Fund of the Commission. They do not purport to, and do not, present fairly the financial position of the Commission or the County as of June 30, 2020 and the related changes in its financial position for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Basis of accounting: In accordance with the requirements for governmental funds, the modified accrual basis of accounting and current resources measurement focus is followed in the Fund. Under this method of accounting, expenditures are recorded when they are expected to be liquidated with expendable available resources, and revenue is recorded when it becomes both measurable and available. "Measurable" means the amount of the transaction can be determined, and "available" means collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the fiscal year. Those revenues susceptible to accrual include fuel sales tax revenue and interest revenue. Allocations to local agencies: State transit assistance funds are allocated to the operators within the County. Public Utilities Code (PUC) Section 99313 allocates funds to regional transportation planning agencies based on the ratio of area population to state population. PUC Section 99314 allocates funds to public operators based on their share of fares and local support to other operators in the state. The allocations must be made in a resolution adopted by the Commission. Cash and investments: It is the Commission's policy to deposit all funds received in the Riverside County Pooled Investment Fund (RCPIF) or US Bank for investment until the funds are required for disbursement. Interest income is earned while these funds are deposited. Accounts receivable: Accounts receivable consist primarily of fuel sales tax revenues from the State of California not received as of June 30, 2020. 5 200 State Transit Assistance Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies (Continued) Fund balance restrictions: The Fund reports restricted fund balances to show the level of constraint governing the use of the funds as set forth by enabling State legislation. The restricted fund balance for allocations available for programming represents amounts apportioned but not allocated to claimants. The restricted fund balance for unclaimed allocations represents amounts allocated by the Commission and due to claimants but not yet paid, as claimants have not yet provided the appropriate claim documentation to the Commission as of June 30, 2020. Accounts payable: Accounts payable consist primarily of claims approved by the Commission, but not paid by the Commission, to the appropriate transit operators by June 30, 2020. Expenditures: Expenditures represent funds disbursed to transit operators that have met the eligibility requirements to receive State Transit Assistance Program funds per PUC Sections 99313 and 99314. All disbursements are to be used for transit purposes. Note 2. Cash and Investments Cash and investments at June 30, 2020 consist of the following: Cash and investments with RCPIF Commission operating investment pool Cash in bank $ 103, 844, 828 11, 057, 006 28,241 $ 114, 930, 075 The funds in the RCPIF are pooled with those of other entities in the RCPIF and invested in accordance with the County's investment policy. The funds in the Commission's operating investment pool are pooled with those of other Commission operating funds and invested in accordance with the Commission's investment policy. These pooled funds are carried at fair value. Investments in U.S.Treasury, federal agency, mortgage and asset -backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. The pooled funds are not subject to level 1, 2 or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board Statement No. 72, Fair Value Measurement and Application. The Commission is a voluntary participant in the RCPIF. An Investment Oversight Committee has been established by the County, which acts as a regulator of the RCPIF. As of June 30, 2020, the Fund had $103,844,828 invested in the RCPIF, with a weighted average maturity of 409 days, and $11,057,006 invested in the Commission operating investment pool. Additional information on investment types, fair value measurement and credit risk of the RCPIF and the Commission operating investment pool may be obtained from the County of Riverside Treasurer -Tax Collector located at 4080 Lemon Street, 4th Floor, Riverside, California 92502 or by visiting the Treasurer -Tax Collector website at www.countytreasurer.org and the notes to the Commission's basic financial statements included in the Commission's Comprehensive Annual Financial Report, respectively. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the California Government Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. 6 201 State Transit Assistance Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 2. Cash and Investments (Continued) Credit risk: As of June 30, 2020 the Commission's investment in the RCPIF was rated Aaa/bf by Moody's Investors Service and AAAf/S1 by Fitch Ratings. The Commission's investment policy only requires credit quality ratings for repurchase agreements, U.S. corporate debt, commercial paper, bankers' acceptances, and certificates of deposit. Note 3. Fund Balance At June 30, 2020, amounts are restricted for apportioned and unallocated amounts and for unpaid allocations by geographic area. For Western County transit programs, commuter rail and bus allocations are in accordance with the Commission's policy. Restricted for allocations available for programming: Western County: Commuter rail $ 25,617,488 Bus 11, 665, 388 Coachella Valley: Commuter rail 41,746 Bus 1,068,273 Palo Verde Valley 181,901 38, 574, 796 Restricted for unclaimed allocations: Western County: Commuter rail City of Banning City of Beaumont City of Corona City of Riverside Riverside Transit Agency Coachella Valley: SunLine Transit Agency Palo Verde Valley: Palo Verde Valley Transit Agency 7,651,553 1,124, 506 3,391,933 925,692 303,649 52,735,630 14, 922, 353 82,272 81,137, 588 Total fund balance $ 119,712,384 7 202 Supplementary Information 203 State Transit Assistance Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Schedule of Allocations and Disbursements Approved During the Year Year Ended June 30, 2020 Recipient California Code of Regulations Current Year Amount Section No. Allocation Disbursed Reference Western County: City of Banning $ 325,000 $ - 6731 City of Beaumont 2,940,000 906,785 6731 City of Corona 39,674 12,051 6731 City of Riverside 49,619 24,000 6731 Riverside Transit Agency 31,583,788 5,716,167 6730 Total Western County 34,938,081 6,659,003 Coachella Valley: SunLine Transit Agency 6,583,535 6,154,141 6730 Rail Program 450,000 450,000 6730 Total Coachella Valley 7,033,535 6,604,141 Palo Verde Valley Transit Agency 238,000 232,236 6730 Other - 245,785 $ 42, 209, 616 $ 13, 741,165 8 204 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the State Transit Assistance Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, and have issued our report thereon dated October 30, 2020. Our report included an emphasis of matter paragraph indicating that the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020, and the changes in its financial position for the year ended in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over the Fund's financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control related to the Fund. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control related to the Fund. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Fund's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. What inspires you, inspires us. I eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 925082M T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the Fund's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance as it relates to the Fund. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance related to the Fund. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 10 206 ATTACHMENT 4 State of Good Repair Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Financial and Compliance Reports Year Ended June 30, 2020 ,......»1 EideBai11y eidebailly.com 207 Contents Independent Auditor's Report 1-2 Financial Statements Balance Sheet Statement of Revenues, Expenditures and Change in Fund Balance Notes to Financial Statements 3 4 5-7 Supplementary Information Schedule of Allocations and Disbursements Approved During the Year 8 Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards 9-10 208 " " " EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the State of Good Repair Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Fund's basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the Fund's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control related to the Fund. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Fund of the County of Riverside, California, as administered by the Commission, as of June 30, 2020, and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 92508201 T 951.367.3000 F 951.367.3010 EOE Emphasis of Matter As discussed in Note 1, the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020 and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Management has omitted management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the financial statements. Such missing information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic or historical context. Our opinion on the financial statements is not affected by this missing information. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Fund's financial statements. The schedule listed in the table of contents as supplementary information are presented for purposes of additional analysis and are not a required part of the financial statements. The supplementary information is the responsibility of Commission management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated October 30, 2020 on our consideration of the Commission's internal control over the Fund's financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance related to the Fund. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over the Fund's financial reporting and compliance. Riverside, California October 30, 2020 2 210 State of Good Repair Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Balance Sheet June 30, 2020 Assets Cash and investments Accounts receivable Interest receivable Total assets Liabilities and Fund Balance $ 8,404,947 670,728 19,025 $ 9,094,700 Liabilities Accounts payable $ 4,454 Due to other Commission funds 2,300 Total liabilities 6,754 Fund Balance Restricted allocations available for programming Restricted for unclaimed allocations Total fund balance Total liabilities and fund balance See Notes to Financial Statements. 3,276,956 5,810,990 9,087,946 $ 9,094,700 3 211 State of Good Repair Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Statement of Revenues, Expenditures and Change in Fund Balance Year Ended June 30, 2020 Revenues: Sales taxes $ 3,886,066 Interest 128,371 Total revenues 4,014,437 Expenditures: Administration 30,200 Transit 1,576,847 Total expenditures 1,607,047 Net change in fund balance Fund balance, beginning of year Fund balance, end of year $ 9,087,946 2,407,390 6,680,556 See Notes to Financial Statements. 4 212 State of Good Repair Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies The Riverside County Transportation Commission (the Commission), in its capacity as the transportation planning agency for the County of Riverside, California (the County), is responsible for administering funds provided through the State of Good Repair Program, which was created in 2017 under Chapter 5, (SB 1) of the California statutes to provide additional revenues for transit infrastructure repair and service improvements. The funds are derived from fuel sales tax and vehicle fee revenues and are budgeted through legislation and appropriated to the State Controller's Office (the State) for allocation to local agencies based on the State Transit Assistance formula. The accounting policies of the State of Good Repair Fund (the Fund), a special revenue fund of the Commission, conform to accounting principles generally accepted in the United States as applicable to governmental units. A summary of the Commission's significant accounting policies is as follows: Presentation: The accompanying financial statements of the Fund are intended to present the financial position and the changes in financial position of only that portion of the governmental activities of the Commission that is attributable to the transactions of the Fund of the Commission. They do not purport to, and do not, present fairly the financial position of the Commission or the County as of June 30, 2020 and the related changes in its financial position for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Basis of accounting: In accordance with the requirements for governmental funds, the modified accrual basis of accounting and current resources measurement focus is followed in the Fund. Under this method of accounting, expenditures are recorded when they are expected to be liquidated with expendable available resources, and revenue is recorded when it becomes both measurable and available. "Measurable" means the amount of the transaction can be determined, and "available" means collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the fiscal year. Those revenues susceptible to accrual include fuel sales tax, vehicle fee, and interest revenue. Allocations to local agencies: State of Good Repair funds are allocated to the operators within the County. Public Utilities Code (PUC) Section 99313 allocates funds to regional transportation planning agencies based on the ratio of area population to state population. PUC Section 99314 allocates funds to public operators based on their share of fares and local support to other operators in the state. The allocations must be made in a resolution adopted by the Commission. Cash and investments: It is the Commission's policy to deposit all funds received in the Riverside County Pooled Investment Fund (RCPIF) for investment until the funds are required for disbursement. Interest income is earned while these funds are deposited. Accounts receivable: Accounts receivable consist primarily of fuel sales tax and vehicle fee revenues from the State of California not received as of June 30, 2020. Due to other Commission funds: Due to other Commission funds represents payables from the State of Good Repair program to the Commission for commuter rail expenditures as of June 30, 2020. 5 213 State of Good Repair Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 1. Nature of Operations and Significant Accounting Policies (Continued) Fund balance restrictions: The Fund reports restricted fund balances to show the level of constraint governing the use of the funds as set forth by enabling State legislation. The restricted fund balance for allocations available for programming represents amounts apportioned but not allocated to claimants. The restricted fund balance for unclaimed allocations represents amounts allocated by the Commission and due to claimants but not yet paid, as claimants have not yet provided the appropriate claim documentation to the Commission as of June 30, 2020. Expenditures: Expenditures represent funds disbursed to transit operators that have met the eligibility requirements to receive State of Good Repair Program funds per PUC Sections 99313 and 99314. All disbursements are to be used for transit purposes. Note 2. Cash and Investments Cash and investments at June 30, 2020 consist of the following: Cash and investments with RCPIF Cash in bank $ 8,404,600 347 $ 8,404,947 The funds in the RCPIF are pooled with those of other entities in the RCPIF and invested in accordance with the County's investment policy. The funds with the custodian are pooled with those of other Commission operating funds and invested in accordance with the Commission's investment policy. These pooled funds are carried at fair value. Investments in U.S.Treasury, federal agency, mortgage and asset - backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. The pooled funds are not subject to level 1, 2 or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board Statement No. 72, Fair Value Measurement and Application. The Commission is a voluntary participant in the RCPIF. An Investment Oversight Committee has been established by the County, which acts as a regulator of the RCPIF. As of June 30, 2020, the Fund had $8,404,600 invested in the RCPIF, with a weighted average maturity of 409 days. Additional information on investment types, fair value measurement and credit risk of the RCPIF may be obtained from the County of Riverside Treasurer -Tax Collector located at 4080 Lemon Street, 4th Floor, Riverside, California 92502 or by visiting the Treasurer -Tax Collector website at www.countytreasurer.org. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the California Government Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. Credit risk: As of June 30, 2020 the Commission's investment in the RCPIF was rated Aaa/bf by Moody's Investors Service and AAAf/S1 by Fitch Ratings. The Commission's investment policy only requires credit quality ratings for repurchase agreements, U.S. corporate debt, commercial paper, bankers' acceptances, and certificates of deposit. 6 214 State of Good Repair Fund of the County of Riverside as Administered by the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 Note 3. Fund Balance At June 30, 2020, amounts are restricted for apportioned and unallocated amounts and for unpaid allocations by geographic area. For Western County transit programs, commuter rail and bus allocations are in accordance with the Commission's policy. Restricted for allocations available for programming: Western County: Commuter rail $ 26,949 Bus 2,392,713 Coachella Valley 817,697 Palo Verde Valley 39,597 3,276,956 Restricted for unclaimed allocations: Western County: Commuter rail City of Banning City of Beaumont City of Corona City of Riverside Riverside Transit Agency Coachella Valley: SunLine Transit Agency Palo Verde Valley: Palo Verde Valley Transit Agency 825,203 76,047 66,478 146,237 295,247 3,584,713 781,307 35,758 5,810,990 Total fund balance $ 9,087,946 7 215 Supplementary Information 216 State of Good Repair Fund of the County of Riverside, as Administered by the Riverside County Transportation Commission Schedule of Allocations and Disbursements Approved During the Year Year Ended June 30, 2020 Recipient California Code of Regulations Current Year Amount Section No. Allocation Disbursed Reference Western County: City of Banning $ 37,740 $ - 6731 City of Corona 48,198 - 6731 City of Riverside 198,453 - 6731 Riverside Transit Agency 1,855,495 126,877 6730 Commission Commuter Rail Program 844,490 819,100 6730 Total Western County 2,984,376 945,977 SunLine Transit Agency 730,403 630,870 6730 Palo Verde Valley Transit Agency 35,758 - 6730 Other - 30,200 $ 3,750,537 $ 1,607,047 8 217 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the State of Good Repair Fund (the Fund) of the County of Riverside, California, as administered by the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, and have issued our report thereon dated October 30, 2020. Our report included an emphasis of matter paragraph indicating that the financial statements present only the Fund and do not purport to, and do not, present fairly the financial position of the Commission or the County of Riverside, California, as of June 30, 2020, and the changes in its financial position for the year ended in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over the Fund's financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control related to the Fund. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control related to the Fund. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Fund's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508203 T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the Fund's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance as it relates to the Fund. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance related to the Fund. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 10 219 ATTACHMENT 5 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Financial and Compliance Reports Years Ended June 30, 2020 and 2019 ,......»1 EideBai11y eidebailly.com 220 Contents Independent Auditor's Report 1-2 Financial Statements Balance Sheets 3 Statements of Revenues, Expenditures and Change in Fund Balance 4 Notes to Financial Statements 5-7 Supplementary Information Combining Balance Sheets —By Project Combining Statements of Revenues, Expenditures and Change in Account Fund Balance —By Project 8-9 10-11 Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards 12-13 221 " " " EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the Proposition 1B Rehabilitation, Safety and Security Project Accounts (the Accounts), Accounts of the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Accounts' basic financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the Fund's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control related to the Accounts. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the Accounts of the Commission as of June 30, 2020, and the respective changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-2 T 951.367.3000 F 951.367.3010 EOE Emphasis of Matter As discussed in Note 1 to the financial statements, the financial statements present only the Accounts and do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020 and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Management has omitted management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the financial statements. Such missing information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic or historical context. Our opinion on the financial statements is not affected by this missing information. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Accounts' financial statements. The statements listed in the table of contents as supplementary information are presented for purposes of additional analysis and are not a required part of the financial statements. The supplementary information is the responsibility of Commission management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. Such information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole. Prior Year Comparative Information The financial statements of the Accounts as of June 30, 2019, were audited by other auditors, whose report dated October 31, 2019, expressed an unmodified opinion on those statements. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated October 30, 2020 on our consideration of the Commission's internal control over the Accounts' financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance related to the Accounts. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over the Accounts' financial reporting and compliance. Riverside, California October 30, 2020 223 2 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Balance Sheets June 30, 2020 and 2019 2020 2019 Assets PTMISEA PTMISEA CTSGP-CTAF Total Cash and investments in Riverside County Pooled Investment Fund $ 2,498,454 $ 2,940,856 $ - $ 2,940,856 Interest receivable 5,888 17,211 - 17,211 Total assets $ 2,504,342 $ 2,958,067 $ - $ 2,958,067 Liabilities and Fund Balance Liabilities Accounts payable Total liabilities Fund Balance Restricted: Rail projects Total fund balance Total liabilities and fund balance See Notes to Financial Statements. 2,504,342 2,504,342 $ 2,504,342 $ 17,256 $ - $ 17,256 17,256 - 17,256 2,940,811 - 2,940,811 2,940,811 - 2,940,811 $ 2,958,067 $ - $ 2,958,067 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Statements of Revenues, Expenditures and Change in Fund Balance Years Ended June 30, 2020 and 2019 2020 2019 PTMISEA PTMISEA CTSGP-CTAF Total Revenues: Interest Total revenues Expenditures: Rail Net change in account fund balance Fund balance, beginning of year Fund balance, end of year See Notes to Financial Statements. $ 46,999 $ 72,619 $ 1,129 $ 73,748 46,999 72,619 483,468 (436, 469) 2,940,811 $ 2,504,342 1,129 73,748 2,043,287 177,286 2,220,573 (1,970,668) (176,157) (2,146,825) 4,911,479 176,157 5,087,636 $ 2,940,811 $ - $ 2,940,811 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 and 2019 Note 1. Nature of Operations and Summary of Significant Accounting Policies Nature of operations: On November 7, 2006, the voters of California approved the Highway Safety, Traffic Reduction, Air Quality, and Port Security Bond Act of 2006 (Proposition 1 B). Proposition 1B included a state program of funding in the amount of $4 billion and $1 billion to be deposited in the Public Transportation Modernization, Improvement, and Service Enhancement Account (PTMISEA) and Transit System Safety, Security, and Disaster Response Account (TSSSDRA), respectively. The California Transit Security Grant Program —California Transit Assistance Fund (CTSGP-CTAF) is a TSSSDRA program. The PTMISEA funds, which are administered by the California Department of Transportation (Caltrans), and the CTSGP- CTAF funds, which are administered by the California Emergency Management Agency (CaIEMA), are made available to project sponsors in California for eligible public transportation projects and related security and safety projects, respectively. The Riverside County Transportation Commission (the Commission) owns and operates nine commuter rail stations and a transit center in Riverside County (the County). As a project sponsor, the Commission has applied for and obtained approval for PTMISEA and CTSGP-CTAF funds for various projects related to its commuter rail stations. These funds are accounted for in the Measure A Western County Rail and Coachella Valley Station Development Special Revenue Funds in project accounts (the Accounts). The revenue to the Accounts is derived from allocations approved by the Controller of the State of California (the Controller). The accounting policies of the Commission conform to accounting principles generally accepted in the United States of America as applicable to governmental units. A summary of the Commission's significant accounting policies is as follows: Presentation: The accompanying financial statements of the Accounts are intended to present the financial position and the changes in financial position of only that portion of the governmental activities of the Commission that is attributable to the transactions of the PTMISEA and CTSGP-CTAF Accounts of the Commission. They do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020 and 2019 and the changes in its financial position for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Basis of accounting: In accordance with the requirements for governmental funds, the modified accrual basis of accounting is followed in the PTMISEA and CTSGP-CTAF Accounts. Under the modified accrual basis of accounting, expenditures are recorded when they are expected to be liquidated with expendable available resources, and revenue is recorded when it becomes both measurable and available. "Measurable" means the amount of the transaction can be determined, and "available" means collectible within the current period, or soon enough thereafter to be used to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the current fiscal period. Those revenues susceptible to accrual include PTMISEA and CTSGP- CTAF allocations and interest revenue. For the years ended June 30, 2020 and 2019, the Commission did not recognize an allocation of revenues, respectively, for the Station Rehabilitation, Coachella Valley Station Development, or Station Security projects. 5 226 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 and 2019 Note 1. Nature of Operations and Summary of Significant Accounting Policies (Continued) Funding: Project sponsors may submit applications for funding of eligible transit capital projects to Caltrans or CaIEMA, which approve projects for funding related to PTMISEA and CTSGP-CTAF, respectively. PTMISEA eligible projects include rehabilitation, safety or modernization improvements; capital service enhancements or expansions; new capital projects; bus rapid transit improvements; and rolling stock procurement, rehabilitation, expansion or replacement. CTSGP-CTAF eligible projects include capital projects that provide increased protection against a security or safety threat; increase the capacity of transit operators to prepare for disaster -response transportation systems to move people, goods, emergency personnel and equipment in the aftermath of a disaster; and other allowable costs under California Government Code 16727(a). The Controller will disburse funds upon receipt of the approved PTMISEA and CTSGP-CTAF projects. Funds must be encumbered within three years of receipt and must be expended within three years of being encumbered. Cash: It is the Commission's policy to deposit all funds received in the Riverside County Pooled Investment Fund (RCPIF) for investment until the funds are required for disbursement. Interest income is earned while these funds are deposited. Fund balance restrictions: The Accounts report restricted account fund balances to show the level of constraint governing the use of the funds. Restricted account fund balances are restricted for specific purposes by third parties. Expenditures: Expenditures represent rail capital projects as identified in PTMISEA and CTSGP-CTAF applications submitted by the Commission. For the year ended June 30, 2020, the Commission incurred qualifying expenditures of $144,549 for the Station Rehabilitation project and $338,919 for the Coachella Valley Station Development project, for a total of $483,468. For the year ended June 30, 2019, the Commission incurred qualifying expenditures of $2,043,287 for the Station Rehabilitation project and $177,286 for the Station Security project, for a total of $2,220,573. Note 2. Cash and Investments With County Treasurer The funds in the RCPIF are pooled with those of other entities and invested in accordance with the County's investment policy. These pooled funds are carried at fair value. Investments in U.S.Treasury, federal agency, mortgage and asset -backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. The pooled funds are not subject to level 1, 2 or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board Statement No. 72, Fair Value Measurement and Application. The Commission is a voluntary participant in the pool. An Investment Oversight Committee has been established by the County, which acts as a regulator of the pool. 6 227 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 and 2019 Note 2. Cash and Investments With County Treasurer (Continued) As of June 30, 2020 and 2019, the Account has $2,498,454 and $2,940,856, respectively, included in the Commission's investment with the RCPIF, with an average maturity of 409 days and 387 days, respectively. Additional information on investment types, fair value measurement and credit risk of the RCPIF may be obtained from the County of Riverside Treasurer -Tax Collector located at 4080 Lemon Street, 4th Floor, Riverside, California 92502 or by visiting the Treasurer -Tax Collector website at www.countytreasurer.org. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the California Government Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. Credit risk: As of June 30, 2020 and 2019 the Commission's investment in the RCPIF was rated Aaa/bf by Moody's Investors Service and AAAf/S1 by Fitch Ratings. The Commission's investment policy only requires credit quality ratings for repurchase agreements, U.S. corporate debt, commercial paper, bankers' acceptances, and certificates of deposit. 7 228 Supplementary Information 229 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Combining Balance Sheet —By Project June 30, 2020 PTMISEA Assets Station Coachella Valley Rehabilitation Station Development Total Cash and investments in Riverside County Pooled Investment Fund $ $ 2,498,454 $ 2,498,454 Interest receivable 5,888 5,888 Total assets $ $ 2,504,342 $ 2,504,342 Liabilities and Fund Balance Liabilities Accounts payable $ $ Total liabilities Account Fund Balance Fund Balance Restricted: Rail projects 2,504,342 2,504,342 Total fund balance 2,504,342 2,504,342 Total liabilities and fund balance $ $ 2,504,342 $ 2,504,342 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Combining Balance Sheet —By Project, Continued June 30, 2019 PTM IS EA CTSGP-CTAF Assets Station Coachella Valley Station Rehabilitation Station Development Total Security Total Cash and investments in Riverside County Pooled Investment Fund $ 159,376 $ 2,781,480 $ 2,940,856 $ - $ 2,940,856 Interest receivable 932 16,279 17,211 - 17,211 Total assets $ 160,308 $ 2,797,759 $ 2,958,067 $ - $ 2,958,067 Liabilities and Fund Balance Liabilities Accounts payable Total liabilities $ 17,256 $ $ 17,256 $ - $ 17,256 17,256 17,256 - 17,256 Fund Balance Restricted: Rail projects 143,052 2,797,759 2,940,811 - 2,940,811 Total fund balance 143,052 2,797,759 2,940,811 - 2,940,811 Total liabilities and fund balance $ 160,308 $ 2,797,759 $ 2,958,067 $ - $ 2,958,067 9 231 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Combining Statement of Revenues, Expenditures and Change in Fund Balance —By Project Year Ended June 30, 2020 PTMISEA Station Coachella Valley Rehabilitation Station Development Total Revenues: Interest $ 1,497 $ 45,502 $ 46,999 Total revenues 1,497 45,502 46,999 Expenditures: Rail 144,549 338,919 483,468 Net change in fund balance (143,052) (293,417) (436,469) Fund balance, beginning of year 143,052 2,797,759 2,940,811 Fund balance, end of year $ $ 2,504,342 $ 2,504,342 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts of the Riverside County Transportation Commission Combining Statement of Revenues, Expenditures and Change in Fund Balance —By Project, Continued Year Ended June 30, 2019 PTM IS EA CTSG P-CTA F Revenues: Interest Total revenues Expenditures: Rail Net change in account fund balance Fund balance, beginning of year Fund balance, end of year $ 143,052 $ 2,797,759 $ 2,940,811 $ $ 2,940,811 Station Coachella Valley Station Rehabilitation Station Development Total Security $ 15,117 $ Total 57,502 $ 72,619 $ 1,129 $ 73,748 15,117 2,043,287 57,502 72,619 1,129 73,748 - 2,043,287 177,286 2,220,573 (2,028,170) 2,171, 222 57,502 (1,970,668) 2,740,257 4,911,479 (176,157) (2,146,825) 176,157 5,087,636 11 233 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the Proposition 1B Rehabilitation, Safety and Security Project Accounts (the Accounts), Accounts of the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, and have issued our report thereon dated October 30, 2020. Our report included an emphasis of matter paragraph indicating that the financial statements present only the Accounts and do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020, and the changes in its financial position for the year ended in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over the Accounts' financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control related to the Accounts. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control related to the Accounts. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Accounts' financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. 12 What inspires you, inspires us. I eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-2W4 1 T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the Accounts' financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the Accounts' financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance as it relates to the Accounts. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance related to the Accounts. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 13 235 ATTACHMENT 6 Low Carbon Transit Operations Program Account, an Account of the Riverside County Transportation Commission Financial and Compliance Reports Years Ended June 30, 2020 and 2019 ,......»1 EideBai11y eidebailly.com 236 Contents Independent Auditor's Report 1-2 Financial Statements Balance Sheets 3 Statements of Revenues, Expenditures and Change in Fund Balance 4 Notes to Financial Statements 5-6 Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards 7-8 237 " " " EideBailly. CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the Low Carbon Transit Operations Program (LCTOP) Account, an Account of the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the LCTOP Account financial statements as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the LCTOP Account's financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control related to the LCTOP Account. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the LCTOP Account of the Commission as of June 30, 2020, and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 925082913 T 951.367.3000 F 951.367.3010 EOE Emphasis of Matter As discussed in Note 1 to the financial statements, the financial statements present only the LCTOP Account and do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020 and the changes in financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Management has omitted management's discussion and analysis that accounting principles generally accepted in the United States of America require to be presented to supplement the financial statements. Such missing information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic or historical context. Our opinion on the financial statements is not affected by this missing information. Prior Year Comparative Information The financial statements of the LCTOP Account as of June 30, 2019, were audited by other auditors, whose report dated October 31, 2019, expressed an unmodified opinion on those statements. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated October 30, 2020 on our consideration of the Commission's internal control over the LCTOP Account's financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, grant agreements, and other matters. The purpose of that report is solely to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control over financial reporting or on compliance related to the LCTOP Account. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Commission's internal control over the LCTOP Account's financial reporting and compliance. Riverside, California October 30, 2020 2 239 Low Carbon Transit Operations Program Account, an Account of the Riverside County Transportation Commission Balance Sheets June 30, 2020 and 2019 2020 2019 Assets Cash and investments in Riverside County Pooled Investment Fund $ $ Accounts receivable 1,081,302 1,496,728 Interest receivable - Total assets $1,081,302 $ 1,496,728 Liabilities and Fund Balance Liabilities Accounts payable $ $ Total liabilities Fund Balance Restricted: Rail operations Total fund balance Total liabilities and fund balance See Notes to Financial Statements. 1,081,302 1,496,728 1,081,302 1,496,728 $ 1,081,302 $ 1,496,728 Low Carbon Transit Operations Program Account, an Account of the Riverside County Transportation Commission Statements of Revenues, Expenditures and Change in Fund Balance Years Ended June 30, 2020 and 2019 2020 2019 Revenues: State allocations $ 1,081,302 $ 2,357,834 Interest 10,994 5,297 Total revenues 1,092,296 2,363,131 Expenditures: Rail 1,507,722 1,265,824 Net change in fund balance Fund balance, beginning of year Fund balance, end of year See Notes to Financial Statements. (415,426) 1,097,307 1,496,728 399,421 $ 1,081,302 $ 1,496,728 Low Carbon Transit Operations Program Account, an Account of the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 and 2019 Note 1. Nature of Operations and Summary Significant Accounting Policies Nature of Operations: In 2014, the California Legislature established Senate Bill 862 (SB 862), Low Carbon Transit Operations Program (LCTOP), one of several programs that is part of the Transit, Affordable Housing, and Sustainable Communities Program. LCTOP was created to provide operating and capital assistance for transit agencies to reduce greenhouse gas emissions and improve mobility, with a priority on serving disadvantaged communities. For agencies whose service area includes disadvantaged communities, at least 50 percent of the total moneys received shall be expended on projects that will benefit disadvantaged communities. The accounting policies of the Riverside County Transportation Commission (Commission) conform to accounting principles generally accepted in the United States as applicable to governmental units. A summary of the Commission's significant accounting policies is as follows: Presentation: The accompanying financial statements of the LCTOP Account are intended to present the financial position and the changes in financial position of only that portion of the governmental activities of the Commission that is attributable to the transactions of the LCTOP Account of the Commission. They do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020 and 2019 and the changes in its financial position for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Basis of accounting: In accordance with the requirements for governmental funds, the modified accrual basis of accounting is followed in the LCTOP Account. Under the modified accrual basis of accounting, expenditures are recorded when they are expected to be liquidated with expendable available resources, and revenue is recorded when it becomes both measurable and available. "Measurable" means the amount of the transaction can be determined, and "available" means collectible within the current period or soon enough thereafter to be used to pay liabilities of the current period. For this purpose, the Commission considers revenues to be available if they are collected within 180 days of the end of the current fiscal period. Those revenues susceptible to accrual include LCTOP Account allocations and interest revenue. For the years ended June 30, 2020 and 2019, the Commission recognized revenues related to an allocation of $1,081,302 and $2,357,834, respectively, for the Perris Valley Line station operations and rehabilitation. Funding: Project sponsors may submit expenditure proposals for funding of LCTOP to Caltrans and the California Air Resources Board to determine compliance with the requirements of SB 862 and the LCTOP guidelines. Caltrans submits a final list of approved expenditures to the State Controller's Office, and the approved amounts of funds will be available for release, not to exceed 75 percent of each eligible recipient's share of the full appropriation, with the remaining 25 percent available for release by fiscal year end. Cash: It is the Commission's policy to deposit all funds received in the Riverside County Pooled Investment Fund (RCPIF) for investment until the funds are required for disbursement. Interest income is earned while these funds are deposited. Fund balance restrictions: The LCTOP Account reports restricted account fund balance to show the level of constraint governing the use of the funds. Restricted account fund balances are restricted for specific purposes by third parties. Expenditures: Expenditures represent rail operations as identified in the LCTOP application submitted by the Commission. For the years ended June 30, 2020 and 2019, the Commission incurred qualifying expenditures of $1,507,722 and $1,265,824, respectively, for the Perris Valley Line station operations and rehabilitation. 5 242 Low Carbon Transit Operations Program Account, an Account of the Riverside County Transportation Commission Notes to Financial Statements June 30, 2020 and 2019 Note 2. Cash and Investments with County Treasurer The funds in the RCPIF are pooled with those of other entities and invested in accordance with the County's investment policy. These pooled funds are carried at fair value. Investments in U.S.Treasury, federal agency, mortgage and asset -backed, municipal, corporate, negotiable certificates of deposit, and commercial paper securities are carried at fair value based on quoted market prices. Money market mutual funds are carried at fair value based on each fund's share price. The pooled funds are not subject to level 1, 2 or 3 of the fair value hierarchy prescribed by Governmental Accounting Standards Board Statement No. 72, Fair Value Measurement and Application. The Commission is a voluntary participant in the pool. An Investment Oversight Committee has been established by the County, which acts as a regulator of the pool. As of June 30, 2020 and 2019, the LCTOP Account has $0, in the Commission's investment with the RCPIF, with an average maturity of 409 days and 387 days, respectively. Additional information on investment types, fair value measurement and credit risk of the RCPIF may be obtained from the County of Riverside Treasurer -Tax Collector located at 4080 Lemon Street, 4th Floor, Riverside, California 92502 or by visiting the Treasurer -Tax Collector website at www.countytreasurer.org. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the California Government Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. Credit risk: As of June 30, 2020 and 2019 the Commission's investment in the RCPIF was rated Aaa/bf by Moody's Investors Service and AAAf/S1 by Fitch Ratings. The Commission's investment policy only requires credit quality ratings for repurchase agreements, U.S. corporate debt, commercial paper, bankers' acceptances, and certificates of deposit. 6 243 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the Low Carbon Transit Operations Program (LCTOP) Account, an Account of the Riverside County Transportation Commission (Commission), as of and for the year ended June 30, 2020, and the related notes to the financial statements, and have issued our report thereon dated October 30, 2020. Our report included an emphasis of matter indicating that the financial statements present only the LCTOP Account and do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020 and the changes in its financial position for the year then ended, in accordance with accounting principles generally accepted in the United States of America. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over the LCTOP Account's financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control related to the LCTOP Account. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control related to the LCTOP Account. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the LCTOP Account financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit, we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. What inspires you, inspires us. I eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-2W4 1 T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the LCTOP Account financial statements are free from material misstatement, we performed tests of the Commission's compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the LCTOP Account financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance as it relates to the LCTOP Account. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance related to the LCTOP Account. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 245 ATTACHMENT 7 �i` Single Audit Report Fiscal Year Ended June 30, 2020 Riverside County Transportation Commission ,......»1 EideBai11y eidebailly.com 246 Riverside County Transportation Commission Table of Contents Fiscal Year Ended June 30, 2020 Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 1 Independent Auditor's Report on Compliance for Each Major Federal Program; Report on Internal Control Over Compliance; and Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance 3 Schedule of Expenditures of Federal Awards 6 Notes to Schedule of Expenditures of Federal Awards 7 Schedule of Findings and Questioned Costs Section I - Summary of Auditor's Results 9 Section II — Financial Statement Findings 10 Section I I I - Federal Award Findings and Questioned Costs Summary of Auditor's Results 11 Summary Schedule of Prior Audit Findings 12 247 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Commission's basic financial statements, and have issued our report thereon dated October 30, 2020. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Commission's internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Commission's internal control. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the Commission's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 925082a T 951.367.3000 F 951.367.3010 EOE Compliance and Other Matters As part of obtaining reasonable assurance about whether the Commission's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the financial statements. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Commission's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Commission's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. Riverside, California October 30, 2020 249 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Compliance for Each Major Federal Program; Report on Internal Control Over Compliance; and Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance Board of Commissioners Riverside County Transportation Commission Riverside, California Report on Compliance for Each Major Federal Program We have audited the Riverside County Transportation Commission's (Commission) compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on the Commission's major federal program for the year ended June 30, 2020. The Commission's major federal program is identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with federal statutes, regulations, and the terms and conditions of its federal awards applicable to its federal programs. Auditor's Responsibility Our responsibility is to express an opinion on compliance for the Commission's major federal program based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the Commission's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion on compliance for the major federal program. However, our audit does not provide a legal determination of the Commission's compliance. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508293 T 951.367.3000 F 951.367.3010 EOE Opinion on Each Major Federal Program In our opinion, the Commission complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on its major federal program for the year ended June 30, 2020. Report on Internal Control over Compliance Management of the Commission is responsible for establishing and maintaining effective internal control over compliance with the types of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the Commission's internal control over compliance with the types of requirements that could have a direct and material effect on the major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for the major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the Commission's internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose. Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance We have audited the financial statements of the governmental activities, the business -type activities, each major fund and the aggregate remaining fund information of the Commission as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Commission's basic financial statements. We issued our report thereon dated October 30, 2020, which contained unmodified opinions on those financial statements. Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the basic financial statements. The accompanying schedule of expenditures of federal awards is presented for purposes of additional analysis as required by the Uniform Guidance and is not a required part of the basic financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. 251 The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the schedule of expenditures of federal awards is fairly stated in all material respects in relation to the basic financial statements as a whole. Riverside, California January 13, 2021, except for our report on the schedule of expenditures of federal awards, for which the date is October 30, 2020 252 Riverside County Transportation Commission Schedule of Expenditures of Federal Awards Fiscal Year Ended June 30, 2020 Federal Agency Direct or Pass -Through Agency CFDA Program Title or Cluster U.S. Department of Transportation Passed through California Department of Transportation: Highway Planning and Construction Cluster: Highway Planning and Construction - SR60 Truck Lanes Highway Planning and Construction - I15ELP Southern Extension Highway Planning and Construction - Pachappa Overcrossing Highway Planning and Construction - 115 Express Lanes Project Highway Planning and Construction - 115 Express Lanes Project Highway Planning and Construction - Downtown Riverside/Pedley Metro Stations Total Highway Planning and Construction Cluster Direct: Transportation Infrastructure Finance and Innovation Act (TIFIA) Program: TIFIA I-15 Express Lanes Project TIFIA 91 Project Total TIFIA Program Passed through California Department of Transportation: High -Speed Rail Corridors and Intercity Passenger Rail Service - Capital Assistance Grants Program: Coachella Valley -San Gorgonio Pass Corridor Investment Plan Direct: Federal Transit Cluster: Federal Transit Capital Investment Grant: Commuter Rail 5 Year Rehab 5309 Commuter Rail Rehab Final 5309 Rail State of Good Repair 5337 Federal Transit Urbanized Area Formula Grant: CMAQ Funds for Perris Valley Line Operations Commuter Rail Pax Upgrades CMAQ Funds for Perris Valley Line Construction State of Goods Repair Grants Program: Commuter Rail 5 Year Rehab 5309 Commuter Rail Rehab 5307 Total Federal Transit Cluster Total Expenditures of Federal Awards Federal CFDA Number 20.205 20.205 20.205 20.205 20.205 20.205 20.223 20.223 Direct or Pass -Through Entity Identifying Number Passed Through to Federal Subrecipients Expenditures CMLN-6054(090) $ CMLN-6054(094) FERPLN16-6054(082) STPLN-6208(025) CMSTPLN-6054(081) STPL-6054(074) TIFIA-2017-1011A TIFIA-2012-1006A 20.319 FR-HSR-0130-16-01-00 20.500 CA -05-0268-00 20.500 CA -05-0283-00 20.500 CA -05-0033-00 20.507 CA -95-X339-00 20.507 CA -90-Z234-00 20.507 CA -95-X202-00 20.525 CA -2017-121-00 20.525 CA -2017-112-00 $ 11,592,853 3,709,084 3,421,470 2,199,584 500 (45,286) 20,878,205 126,248,004 421,054,409 547,302,413 535,994 113,850 208,008 1,549,024 3,922,418 1,385,353 113,850 208,008 1,668,036 4,737,994 1,137,435 156,870 1,385,353 486,919 7,178, 653 9,894,465 $ 7,178,653 $ 578,611,077 See Notes to Schedule of Expenditures of Federal Awards 6 253 Riverside County Transportation Commission Notes to Schedule of Expenditures of Federal Awards Fiscal Year Ended June 30, 2020 Note 1- Basis of Presentation The accompanying schedule of expenditures of federal awards (Schedule) includes the federal award activity of the Riverside County Transportation Commission under programs of the federal government for the year ended June 30, 2020. The information in this Schedule is presented in accordance with the requirements of Title 2 Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Because the Schedule presents only a selected portion of the operations of the Commission, it is not intended to and does not present the financial position, changes in net position, or cash flows of the Commission. Note 2 - Summary of Significant Accounting Policies Expenditures of governmental funds reported on the Schedule are reported on the modified accrual basis of accounting. Expenses of enterprise funds are reported on the accrual basis of accounting. Such expenditures/expenses are recognized following the cost principles contained in the Uniform Guidance, wherein certain types of expenditures/expenses are not allowable or are limited as to reimbursement. Negative amounts shown on the Schedule represent adjustments or credits made in the normal course of business to amounts reported as expenditures/expenses in the prior years. Note 3 - Direct and Indirect (Pass -Through) Federal Awards Federal awards may be granted directly to the Commission by a federal granting agency or may be granted to other government agencies which pass -through federal awards to the Commission. The Schedule includes both of these types of Federal award programs when they occur. Note 4 - Transportation Infrastructure Finance and Innovation Act (TIFIA) Program Loans In July 2013 and July 2017, the Commission executed TIFIA loan agreements with the United States Department of Transportation in an amount not to exceed $421,054,409 and $152,214,260, respectively, to finance a portion of the Commission's 91 Project and 1-15 Express Lanes Project. The TIFIA loans are evidenced by toll revenue bonds of the Commission issued pursuant to the master indenture and a supplemental indenture. During construction and for a period of to five years following substantial completion, interest is compounded and added to each respective initial TIFIA loan. The TIFIA loans require mandatory debt service payments at a minimum and scheduled debt service payments to the extent additional funds are available. TIFIA debt service payments are expected to commence on December 1, 2021, and June 1, 2025, respectively, which is five years after substantial completion of the 91 Project and the 1-15 Express Lanes Project, through June 1, 2051 and June 1, 2055, respectively. The interest rate of each TIFIA loan is 3.47% and 2.84%, respectively. There were $0 and $111,301,868 of 91 Project and 1-15 Express Lanes Project TIFIA loan proceeds, respectively, expended during the fiscal year ended June 30, 2020, and the outstanding loans payable at June 30, 2020 are $486,339,336 (which includes accreted interest) and $128,092,018, respectively. 7 254 Riverside County Transportation Commission Notes to Schedule of Expenditures of Federal Awards Fiscal Year Ended June 30, 2020 Note 5 - Indirect Cost Rate The Commission has not elected to use the 10 -percent de minimis indirect cost rate allowed under the Uniform Guidance. 8 255 Riverside County Transportation Commission Schedule of Findings and Questioned Costs Fiscal Year Ended June 30, 2020 Section I — Summary of Auditor's Results FINANCIAL STATEMENTS Type of auditor's report issued on whether the financial statements audited were prepared in accordance with GAAP: Unmodified Internal control over financial reporting: Material weaknesses identified No Significant deficiencies identified not considered to be material weaknesses None reported Noncompliance material to financial statements noted? No FEDERAL AWARDS Internal control over major federal programs: Material weaknesses identified No Significant deficiencies identified not considered to be material weaknesses None reported Type of auditor's report issued on compliance for major federal programs: Unmodified Any audit findings disclosed that are required to be reported in accordance with 2 CFR 200.516(a)? No Identification of major federal programs: Name of Major Federal Program/Cluster CFDA Number Transportation Infrastructure Finance and Innovation Act 20.223 (TIFIA) Program Dollar threshold used to distinguish between type A and type B programs: $939,260 Auditee qualified as low -risk auditee? Yes 9 256 Riverside County Transportation Commission Schedule of Findings and Questioned Costs Fiscal Year Ended June 30, 2020 Section II — Financial Statement Findings None identified. 10 257 Riverside County Transportation Commission Schedule of Findings and Questioned Costs Fiscal Year Ended June 30, 2020 Section III — Federal Award Findings and Questioned Costs None identified. 11 258 Riverside County Transportation Commission Summary Schedule of Prior Audit Findings Fiscal Year Ended June 30, 2020 None identified. 12 259 ATTACHMENT 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION LANE ENDS 1600 FT RCTC 91 EXPRESS LANES FUND FINANCIAL STATEMENTS (Enterprise Fund of the Riverside County Transportation Commission) FISCAL YEAR ENDED JUNE 30, 2020 260 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 261 RCTC 91 Express Lanes Fund (Enterprise Fund of the Riverside County Transportation Commission) Financial Statements For the Year Ended June 30, 2020 CONTENTS Independent Auditor's Report Management's Discussion and Analysis 1 3 Financial Statements Statement of Net Position 9 Statement of Revenues, Expenses and Changes in Fund Net Position 10 Statement of Cash Flows 11 Notes to Financial Statements 13 262 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 263 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Independent Auditor's Report 264 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 265 EideBailly CPAs & BUSINESS ADVISORS Independent Auditor's Report Board of Commissioners Riverside County Transportation Commission Riverside, California Report on the Financial Statements We have audited the accompanying financial statements of the RCTC 91 Express Lanes Fund (the Fund), an enterprise fund of the Riverside County Transportation Commission (the Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-5075 951.367.3000 F 951 .367.3010 EOE 266 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the RCTC 91 Express Lanes Fund of the Commission, as of June 30, 2020, and the changes in financial position and cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Emphasis of Matter As discussed in Note 1, the financial statements present only the RCTC 91 Express Lanes Fund and do not purport to, and do not, present fairly the financial position of the Commission as of June 30, 2020, the changes in its financial position, or, where applicable, its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management's discussion and analysis, as listed in the table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Riverside, California October 30, 2020 2 X47) 267 z 0 aZ W O C O H Itd N IA 2 W = a CCVV H RIVERSIDE COUNTY TRANSPORTATION COMMISSION 269 RCTC 91 Express Lanes Fund Management's Discussion and Analysis For the Year Ended June 30, 2020 As management of the RCTC 91 Express Lanes Fund (the Fund), an enterprise fund of the Riverside County Transportation Commission, we offer readers of the Fund financial statements this narrative overview and analysis of the Fund's financial activities for the fiscal year ended June 30, 2020. We encourage readers to consider information on financial performance presented in conjunction with the financial statements that begin on page 9. Financial Highlights • At the end of fiscal year (FY) 2019/20, the total net position (deficit) of the Fund was ($276,232,056) and consisted of net investment (deficit) in capital assets of ($320,213,988) and restricted net position of $43,981,932. • Net position (deficit) of ($276,232,056) during FY 2019/20 reflects the position after the third full year of toll operations. The eight -mile stretch between Interstate 15 and the Orange/Riverside County line and a tolled direct connector reached substantial completion and opened to motorists on March 20, 2017. • In FY 2019/20, total operating revenues of $56,440,369 include toll, violation penalty, and account fee revenues and Orange County Transportation Authority(OCTA) reimbursements. Total operating expenses of $24,536,873 include roadway and toll systems maintenance, customer service, back office operations, other support costs, and depreciation and amortization. Overview of the Financial Statements This discussion and analysis is intended to serve as an introduction to the Fund's financial statements. The financial statements are comprised of the Fund financial statements and notes to the financial statements. The statement of net position presents information on all of the Fund's assets, liabilities, and deferred outflows/inflows of resources, with the difference reported as net position. Over time, increases or decreases in net position may serve as a useful indicator of whether the financial position of the Fund is improving or deteriorating. The statement of revenues, expenses and changes in fund net position presents information showing how the Fund's net position changed during the fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported for some items that will only result in cash flows in future fiscal periods. The statement of cash flows presents information on the cash flows related to operating, noncapital financing, capital and related financing, and investing activities. The Fund financial statements can be found on pages 9-12 of this report. Notes to the financial statements provide additional information that is essential to a full understanding of the data provided in the financial statements. The notes to the financial statements can be found on pages 13-25 of this report. 91 Express Lanes Financial Analysis As noted previously, net position may serve overtime as a useful indicator of the Fund's financial position. At June 30, 2020, the Fund's net position reflected a deficit of $276,232,056. Our analysis below focuses on net position and changes in net position of the Fund's financial activities. 270 RCTC 91 Express Lanes Fund Management's Discussion and Analysis For the Year Ended June 30, 2020 RCTC 91 Express Lanes Fund Net Position 4 2020 2019 Current and other assets Restricted assets Capital assets, net Total assets Deferred outflows ofresources $ 62,006,444 81,168,497 275,566,724 $ 28,035,318 76,380,134 295,855,214 418,741,665 400,270,666 937,279 277,686 Total assets and deferred outflows of resources 419,678,944 400,548,352 Current liabilities 4,139,061 5,236,536 Long-term liabilities 691,699,524 669,865,188 Total liabilities 695,838,585 675,101,724 Deferred inflows of resources Total liabilities and deferred inflows of resources 72,415 42,928 695,911,000 675,144,652 Net position Net investment in capital assets (320,213,988) (299,852,425) Restricted 43,981,932 25,256,125 Total net position (deficit) $ (276,232,056) $ (274,596,300) FY 2019/20 represents the third full year of toll operations for the Fund. Total assets and deferred outflows of resources increased $19,130,592, or 5%, due to increases in cash and investments. Total liabilities and deferred inflows of resources increased $20,766,348, or 3%, primarily due to increases in toll supported long-term debt related to accreted and compounded interest. The Fund's net investment in capital assets reflects a deficit of $320,213,988 and represents (116%) of the total net position (deficit) in FY 2019/20. The Fund's net position reflects its investment in capital assets (i.e., land and land improvements; buildings; toll infrastructure; equipment, furniture and fixtures; transponders; and toll facility franchise), less any related outstanding debt used to acquire these assets. The Fund uses these capital assets, which include intangible assets, to provide improved mobility for the Fund customers and commuters along the State Route (SR) -91 corridor. Restricted net position, representing resources subject to external restrictions on how they may be used, was $43,981,932 and represents 16% of the total net position at June 30, 2020. 271 RCTC 91 Express Lanes Fund Management's Discussion and Analysis For the Year Ended June 30, 2020 The analysis below focuses on the changes in net position. RCTC 91 Express Lanes Fund Changes in Net Position 2020 2019 Operating revenues Toll, penalties, and fees Total operating revenues Operating expenses Management and operational services Administrative overhead Other operating expenses Professional services General and administrative Depreciation and amortization Total operating expenses Operating income $ 56,440,369 $ 58,423,461 56,440,369 58,423,461 10,288,241 9,664,844 912,800 566,500 960,208 748,548 1,341,747 1,089,555 249,768 624,915 10,784,109 10,680,681 24,536,873 23,375,043 31,903,496 35,048,418 Nonoperating revenues (expenses) Investment income 3,896,708 2,764,137 Interest expense (28,855,679) (27,956,792) Loss on sale of capital assets (6,569,606) (3,707,333) Total nonoperating revenues (expenses) (31,528,577) (28,899,988) Income before transfers 374,919 6,148,430 Transfers from (to) the Commission, net (2,010,675) (2,977,396) Change in net position (1,635,756) 3,171,034 Total net position at beginning of year (deficit) Total net position at end of year (deficit) (274,596,300) (277,767,334) $ (276,232,056) $ (274,596,300) The Fund's total operating revenues decreased $1,983,092, or 3%, due to decreased traffic volumes from March through June 2020 resulting from the COVID-19 pandemic. As a result of the COVID-19 pandemic, the 91 Express Lanes temporarily suspended account fees and stopped the escalation of outstanding violations to the collection agency, which are scheduled to resume October 1, 2020. Total operating expenses increased $1,161,830, or 5%, due to increases in operations costs, professional services, and depreciation. Nonoperating expenses, net increased $2,628,589, or 9%, primarily due to increased investment income offset by the loss on the sale of excess land purchased for the 91 Project. Net transfers from the Commission decreased by $966,721 as a result of the transfer of surplus funds to fund the 91 Corridor Operations and 15/91 Express Lanes Connector projects. Total traffic volume on the RCTC 91 Express Lanes Fund during FY 2019/20 was approximately 36,207,200 trips compared to 37,900,600 trips in FY 2018/19. 272 RCTC 91 Express Lanes Fund Management's Discussion and Analysis For the Year Ended June 30, 2020 Capital Assets As of June 30, 2020, the Fund had $275,566,724, net of accumulated depreciation and amortization, invested in a broad range of capital assets including: land and land improvements; buildings; toll infrastructure comprised of communication equipmentand computer hardware and software; equipment, furniture and fixtures; toll facility franchise; and transponders. The decrease of $20,288,490, or 7%, was due to the sale of excess land and the depreciation and amortization of the Fund's toll infrastructure, toll facility franchise, and other capital assets. RCTC 91 Express Lanes Fund Capital Assets, Net of Depreciation 6 2020 2019 Land and land improvements Toll infrastructure Toll facility franchise Transponders Buildings Equipment, furniture, and fixtures Total capital assets, net $ 29,215,720 10,247,830 234,779,131 178,652 1,124,381 21,010 $ 275,566,724 $ 295,855,214 $ 38,736,133 15,729,648 239,801,144 269,416 1,280,972 37,901 More detailed information about the Fund's capital assets is presented in note 4 to the financial statements. Debt Administration As of June 30, 2020, the Fund had $690,987,132 outstanding in toll revenue bonds, including a toll revenue bond in the form of a Transportation Innovation Finance and Infrastructure Act (TIFIA) loan. The increase of $21,692,561, or 3%, is due to the compounded and accreted interest on the toll -supported long-term debt. RCTC 91 Express Lanes Fund Outstanding Debt 2020 2019 Toll revenue bonds TIFIA loan Total outstanding debt $ 204,647,796 486,339,336 $ 690,987,132 $ 669,294,571 $ 199,423,911 469,870,660 Additional information on long-term debt can be found in note 6 to the financial statements. 273 RCTC 91 Express Lanes Fund Management's Discussion and Analysis For the Year Ended June 30, 2020 Economic and Other Factors The Fund makes up $28,896,900 or 5% of Commission's FY 2020/21 revenue budget. In FY 2020/21, toll and non -toll revenues are forecasted to decrease by 58% over the FY 2019/20 budget. This decrease is based on estimated toll transactions and current traffic and revenue data resulting from impacts of the COVID-19 pandemic beginning in March 2020. The RCTC 91 Express Lanes have exceeded initial expectations and the Commission's traffic consultant updated the investment grade and traffic and revenue study in December 2018. The average projected long-term rate of growth for toll road revenues beyond FY 2020/21 is 4.9%. The majority of expenses related to the Fund within FY 2020/21 budget are on -going general costs related to day-to-day operations of the toll facility. As a fully electronic toll facility, motorists pay tolls through the convenient use of FasTrak® transponders that automatically deduct toll charges from a prepaid account. Under a cooperative agreement entered into with OCTA in December 2011, the RCTC 91 Express Lanes are jointly operated with the OCTA 91 Express Lanes and collectively referred to as the 91 Express Lanes. The Commission and OCTA agreed on the use of the same initial operator, cost and revenue sharing, toll policies, business rules, interoperability of technology, and shared marketing activities. The joint operation allows for the sharing of costs and a seamless customer experience. Contacting 91 Express Lane's Management This financial report is designed to provide a general overview of the Fund's finances for all those with an interest in the government's finances and to demonstrate the Fund's accountability for the money it receives. Questions concerning any of the information provide in this report or requests for additional information should be addressed to the Chief Financial Officer, Finance Department at the Riverside County Transportation Commission, 4080 Lemon Street, 3rd Floor, P.O. Box 12008, Riverside, CA 92502- 2208. 274 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 276 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 277 RCTC 91 Express Lanes Fund (Enterprise Fund of the Riverside County Transportation Commission) Statement of Net Position June 30, 2020 Assets Current assets: Cash and investments Receivables Accounts Interest Due from other Commission funds Prepaid expenses Total current assets $ 60,767,378 626,837 395,472 6,084 167,237 61,963,008 Noncurrent assets: Restricted cash and investments 81,168,497 Net other post -employment benefits assets 43,436 Capital assets, net Nondepreciable 29,215,720 Depreciable and amortizable 246,351,004 Total noncurrent assets 356,778,657 Total assets 418,741,665 Deferred outflows of resources Pension benefits Other post -employment benefits Total assets and deferred outflows of resources 894,523 42,756 419,678,944 Liabilities Current liabilities: Accounts payable 1,562,418 Interest payable 1,976,606 Due to other Commission funds 585,068 Other liabilities 434 Compensated absences liability 14,535 Total current liabilities 4,139,061 Noncurrent liabilities: Net pension liabilities 673,906 Compensated absences liability 38,486 Bonds payable - due in more than one year 690,987,132 Total noncurrent liabilities 691,699,524 Total liabilitieE 695,838,585 Deferred inflows of resources Pension benefits Other post -employment benefits Total liabilities and deferred inflows of resources 32,832 39,583 695,911,000 Net position Net investment (deficit) in capital assets (320,213,988) Restricted for express lanes 43,981,932 Total net position (deficit) $ (276,232,056) See notes to financial statements 278 RCTC 91 Express Lanes Fund (Enterprise Fund of the Riverside County Transportation Commission) Statement of Revenues, Expenses and Change in Fund Net Position For the Year Ended June 30, 2020 Operating revenues Tolls, penalties, and fees $ 56,440,369 Operating expenses Management and operational services 10,288,241 Administrative overhead 912,800 Other operating expenses 960,208 Professional services 1,341,747 General and administrative expenses 249,768 Depreciation and amortization 10,784,109 Total operating expenses 24,536,873 Operating income 31,903,496 Nonoperating revenues (expenses) Investment income 3,896,708 Interest expense (28,855,679) Loss on sale of capital assets (6,569,606) Total nonoperating revenues (expenses) (31,528,577) Income before transfers 374,919 Transfers Transfers out to Commission governmental funds Total transfers (2,010,675) (2,010,675) Change in net position (1,635,756) Net position (deficit) at beginning of year (274,596,300) Net position (deficit) at end of year $ (276,232,056) See notes to financial statements 10 279 RCTC 91 Express Lanes Fund (Enterprise Fund of the Riverside County Transportation Commission) Statement of Cash Flows For the Year Ended June 30, 2020 Cash flows from operating activities Receipts from customers and users $ 56,666,151 Payments to vendors (12,049,889) Payments to employees (733,014) Payments for RCTC interfund services used (1,531,184) Reimbursements received for shared costs 452,808 Net cash provided by operating activities 42,804,872 Cash flows from noncapital financing activities Transfers of surplus funds to governmental activities Net cash used for noncapital financing activities (3,083,067) (3,083,067) Cash flows from capital and related financing activities Interest paid on long-term debt (7,119,938) Reimbursement from other governments for acquisition of capital assets 862,000 Proceeds from sale of capital assets 2,943,152 Net cash used for capital and related financing activities (3,314,786) Cash flows from investing activities Interest received Net cash provided by investing activities 3,819,795 3,819,795 Net increase in cash and cash equivalents 40,226,814 Cash and cash equivalents at beginning of year 101,488,556 Cash and cash equivalents at end of year $ 141,715,370 Reconciliation of cash and cash equivalents to statement of net position Cash and investments $ 60,767,378 Less: fair value adjustment (220,505) Restricted cash and investments Total cash and cash equivalents See notes to financial statements 60,546,873 81,168,497 $ 141,715,370 280 RCTC 91 Express Lanes Fund (Enterprise Fund of the Riverside County Transportation Commission) Statement of Cash Flows, Continued For the Year Ended June 30, 2020 Reconciliation of operating income (loss) to net cash provided by (used for) operating activities Operating income $ 31,903,496 Adjustments to reconcile operating income to net cash provided by (used for) operating activities Depreciation and amortization expense 10,784,109 Change in assets and liabilities (Increase) Decrease in other receivables, net 675,739 (Increase) Decrease in due in from other Commission funds (6,084) (Increase) Decrease in prepaid assets 34,065 Increase (Decrease) in pension and post -employment benefit liabilities, net of deferred items (534,597) Increase (Decrease) in accounts payable 628,696 Increase (Decrease) in due to other Commission funds (681,180) Increase (Decrease) in deposits payable (96) Increase (Decrease) in compensated absences liability (1,829) Increase (Decrease) in other liabilities 2,553 Total adjustments 10,901,376 Net cash provided by operating activities $ 42,804,872 Noncash capital, financing and investing activities Amortization of bond discount $ 73,073 Accreted and compounded interest 21,619,488 Net increase in the fair value of investments 125,702 See notes to financial statements 12 281 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 1. Reporting Entity After more than a decade of work, which includes approximately three years of construction, the Riverside County Transportation Commission (Commission) achieved substantial completion on the SR - 91 Corridor Improvement (91 Project) on March 20, 2017, including express lane and general purpose lane improvements. In achieving substantial completion, the RCTC 91 Express Lanes opened to traffic and tolling commenced. The RCTC 91 Express Lanes cover an eight -mile stretch on State Route 91 (SR - 91) between Interstate 15 (1-15) and the Orange/Riverside County line and a tolled direct connector. The RCTC 91 Express Lanes Fund (Fund) is reported as a major enterprise fund in the Commission's basic financial statements. The accompanying financial statements present the net position, changes in net position, and cash flows of the Fund only. They do not purport to, and do not, present the overall financial position of the Commission or its changes in net position as of June 30, 2020. Note 2. Summary of Significant Accounting Policies The accounting policies of the Fund are in conformity with generally accepted accounting principles applicable to governmental units. The Governmental Accounting Standards Board (GASB) is the accepted standard -setting body for establishing accounting and financial reporting principles. Basis of Accounting: The financial statements of the Fund are reported using the economic resources measurement focus and the accrual basis of accounting. Revenues consisting substantially of tolls and fees, are recorded when earned, and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Toll revenue is recognized when the customers utilize the toll road facility and payment is collected. Enterprise funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services in connection with an enterprise fund's principal and ongoing operations.The principal operating revenues of the Fund are chargesto customers for use of the toll facility. Operating expenses for the Fund include the cost of services, administrative expenses, and depreciation and amortization on capital and intangible assets.All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. Violations: Violations consist of uncollected violation tolls and penalties. Unpaid violations of $75,593,997 as of June 30, 2020 are not recognized as revenue until payment is received. If violations and penalties remain owed for more than 90 days, they are turned over to the collection agency. Unpaid violations remain recorded for a period of four years in accordance with the statute of limitations, at which time, they will be deemed uncollectible. Cash and investments: The Commission maintains cash and investments in accordance with the Investment Policy adopted by the Board of Commissioners in March 2019. The Investment Policy complies with the California Government Code (Code). Investments of bond proceeds as permitted by the applicable debt documents are maintained with U.S. Bank as trustee. Separate investment accounts are maintained for the proceeds of bond issues, with the earnings for each bond issue accounted for separately. The Fund participates in the Riverside County Pooled Investment Fund (RCPIF). Cash from other Commission revenue sources is commingled for investment purposes in the RCPIF, with investment earnings allocated to the different accounts based on average daily account balances. The Commission holds investments that are measured at fair value on a recurring basis. Investments in U.S. Treasury obligations, U.S. agency securities, corporate notes, mortgage and asset -backed securities, and municipal bonds are carried at fair value based on quoted market prices, except for money market investments, which are carried at amortized cost which approximates fair value. The RCPIF is carried at fair value based on the value of each participating dollar as provided by RCPIF. 282 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 2. Summary of Significant Accounting Policies, Continued Cash and cash equivalents: For the purpose of the statement of cash flows, the Commission considers all short-term investments with an initial maturity of three months or less to be cash equivalents. All deposits, commercial paper notes, money market funds, negotiable certificates of deposit, and the Fund's share of the RCPIF represent cash and cash equivalents for cash flow purposes. Restricted cash and investments: Investments set aside in the Senior Lien Obligations Reserve Fund, Senior Lien Capitalized Interest Fund, Residual Fund Scheduled Retained Balance Fund, and Toll Revenue Fund are pursuant to the terms of the 2013 Indenture and their use is limited by applicable debt terms and conditions. Permitted investments per the debt indentures include government obligations, State of California and local agency obligations, banker's acceptances, commercial paper notes, negotiable certificates of deposit, repurchase agreements, money market funds, other mutual funds, investment agreements, RCPIF, and variable and floating rate securities. Receivables: Accounts receivables include amounts due from other California toll road agencies related to their customers' use of the RCTC 91 Express Lanes, as well as amounts owed from the Orange County Transportation Authority (OCTA) in accordance with a cooperative agreement. Capital assets: Capital assets include land and land improvements; toll infrastructure; buildings; equipment, furniture and fixtures; toll facility franchise; and transponders. Capital assets are defined by the Fund as assets with an initial, individual cost of more than $5,000 and a useful life in excess of three years. It is also the Fund's policy to capitalize transponder purchases, as they are considered a significant class of assets even though individually under $5,000. Such assets are recorded at historical cost. The costs of normal maintenance and repairs that do not add value to the asset or materially extend asset lives are not capitalized. Capital assets are depreciated using the straight-line method over the following estimated useful lives: Asset Type Useful Life Buildings 10 years Equipment, furniture and fixtures 3 to 5 years Toll facility franchise 50 years Toll infrastructure 5 to 10 years Transponders 5 years In May 2012 the Commission entered into a toll facility agreement with California's Department of Transportation (Caltrans) and obtained authority to toll the SR -91 from the Orange County/Riverside County line to 1-15 for 50 years commencing as of the first day on which the RCTC 91 Express Lanes open for public use and toll operations. The RCTC 91 Express Lanes opened on March 20, 2017. Deferred outflows of resources: In addition to assets, the statement of net position reports a separate section for deferred outflows of resources. This separate financial statement element, represents a consumption of net position that applies to a future period and so will not be recognized as an outflow of resources (expense) until then. As of June 30, 2020, the Fund has deferred outflows of resources related to pension and other post -employment benefits (OPEB). 14 283 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 2. Summary of Significant Accounting Policies, Continued Due to other Commission funds: During the course of operations, transactions occur between Commission governmental funds involving goods provided and services rendered. Compensated absences: Vacation hours accumulated and not taken at year-end is reported as a long- term liability, net of current portion, in the Fund. Sick leave is recorded as an expense when taken by the employee. Employees with continuous five years of service have the option of being paid for sick leave accumulated in excess of 240 hours at a rate of 50% (i.e., one hour's pay for every two hours in excess of 240). Any sick leave in excess of 240 hours is accrued at fiscal year-end, and a liability is reported in the Fund. Pensions: For purposes of measuring the net pension liability and deferred outflows/inflows of resources related to pensions and pension expense, information about the fiduciary net position of the Commission's California Public Employees' Retirement System (CaIPERS) plans (Plans) and additions to/deduction from Plans' fiduciary net position have been determined on the same basis as they are reported by CaIPERS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with benefit terms. Investments are reported at fair value. Post -employment benefits other than pensions: For purposes of measuring the net OPEB asset, deferred outflows/inflows of resources related to the OPEB asset and OPEB expense, information about the fiduciary net position of the Commission's OPEB plan, and additions to/deductions from the OPEB fiduciary net position have been determined on the same basis as they are reported by California Employers' Retiree Benefit Trust administered by CaIPERS. For this purpose, benefit payments are recognized when due and payable in accordance with benefit terms. Investments are reported at fair value, except for money markets and participating interest -earning investment contracts that have a maturity at the time of purchase of one year or less, which is reported at cost. Deferred inflows of resources: In addition to liabilities, the statement of net position reports a separate section for deferred inflows of resources. This separate financial statement element, represents an acquisition of net position that applies to a future period and will not be recognized as an inflow of resources, or revenue, until then. The Fund has deferred inflows of resources related to pension and other post -employment benefits. Risk management: The Fund purchases commercial property insurance including business interruption, earthquake, and flood coverage related to the toll facility. Net position: Net position represents the difference between assets plus deferred outflow of resources and liabilities plus deferred inflow of resources and is classified into two categories: • Net investment (deficit) in capital assets consists of capital and intangible assets, net of accumulated depreciation, reduced by the outstanding balances of any borrowings used for the acquisition, construction, or improvement of those assets and excludes unspent debt proceeds. • Restricted net position represents restricted assets less liabilities related to those assets. Restricted assets are recorded when there are limitations imposed by creditors (such as through debt covenants). The statement of net position includes restricted net position for the portion of net toll revenues restricted by the 2013 Master Indenture for toll operations. The deficit in net investment in capital assets will be reduced by future toll revenues for the payment of outstanding toll obligations. 284 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 2. Summary of Significant Accounting Policies, Continued Use of estimates: The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumption that affect certain reported amounts and disclosures during the reporting period. As such, actual results could differ from those estimates. Note 3. Cash and Investments Cash and investments are comprised of the following at June 30,2020: Cash in bank Investments With RCPIF With Trustee Total investments Total cash and investments Total cash and investments are reported in the financial statements as: Unrestricted cash and investments Restricted cash and investments Total cash and investments $ 145,362 60,622,016 81,168,497 141,790,513 $ 141,935,875 $ 60,767,378 81,168,497 $ 141,935,875 Fair Value Hierarchy: The Commission categorizes its fair value measurements within the fair value hierarchy established by generally accepted accounting principles. The hierarchy is based on the valuation inputs used to measure fair value of the assets. Level 1 inputs are quoted prices in an active market for identical assets; Level 2 inputs are based on similar observable assets either directly or indirectly, which may include inputs in markets that are not considered to be active; and Level 3 inputs are significant unobservable inputs (the Commission does not value any of its investments using Level 3 inputs). 16 285 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 3. Cash and Investments, Continued The following is a summary of the fair value hierarchy of the fair value of investments of the Fund as of June 30, 2020: Fair Value Measurements Using Investments by fair value level: June 30, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Investments subject to fair value hierarchy: Mortgage and asset -backed securities U.S.Treasury obligations Money market mutual funds U.S. agency securities Corporate notes Commercial paper notes Negotiable certificates of deposit Municipal bonds Total investments measured at fair value Investments not subject to fair value hierarchy: RCPIF Total investments $ 30,727,113 25,925,908 14,197,031 2,230,032 4,913,792 1,499,676 400,164 1,274,781 $ $ 30,727,113 25,925,908 14,197,031 2,230,032 4,913,792 1,499,676 400,164 1,274,781 81,168,497 $ 40,122,939 $ 41,045,558 60,622,016 $ 141,790,513 Investments classified in Level 1 of the value hierarchy, valued at $40,122,939 are valued using quoted prices in active markets. Mortgage and asset -backed securities totaling $30,727,1 13, U.S. agency securities totaling $2,230,032, corporate notes totaling $4,913,792, commercial paper notes totaling $1,499,676, negotiable certificates of deposit totaling $400,164, and municipal bonds totaling $1,274,781, classified in Level 2 of the fair value hierarchy, are valued using matrix pricing techniques maintained by various pricing vendors. Matrix pricing is used to value securities based on the securities' relationship to benchmark quoted prices. Fair value is defined as the quoted market value on the last trading day of the period. These prices are obtained from various pricing sources by the custodian bank. 286 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 3. Cash and Investments, Continued As of June 30, 2020, the Fund has the following investments: 18 Investments Fair Value Weighted Average Principal Interest Rate Range Maturity Range Maturity (Years) RCPIF Held by Trustee Negotiable certificates of deposit 400,164 400,010 Commercial paper notes 1,499,676 1,498,274 Corporate notes 4,913,792 4,853,050 Money market mutual funds 14,197,031 14,197,031 Mortgage and asset -backed 30,727,113 29,957,915 securities Municipal bonds 1,274,781 1,270,000 U.S. agency securities 2,230,032 2,150,623 U.S. Treasu ry obligations 25,925,908 25,246,633 Total Investments $141,790,513 $139,975,047 $ 60,622,016 $ 60,401,511 0.050% -2.724% 07/01/20 - 06/30/25 0.095% 0.141%-0.185% 0.340% - 5.472% 0.010% (0.464%) - 3.023% 0.180% -1.474% 0.171%-0.872% 0.822%-0.287% N/A 7/20/20 - 9/8/20 7/1/20 -5/11/23 N/A 7/20/20 - 9/16/55 4/1/22 -10/1 /51 8/12/21 -11/16/28 7/31/20 -1 /15/29 Portfolio weighted average 1.104 0.038 0.124 1.328 0.000 7.970 14.214 2.897 2.032 3.301 The weighted average maturity is calculated using the investment's effective duration weighted by the investment's fair value. As of June 30, 2020, mortgage and asset -backed securities totaled $30,727,113. The underlying assets are consumer receivables that include credit cards, auto/equipment, and home loans. The securities have a fixed interest rate and are rated Aaa/AA+ at least two of the three nationally recognized statistical rating organizations. Deposits and withdrawals in the RCPIF are made on the basis of $1.00 (cost basis) and not fair value. Accordingly, the Fund's investment at June 30, 2020 is uncategorized, not defined as Level 1, Level 2, or Level 3 input. Interest rate risk: While the Commission does not have a formal policy related to the interest rate risk of investments, the Commission's investment policy follows the Code as it relates to limits on investment maturities as a means of managing exposure to fair value losses arising from increasing interest rates. In accordance with the Commission's investment policy, restricted investments are invested in accordance with the maturity provisions of the specific bond indenture, which may extend beyond five years. Custodial credit risk: Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty (e.g., broker -dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The Commission's investment policy requires that a third party bank trust department hold all securities owned by the Commission. All trades are settled on a delivery versus payment basis through the Commission's safekeeping agent. The Fund has deposits with a bank balance of $145,362 with a financial institution; bank balances over $5,000,000 are swept daily into a money market account. Of the bank balance, up to $250,000 is federally insured under the Federal Depository Insurance Corporation with balances in excess of 287 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 3. Cash and Investments, Continued $250,000 collateralized in accordance with the Code; however, the collateralized securities are not held in the name of the Commission. Credit risk: The Commission's investment policy as well as the specific bond indentures set minimum acceptable credit ratings for investments from any of the three nationally recognized statistical rating organizations. The following table is a summary of the credit quality distribution and concentration of credit risk by investment type as a percentage of each category's fair value at June 30, 2020; securities denoted as NR are not rated by one of the nationally recognized statistical rating organizations. Investments Moody's S&P % of Portfolio RCPIF Aaa-bf AAA/f/S1 42.75% Negotiable certificates of deposit P1 NR 0.28% Commercial paper notes Notes P2 A2 0.50% Notes P2 A2 0.56% Corporate Notes Al A+ 0.14% Notes Al AA- 0.18% Notes A2 A 0.21% Notes A2 A- 0.65% Notes A3 A 0.36% Notes A3 A- 0.26% Notes A3 BBB+ 0.82% Notes Aa1 M 0.20% Notes Aa2 M 0.10% Notes Aa3 A 0.09% Notes Aaa NR 0.28% Notes Baal A- 0.18% Money market mutual funds Funds Aaa AAA 10.01% Mortgage and asset backed securities Securities Aa1 AA 0.06% Securities Aaa AA+ 20.33% Securities Aaa MA 0.23% Securities Aaa NR 0.62% Securities NR MA 0.43% Municipal bonds Bay Area Toll Authority Al AA- 0.08% Collin County, Texas Aaa AAA 0.12% Colorado Housing and Finance Authority, Inc. Aaa AAA 0.32% El Dorado Irrigation District Aa3 AA- 0.11% North Dakota Housing Finance Agency Aa1 NR 0.07% State of New York Urban Development Corpora-tion Aa1 NR 0.13% University of New Jersey, Rutgers Aa3 A+ 0.07% 288 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 20 Note 3. Cash and Investments, Continued Investments Moody's S&P % of Portfolio U.S. agency securities Notes U.S.Treasuries Treasury Total Aaa AA+ NR NR 1.57% 18.29% 100.00% Concentration of credit risk: The Commission's investment policy places a limit of 10% on the amount of investment holdings with any one non-U.S. Government or non-federal agency issuer. As of June 30, 2020, the Commission did not have investments in any one issuer that represents more than 5% of the Commission's total investments. Note 4. Capital Assets Balance June 30, 2019 Balance Additions Deletions June 30, 2020 Capital assets not being depreciated: Land and land improvements Total capital assets not being depreciated Capital assets being depreciated and amortized: Toll infrastructure Transponders Buildings Equipment, furniture, and fixtures Toll facility franchise Total capital assets being depreciated and amortized Less accumulated depreciation and amortization for: Toll infrastructure Transponders Buildings Equipment, furniture, and fixtures Toll facility franchise Total accumulated depreciation Total capital assets being depreciated and amortized, net $ 38,736,133 $ 38,736,133 27,899,996 453,818 1,607,626 60,695 250,692,492 280,714,627 (12,170,348) (184,402) (326,654) (22,794) (10,891,348) (23,595,546) 257,119,081 - _ $__(5,520 ,413) $ 29,215,720 - (9,520,413) 29,215,720 16,032 16,032 (5,481,818) (90,764) (172,623) (16,891) (5,022,013) (10,784,109) (10,768,077) 27,899,996 453,818 1,623,658 60,695 250,692,492 280,730,659 (17,652,166) (275,166) (499,277) (39,685) (15,913,361) (34,379,655) 246,351,004 Capital assets, net $ 295,855,214 $ (10,768,077) $ (9,520,413) $ 275,566,724 289 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 4. Capital Assets, Continued On May 14, 2012, the Commission entered into a toll facilities agreement with Caltrans providing the Commission with authorization to toll the SR -91 from Orange/Riverside County line to 1-15 for 50 years commencing as of the first day on which the RCTC 91 Express Lanes open for public use and toll operations. The agreement also set forth the Commission's leasehold rights to Caltrans' right of way and Caltrans' oversight role in the operations and maintenance of the RCTC 91 Express Lanes. Note 5. Interfund Transactions Due from/to other Commission funds: The composition of balances related to due from other funds and due to other funds of the Commission at June 30, 2020 is as follows: Payable Fund Receivable Fund Amount Explanation RCTC 91 Express Lanes Enterprise fund ROTC 91 Express Lanes Enterprise fund RCTC 91 Express Lanes Enterprise fund RCTC 91 Express Lanes Enterprise fund Commission's Special Revenue fund Total due from (to) other Commission funds, net Commission's General fund Commission's General fund Commission's Special Revenue fund Commission's Special Revenue fund RCTC 91 Express Lanes Enterprise fund $ (33,300) Administrative cost allocation (36,230) Fringe benefits allocation (4,004) 15/91 Express Lanes Connector project reimbursements 91 Corridor Operations project reimbursements 1-15 Express Lanes project reimbursements (511,534) 6,084 $ (578,984) Transfers to/from other Commission funds: During 2020, transfers to/from other Commission funds were as follows: Transfer Out Transfer In Amount Explanation RCTC 91 Express Lanes Enterprise fund Commission's Special Revenue fund RCTC 91 Express Lanes Enterprise fund Commission's Special Revenue fund Total transfers out to other Commission funds $ 2,006,671 Transfer of surplus funds to fund the 91 Corridor Operations project Transfer of surplus funds to fund the 4,004 15/91 Express Lanes Connector project $ 2,010,675 290 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 6. Long Term Obligations The following is a summary of changes in long-term debt obligations for the year ended June 30, 2020: Balance June 30, 2019 Additions / Accretion Reductions Balance Due Within June 30, 2020 One Year Toll revenue bonds: 2013 Bonds Toll revenue bonds discount Total bonds payable, net TIFIA loan Compensated absences liability Total long-term obligations $ 201,425,284 (2,001,373) 199,423,911 469,870,660 54,850 $ 669,349,421 $ 5,150,812 $ - $ 206,576,096 $ 73,073 (1,928,300) 5,150,812 73,073 204,647,796 16,468,676 606 $ 21,620,094 - 486,339,336 - (2,435) 53,021 14,535 $ 70,638 $ 691,040,153 $ 14,535 In July 2010, the Commission authorized the issuance and sale of not to exceed $900 million of toll revenue bonds related to the 91 Project. In March 2020, the Commission authorized the issuance and sale of not to exceed $725 million of toll revenue refunding bonds related to the RCTC 91 Express Lanes. 2013 Toll Revenue Bonds, Series A (Current Interest Obligation): Outstanding In July 2013, the Commission issued $123,825,000 principal amount of serial current interest bonds (CIBs) at a discount of $2,433,315 to fund a portion of the 91 Project, pay capitalized interest during construction, fund a debt service reserve fund, fund an initial amount for an operations and maintenance fund, and pay costs of issuance. The CIBs consist of a serial bond maturing on June 1, 2044 in the amount of $39,315,000 at an interest rate of 5.75% and a term bond due on June 1, 2048 in the amount of $84,510,000 with annual sinking funds payments of $42,255,000 on June 1, 2047 and June 1, 2048 at an interest rate of 5.75%. $123,825,000 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2013 Toll Revenue Bonds CIBs payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Interest Total 2021 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2048 22 39,315,000 84,510,000 $ 123,825,000 $ 7,119,900 7,119,900 7,119,900 7,119,900 7,119,900 35,599,700 35,599,700 35,599,700 33,339,100 12,148,500 $ 187,886,20 7,119,900 7,119,900 7,119,900 7,119,900 7,119,900 35,599,700 35,599,700 35,599,700 72,654,100 96,658,500 $ 311,711,200 291 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 6. Long Term Obligations, Continued 2013 Toll Revenue Bonds, Series B (Capital Appreciation Obligation): Outstanding In July 2013, the Commission issued $52,829,600 principal amount of serial capital appreciation bonds (CABs) to fund a portion of the 91 Project, pay capitalized interest during construction, fund a debt service reserve fund, fund an initial amount for an operations and maintenance fund, and pay costs of issuance. The CABs will not pay current interest as interest will be compounded commencing December 2013 semiannually and paid at maturity. Therefore, the CABs will increase in value, or accrete, by the accumulation of such compounded interest from its initial principal amount to the maturity value in installments ranging from $3,440,000 to $34,220,000 on various dates from June 1, 2022 through June 1, 2043. Interest rates and yield to maturity range from 5.30% to 7.15%. During 2020, the accretion amount was $5,150,812; the aggregate accretion through June 30, 2020 is $29,921,493. $ 82,751,096 In accordance with the bond maturity schedule, the approximate annual debt service requirements to maturity for the 2013 Toll Revenue Bonds CABs payable throughout the term of the bonds are as follows: Year Ending June 30 Principal Accreted Interest Total 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2043 2,396,700 $ 1,423,300 3,098,000 2,231,900 3,739,200 3,245,900 4,364,200 4,450,800 17,069,900 27,500,100 10,369,800 28,340,100 11,791,800 78,458,300 52,829,600 $145A50,400 $ 3,820,000 5,329,900 6,985,100 8,815,000 44,570,000 38,709,900 90,250,100 $ 198,480,000 TIFIA Loan Agreement: Outstanding In July 2013, the Commission executed a TIFIA loan of up to $421,054,409, which proceeds financed a portion of the costs for the 91 Project. During construction and for a period of up to five years following substantial completion, interest is compounded and added to the initial TIFIA loan. The TIFIA loan requires mandatory debt service payments at a minimum and scheduled debt service payments to the extent additional funds are available. TIFIA debt service payments are expected to commence on December 1, 2021, which is five years after substantial completion of the 91 Project, through June 1, 2051. The interest rate of the TIFIA loan is 3.47%. $ 486,339,336 The TIFIA loan is a toll revenue bond that is subordinate to the senior toll revenue bonds. In accordance with the TIFIA loan maturity schedule, the approximate mandatory annual debt service requirements to maturity for the TIFIA loan payable throughout the term of the loan are as follows: 292 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 24 Note 6. Long Term Obligations, Continued Mandatory Year Ending June 30 Principal Interest Total 2022 2023 2024 2025 2026-2030 2031-2035 2036-2040 2041-2045 2046-2050 2051 Total Future compounded interest Total TIFIA loan 50,000 28,991,000 132,279,000 99,107,000 233,347,000 9,564,000 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,117,000 86,968,000 74,338,000 55,153,000 26,550,000 330,000 503,338,000 $ 292,141,000 (16,998,664) $ 486,339,336 $ 1,921,000 1,921,000 1,924,000 1,919,000 41,167,000 115,959,000 206,617,000 154,260,000 259,897,000 9,894,000 $ 795,479,000 In connection with the issuance of the 2013 Toll Revenue Bonds consisting of the CIBs and CABs, a debt service reserve of $1 7,665,460 and an operations and maintenance fund of $3,137,666 were established. Upon opening of the RCTC 91 Express Lanes in March 2017, the operations and maintenance fund was transferred from the trustee to the Commission for operations. Additionally, the toll indenture and TIFIA loan agreement require the Commission to establish a subordinate obligations reserve fund of $20,000,000 no later than July 1, 2019. The $20,000,000 reserve was funded in June 2019 from the proceeds of the sale of excess properties on the SR -91 and surplus revenues. Note 7. Commitments and Contingencies Cooperative agreements: The RCTC SR -91 Express lanes are jointly operated with the existing OCTA 91 Express Lanes and collectively referred to as the 91 Express Lanes. Under the Orange -Riverside Cooperative Agreement, which was entered into in December 2011, the Commission and OCTA agreed on the use of the same initial toll operator, cost and revenue sharing, toll policies, business rules, interoperability of technology, and marketing activities as well as OCTA review of design plans and construction activities for the 91 Project. In May 2013 the Commission entered into a three -party agreement with OCTA and the third -party toll operator, for the operations of the 91 Express Lanes. This will ensure streamlined and consistent intercounty travel for motorists on the OCTA 91 Express Lanes in Orange County and RCTC 91 Express Lanes in Riverside County. The third -party operator provides operating services to the Commission in the annual amount of $6,942,600 plus inflation for three initial years with two one-year extension options, subject to Board of Commissioners approval. The third -party operator is responsible for the day-to- day operations of the toll facility; another contractor is responsible for maintaining the roadside toll collection system under a separate agreement with the Commission. The agreement with the third -party operator expires on December 31, 2021, as amended in September 2019. In November 2019, the Commission awarded an agreement to the third -party operator to develop and install a new back office system and to provide express lane operator services, including the back office 293 RCTC 91 Express Lanes Fund Notes to Financial Statements June 30, 2020 Note 7. Commitments and Contingencies, Continued and customer services center. The third -party operator has a separate contract with OCTA. Each contract has a five-year term, plus two 3 -year options, to operate both the OCTA and RCTC 91 Express Lanes. The operating term begins July 2021. Purchase commitments: The Fund has entered into other agreements in the ordinary course of business with companies and other governmental agencies related to operations and maintenance. These agreements, which are significant, are funded with available and future revenues. Note 8. Pensions and Other Post -Employment Benefits Other Than Pensions The Fund participates in the Commission's cost -sharing multiple employer defined benefit pension plan administered by the California Public Employees' Retirement System and the Commission's OPEB. Employees of the Fund are employees of the Commission as a whole. The required note disclosures regarding pension plans and OPEB are included in the Commission's financial statements. Please see those financial statements for information about the pension plans and OPEB as a whole. The net pension liability of $673,906 and net OPEB asset of $43,436, reported by the Fund, represent the Fund's proportional share of the Commission's net pension liability of $8,921,123 and net OPEB asset of $575,000. The Fund's net pension liability and net OPEB asset each represent 7.55% of the Commission's net pension liability and net OPEB asset, respectively. For the year ended June 30, 2020, the Fund's contributions recognized as part of pension and OPEB expenses were $529,400 and ($5,200), respectively. Note 9. Pronouncements Issued, Not Yet Effective In May 2020, the Commission adopted GASB Statement No. 95, Postponement of the Effective Dates of Certain Authority Guidance. In light of the COVID-19 pandemic and effective immediately, this statement provides temporary relief to governments and other stakeholders with a delay in the effective dates of several GASB statements. The GASB pronouncements issued prior to June 30, 2020 that have an effective date that may impact future financial presentations include: • GASB Statement No. 87, Leases, effective for the fiscal year that ends June 30, 2022; • GASB Statement No. 89, Accounting for Interest Cost Incurred Before the End of a Construction Period, effective for fiscal years beginning after December 31, 2021; • GASB Statement No. 91, Conduit Debt Obligations, effective for fiscal years beginning after December 31, 2022; • Implementation Guide No. 2019-1, Implementation Guidance Update - 2019, effective for the fiscal year that ends June 30, 2021; and • Implementation Guide No. 2019-3, Leases, effective for the fiscal year that ends June 30, 2022. 294 t: RIVERSIDE COUNTY TRANSPORTATION COMMISSION 296 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Riverside County Transportation Commission (951) 787-7141 www.rctc.org 4080 Lemon Street, 3rd Floor P.O. Box 12008 • Riverside, CA 92502-2208 297 ATTACHMENT 9 EideBailly® CPAs & BUSINESS ADVISORS Independent Auditor's Report on Compliance With Aspects of Contractual Agreements Board of Commissioners Riverside County Transportation Commission Riverside, California We have audited, in accordance with auditing standards generally accepted in the United States of America the financial statements of the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise the Commission's basic financial statements, and have issued our report thereon dated October 30, 2020. In connection with our audit, nothing came to our attention that caused us to believe that the Commission failed to comply with the terms, covenants, provisions or conditions of Sections 6.2(g) and 6.2(1) contained in the Reimbursement Agreement, dated October 1, 2014, with State Street Bank and Trust Company, a wholly -owned subsidiary of State Street Corporation, related to the Commercial Paper Notes (Limited Tax Bonds) Series A, insofar as they relate to accounting matters. However, our audit was not directed primarily toward obtaining knowledge of such noncompliance. Accordingly, had we performed additional procedures, other matters may have come to our attention regarding the Commission's noncompliance with the above -referenced terms, covenants, provisions or conditions of the Reimbursement Agreement, insofar as they relate to accounting matters. The report is intended solely for the information and use of the Board of Commissioners and management of the Commission and State Street Bank and Trust Company and is not intended to be, and should not be, used by anyone other than these specified parties. Riverside, California October 30, 2020 What inspires you, inspires us. I eidebailly.com 19340 Jesse Ln., Ste. 260 1 Riverside, CA 925082918 1 T 951.367.3000 1 F 951.367.3010 EOE ATTACHMENT 10 EideBailly® CPAs & BUSINESS ADVISORS October 30, 2020 To the Audit Ad Hoc Committee Riverside County Transportation Commission Riverside, California We have audited the financial statements of the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and have issued our reports thereon dated as indicated below: Report Audit Report Date Comprehensive Annual Financial Report (CAFR) October 30, 2020 RCTC 91 Express Lanes Fund October 30, 2020 State Transit Assistance Fund October 30, 2020 Local Transportation Fund October 30, 2020 State of Good Repair Fund October 30, 2020 Proposition 1B Rehabilitation, Safety and Security Project Accounts, Accounts October 30, 2020 Low Carbon Transit Operations Program Account October 30, 2020 We are currently performing the audit of the Commission's federal award programs (Single Audit) and anticipate issuing our reports thereon prior to December 31, 2020. Professional standards require that we advise you of the following matters relating to our audit. Our Responsibility in Relation to the Financial Statement Audit under Generally Accepted Auditing Standards and Government Auditing Standards, and our Compliance Audit under the Uniform Guidance As communicated in our letter dated April 8, 2020, our responsibility, as described by professional standards, is to form and express an opinion about whether the financial statements that have been prepared by management with your oversight are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America and to express an opinion on whether the Commission complied with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the Commission's major federal programs. Our audit of the financial statements and major program compliance does not relieve you or management of your respective responsibilities. Our responsibility, as prescribed by professional standards, is to plan and perform our audit to obtain reasonable, rather than absolute, assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, as part of our audit, we considered the internal control of the Commission solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 925082513 T 951.367.3000 F 951.367.3010 EOE Our responsibility, as prescribed by professional standards as it relates to the audit of the Commission's major federal program compliance, is to express an opinion on the compliance for each of the Commission's major federal programs based on our audit of the types of compliance requirements referred to above. An audit of major program compliance includes consideration of internal control over compliance with the types of compliance requirements referred to above as a basis for designing audit procedures that are appropriate in the circumstances and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, as a part of our major program compliance audit, we consider internal control over compliance for these purposes and not to provide any assurance on the effectiveness of the Commission's internal control over compliance. We are also responsible for communicating significant matters related to the audit that are, in our professional judgment, relevant to your responsibilities in overseeing the financial reporting process. However, we are not required to design procedures for the purpose of identifying other matters to communicate to you. We have provided our comments regarding internal controls during our audit in our Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards dated October 30, 2020. Planned Scope and Timing of the Audit We conducted our audit consistent with the planned scope and timing we previously communicated to you. Compliance with All Ethics Requirements Regarding Independence The engagement team, others in our firm, as appropriate, our firm, and other firms utilized in the engagement, if applicable, have complied with all relevant ethical requirements regarding independence. Qualitative Aspects of the Entity's Significant Accounting Practices Significant Accounting Policies Management has the responsibility to select and use appropriate accounting policies. A summary of the significant accounting policies adopted by the Commission is included in Note 1 to the financial statements. As described in Note 13 to the financial statements, during the year, the Commission adopted GASB Statements No. 95, Postponement Of The Effective Dates Of Certain Authoritative Guidance. No matters have come to our attention that would require us, under professional standards, to inform you about (1) the methods used to account for significant unusual transactions and (2) the effect of significant accounting policies in controversial or emerging areas for which there is a lack of authoritative guidance or consensus. Significant Accounting Estimates Accounting estimates are an integral part of the financial statements prepared by management and are based on management's current judgments. Those judgments are normally based on knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ markedly from management's current judgments. 300 The most sensitive accounting estimates affecting the financial statements were: • Net pension liabilities and net other postemployment benefits (OPEB) assets, disclosures, and related deferred inflows/outflows and expenses are based on actuarial valuations which include assumptions adopted by the California Public Employees' Retirement System (CaIPERS) and the Commission. We evaluated the key factors and assumptions used to develop these estimates and determined that they were reasonable in relation to the basic financial statements taken as a whole. Financial Statement Disclosures Certain financial statement disclosures involve significant judgment and are particularly sensitive because of their significance to financial statement users. The most sensitive disclosures affecting the Commission's financial statements relate to: • Net Pension liabilities and OPEB assets in Notes 10 and 11, respectively, are sensitive to the underlying actuarial assumptions used including, but not limited to, the investment rate of return and discount rate. As disclosed in Notes 10 and 11, a 1% increase or decrease in the discount rate has a significant effect on the pension and OPEB liabilities. Significant Difficulties Encountered during the Audit We encountered no significant difficulties in dealing with management relating to the performance of the audit. Uncorrected and Corrected Misstatements For purposes of this communication, professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that we believe are trivial, and communicate them to the appropriate level of management. Further, professional standards require us to also communicate the effect of uncorrected misstatements related to prior periods on the relevant classes of transactions, account balances or disclosures, and the financial statements as a whole and each applicable opinion unit. We brought to the attention of management, and management reclassified, $80,450 and $584,429 from other liabilities to deferred inflows of resources in the Bond and Commercial Paper Capital Projects Funds, respectively. Disagreements with Management For purposes of this letter, professional standards define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a financial accounting, reporting, or auditing matter, which could be significant to Commission's financial statements or the auditor's report. No such disagreements arose during the course of the audit. Representations Requested from Management We have requested certain written representations from management which are included in the management representation letters dated October 30, 2020. 301 Management's Consultations with Other Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters. Management informed us that, and to our knowledge, there were no consultations with other accountants regarding auditing and accounting matters. Other Significant Matters, Findings, or Issues In the normal course of our professional association with the Commission, we generally discuss a variety of matters, including the application of accounting principles and auditing standards, operating and regulatory conditions affecting the entity, and operational plans and strategies that may affect the risks of material misstatement. None of the matters discussed resulted in a condition to our retention as the Commission's auditors. Other Information in Documents Containing Audited Financial Statements Pursuant to professional standards, our responsibility as auditors for other information in documents containing the Commission's audited financial statements does not extend beyond the financial information identified in the audit report, and we are not required to perform any procedures to corroborate such other information. However, in accordance with such standards, we will review the information inputted into the data collection form and will consider whether such information, or the manner of its presentation, is materially consistent with the financial statements. Group Audits The financial statements include the financial statements of the Service Authority for Freeway Emergencies (SAFE), a blended component unit of the Commission, which for the purposes of our audit we do not consider to be a significant component within the financial statements. Consistent with the audit of the financial statements as a whole, our audit included obtaining an understanding of SAFE and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and completion of further audit procedures. This report is intended solely for the information and use of the Board of Commissioners, the Audit Ad Hoc Committee, and management of the Commission and is not intended to be, and should not be, used by anyone other than these specified parties. Riverside, California 302 EideBailly® CPAs & BUSINESS ADVISORS January 13, 2021 To the Audit Ad Hoc Committee Riverside County Transportation Commission Riverside, California We have audited the financial statements of the Riverside County Transportation Commission (Commission) as of and for the year ended June 30, 2020, and have issued our report thereon dated October 30, 2020. We have also provided our communication in accordance with professional standards on the audit of the financial statements in our letter dated October 30, 2020. Professional standards require that we advise you of the following matters relating to our audit of compliance under the Uniform Guidance. Our Responsibility in Relation to the Financial Statement Audit under Generally Accepted Auditing Standards and Government Auditing Standards, and our Compliance Audit under the Uniform Guidance As communicated in our letter dated April 8, 2020, our responsibility, as described by professional standards, is to form and express an opinion about whether the financial statements that have been prepared by management with your oversight are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America and to express an opinion on whether the Commission complied with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the Commission's major federal programs. Our audit of the financial statements and major program compliance does not relieve you or management of your respective responsibilities. Our responsibility, as prescribed by professional standards as it relates to the audit of the Commission's major federal program compliance, is to express an opinion on the compliance for each of the Commission's major federal programs based on our audit of the types of compliance requirements referred to above. An audit of major program compliance includes consideration of internal control over compliance with the types of compliance requirements referred to above as a basis for designing audit procedures that are appropriate in the circumstances and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, as a part of our major program compliance audit, we consider internal control over compliance for these purposes and not to provide any assurance on the effectiveness of the Commission's internal control over compliance. We are also responsible for communicating significant matters related to the audit that are, in our professional judgment, relevant to your responsibilities in overseeing the financial reporting process. However, we are not required to design procedures for the purpose of identifying other matters to communicate to you. What inspires you, inspires us. eidebailly.com 1 19340 Jesse Ln., Ste. 260 Riverside, CA 925083M T 951.367.3000 F 951.367.3010 EOE We have provided our comments regarding internal controls during our audit in our Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards dated October 30, 2020. We have also provided our comments regarding compliance with the types of compliance requirements referred to above and internal controls over compliance during our audit in our Independent Auditor's Report on Compliance with Each Major Federal Program and Report on Internal Control Over Compliance Required by the Uniform Guidance dated January 13, 2021. Planned Scope and Timing of the Audit The timing of the compliance audit under the Uniform Guidance was modified for the timing of the release of the OMB Compliance Supplement, Compliance Supplement Addendum and related guidance. Compliance with All Ethics Requirements Regarding Independence The engagement team, others in our firm, as appropriate, our firm, and other firms utilized in the engagement, if applicable, have complied with all relevant ethical requirements regarding independence. Significant Difficulties Encountered during the Audit We encountered no significant difficulties in dealing with management relating to the performance of the audit. Disagreements with Management For purposes of this letter, professional standards define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a financial accounting, reporting, or auditing matter, which could be significant to Commission's financial statements or the auditor's report. No such disagreements arose during the course of the audit. Representations Requested from Management We have requested certain written representations from management on the audit of compliance under the Uniform Guidance which are included in the management representation letter dated January 13, 2021. Management's Consultations with Other Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters. Management informed us that, and to our knowledge, there were no consultations with other accountants regarding auditing and accounting matters. Other Significant Matters, Findings, or Issues In the normal course of our professional association with the Commission, we generally discuss a variety of matters, including the application of accounting principles and auditing standards, operating and regulatory conditions affecting the entity, and operational plans and strategies that may affect the risks of material misstatement. None of the matters discussed resulted in a condition to our retention as the Commission's auditors. 2 304 Other Information in Documents Containing Audited Financial Statements Pursuant to professional standards, our responsibility as auditors for other information in documents containing the Commission's audited financial statements does not extend beyond the financial information identified in the audit report, and we are not required to perform any procedures to corroborate such other information. However, in accordance with such standards, we will review the information inputted into the data collection form and will consider whether such information, or the manner of its presentation, is materially consistent with the financial statements. This report is intended solely for the information and use of the Board of Commissioners, the Audit Ad Hoc Committee, and management of the Commission and is not intended to be, and should not be, used by anyone other than these specified parties. Riverside, California 305 ATTACHMENT 11 EideBailly® CPAs & BUSINESS ADVISORS Independent Accountant's Report on Applying Agreed -Upon Procedures Related to the Article XIII-B Appropriations Limit Calculations Board of Commissioners Riverside County Transportation Commission Riverside, California We have performed the procedures enumerated below, which were agreed to by the Riverside County Transportation Commission (Commission) (the specified party), to the Appropriations Limit Calculation of the Commission, prepared in accordance with Section 1.5 of Article XIII-B of the California Constitution for the fiscal year ended June 30, 2020. The Commission's management is responsible for the Appropriations Limit Calculation. The sufficiency of these procedures is solely the responsibility of the parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures enumerated below either for the purpose for which this report has been requested or for any other purpose. 1. We obtained the completed worksheets setting forth the calculations necessary to establish the Commission's 2019-20 appropriations limit and compared the limit and annual adjustment factors included in those worksheets to the limit and annual adjustment factors that were adopted by resolution of the Board of Commissioners. We also compared the population and inflation options included in the aforementioned worksheets to those that were selected by a recorded vote of the Board of Commissioners. Finding: No exceptions were found as a result of this procedure. 2. We added last year's limit to the annual adjustment amount and compared the resulting amount to the 2019-20 appropriations limit. Finding: No exceptions were found as a result of this procedure. 3. We compared the current year information to the worksheets described in No. 1 above to the information provided by the California State Department of Finance. Finding: No exceptions were found as a result of this procedure. 4. We agreed the prior year appropriations limit to the prior year appropriations limit adopted by the Board of Commissioners. Finding: No exceptions were found as a result of this procedure. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 92508-ry6 T 951.367.3000 F 951.367.3010 EOE This agreed -upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the Appropriations Limit Calculation. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. No procedures have been performed with respect to the determination of the appropriation limit for the base year, as defined by Article XIII-B of the California Constitution. This report is intended solely for the information and use of the Board of Commissioners and management of the Commission and is not intended to be and should not be used by anyone other than these specified parties. Riverside, California October 30, 2020 2 307 ATTACHMENT 12 W> Measure A Commuter Assistance Program Agreed -Upon Procedures June 30, 2020 Riverside County Transportation Commission ,.......»1 EideBai11y eidebailly.com 308 Riverside County Transportation Commission Measure A Commuter Assistance Program Table of Contents June 30, 2020 Independent Accountant's Agreed -Upon Procedures Report 1 Schedule of Selected Purchases of Gift Cards by the Contractor 4 Schedule of Selected Employee Incentive Payments Made by the Contractor 5 309 EideBailly® CPAs & BUSINESS ADVISORS Independent Accountant's Agreed -Upon Procedures Report To the Board of Commissioners Riverside County Transportation Commission Riverside, California We have performed the procedures enumerated below, which are required by the management of Riverside County Transportation Commission (Commission), to assist the Commission's management in assessing vendor compliance with the requirements of the Commission's agreement with William Sale Partnership USA Inc. (WSP) to administer its Measure A Commuter Assistance Program (Program) for the year ended June 30, 2020. The Commission's management is responsible for the administration and operation of the Program. As background information for this engagement to perform agreed -upon procedures, we were provided with: Resolution No. 03-025, Resolution of the Commission Amending Guidelines for the administration of the Measure A funded Commuter Incentive Programs, and Agreement No.15-41-038-00, Agreement for Commuter Assistance Program Graphic Design and Program Administration Services between William Sale Partnership USA Inc. and the Commission, entered into as of June 1, 2015 for the period of June 1, 2015 to June 30, 2022, as amended per Amendments Nos. 1 to 5, and the Inland Empire (IE) Commuter Incentives Programs and Processes Standard Operating Procedures. In addition, we received an explanation of the WSP registration process with the employer and employee from staff at WSP. The sufficiency of these procedures is solely the responsibility of those parties specified in the report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. Our procedures and findings are as follows: 1. Obtain an understanding of the Administration of the Measure A Commuter Assistance Program by reading Resolution No. 03-025, Resolution of the Commission Amending Guidelines for the Administration of the Measure A Funded Commuter Incentive Program. Finding: No exceptions were found as a result of performing this procedure. What inspires you, inspires us. eidebailly.com 19340 Jesse Ln., Ste. 260 Riverside, CA 925083141 T 951.367.3000 F 951.367.3010 EOE 1 2. Obtain a listing of all disbursements to vendors and invoiced to the Commission for reimbursement by WSP for the purchase of gift cards for the year ending June 30, 2020, and haphazardly select a sample of 10 items for the year for the testing and report any findings (see Exhibit 1). Our procedures and findings related to Exhibit 1 are as follows: a. Agree the amount recorded as disbursed by WSP to cancelled checks. b. Agree the amount recorded as itemized in WSP invoices to the Commission's accounting records. c. Agree the amount recorded and the payee on the Check Request Register to the log of requested gift cards maintained by WSP. Finding: We selected a sample of 10 items for the year for testing. No exceptions were found as a result of performing these procedures. 3. Obtain the "Commission Payments by Employer" reports that list recorded disbursements made to recipients by WSP for the year and haphazardly select a sample of 10 items for the year for testing and report any findings (see Exhibit 2). Our procedures and findings related to Exhibit 2 are as follows: a. Determine that the employer was registered by reviewing the Employer Partnership Agreement (EPA). b. Determine that the employee was registered by reviewing the Incentive Application Form. c. Agree WSP's disbursements to the Application and note proper approval of the Application. d. Recalculate the number of days the employee participated in each rideshare mode and the incentive earned for each rideshare mode and agree those totals to the amounts listed on the monthly incentive claim form in order to clerically test the monthly claim form. e. Agree the daily amount per mode of transportation to the amount approved in the EPA. f. Agree the recorded disbursement amount per the WSP Incentive Payment Report to the employer transmittal letter. Finding: No exceptions were found as a result of performing procedures 3a through 3f. However, as part of our reconciliation procedures prior to selecting our 10 samples, we identified that the amount reported on the Commission's Payments by Employer report did not reconcile to the Monthly Gift Card Payment Inventory kept by WSP by $5. This was due to one participant receiving $5 more than the application form. 4. Compare WSP's total gift card inventory balance as of June 30, 2020, to the inventory schedule which denotes the amount of gift cards on hand at that date and report the results. In addition, 100% of the gift cards as reported on the inventory schedule at June 30, 2020, will be selected for recounting. Finding: We met with the WSP Senior Project Coordinator virtually to conduct a gift card inventory of gift cards for RCTC and SBCTA (both funded by RCTC). No exceptions were found as a result of performing this procedure. Amazon Stater Bros. Target Wal-Mart Total RCTC Advantage Rideshare Program $ 6,595 $ 11,260 $ 3,170 $ 5,860 $ 26,885 SBCTA Option Rideshare Program 5,290 10,085 4,750 7,890 28,015 $ 54,900 2 311 5. Confirm that the storage and security of gift cards by WSP is consistent with IE Commuter Standard Operating Procedures. Finding: Per the IE Commuter Standard Operating Procedures, the gift cards are to be maintained in a locked room at the WSP San Bernardino office. Due to the COVID-19 pandemic, the WSP employee was instructed to work at home and took the gift cards home in order to work remotely. The gift cards were not maintained in a locked room at the WSP office. This agreed -upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to, and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on assisting the Commission's management with assessing vendor compliance with the requirements of the Commission's agreement with WSP to administer the Program. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. This report is intended solely for the information and use of the Board of Commissioners and management of the Riverside County Transportation Commission and is not intended to be and should not be used by anyone other than those specified parties. Riverside, California October 30, 2020 312 Exhibit 1 Riverside County Transportation Commission Measure A Commuter Assistance Program Schedule of Selected Purchases of Gift Cards by the Contractor Fiscal Year Ended June 30, 2020 Voucher Date Project Vendor Check Number Amount 07/11/2019 RCTC Amazon ACI Gift Cards LLC ACH $ 7,975 07/16/2019 RCTC Stater Bros 1616585 $ 8,319 07/19/2019 RCTC Amazon ACI Gift Cards LLC ACH $ 4,675 10/1/2019 RCTC Target Corporation 1624460 $ 15,475 10/1/2019 RCTC Stater Bros 1624454 $ 11,186 12/10/2019 RCTC Target Corporation 1632817 $ 11,750 12/10/2019 RCTC Walmart Stores 1632830 $ 16,250 01/14/2020 RCTC Stater Bros 1635959 $ 14,053 01/8/2020 RCTC Amazon ACI Gift Cards LLC ACH $ 11,575 06/23/2020 RCTC Stater Bros 1650142 $ 13,771 4 313 Exhibit 2 Riverside County Transportation Commission Measure A Commuter Assistance Program Schedule of Selected Employee Incentive Payments Made by the Contractor Fiscal Year Ended June 30, 2020 Employer Name Participant Incentive Disbursement Commute Initials Type Date Mode Amount California Baptist University (CBU) J.F. Amazon 11/12/2019 walk $ 115 Chino Valley Medical Center J.A. Target 7/25/2019 carpool $ 120 City of Riverside E.C. Amazon 12/13/2019 bus $ 90 County of Los Angeles (Los Angeles County) L.S. Amazon 11/21/2019 train $ 120 County of San Bernardino J.V. Amazon 9/10/2019 carpool $ 115 Deckers Brands V.G Stater Bros 1/29/2020 carpool $ 150 Loma Linda University Health J.S. Stater Bros 1/23/2020 carpool $ 110 Morongo Casino Resort & Spa S.A Amazon 11/26/2019 carpool $ 130 NFI Industries P.P. Target 9/17/2019 carpool $ 95 Patton State Hospital A.Z Stater Bros 12/11/2019 carpool $ 85 5 314 RIVERSIDE COUNTY TRANSPORTATION COMMISSION October 30, 2020 4080 Lemon Street, 3rd Floor • Riverside, CA Mailing Address: P.O. Box 12008 • Riverside, CA 92502-2208 951.787.7141 • 951.787.7920 • www.rctc.org Board of Commissioners Riverside County Transportation Commission Riverside, California ATTACHMENT 13 The Comprehensive Annual Financial Report (CAFR) of the Riverside County Transportation Commission (Commission) for the year ended June 30, 2020 is hereby submitted for your receipt and acceptance. The CAFR is presented in three sections consisting of Introductory, Financial, and Statistical. The Financial Section includes the audited financial statements and other supplementary information and the independent auditor's report on those financial statements. Management of the Commission is responsible for the financial statements and other information presented in the CAFR. As the Executive Director and Chief Financial Officer of the Commission, we have reviewed the CAFR for the year ended June 30, 2020. Based on our knowledge, the CAFR does not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made in the CAFR not misleading with respect to the period covered by the CAFR. Additionally, based on our knowledge, the financial statements and other financial information included in the CAFR fairly present in all material respects the financial condition and results of operations of the Commission as of and for the year ended June 30, 2020. -41 Anne Mayer, Exec tive Director Theresia Trevino, Chief Financial Officer 315 RIVERSIDE COUNTY TRANSPORTATION COMMISSION October 30, 2020 4080 Lemon Street, 3rd Floor • Riverside, CA Mailing Address: P.O. Box 12008 • Riverside, CA 92502-2208 951.787.7141 • 951.787.7920 • www.rctc.org Board of Commissioners Riverside County Transportation Commission Riverside, California ATTACHMENT 14 In connection with the submission of the Comprehensive Annual Financial Report (CAFR) of the Riverside County Transportation Commission (Commission) for the year ended June 30, 2020, as the management and Directors of the Commission, we understand that we are responsible for the operations and activities of the Commission's programs, projects, and administration. Accordingly, we hereby make the following representations based upon our knowledge. We are responsible for establishing and maintaining controls and procedures related to these operations and activities. We have designed such controls and procedures to ensure that material information is made known to us, particularly during the year ended June 30, 2020. The controls and procedures have been effective for the year ended June 30, 2020 and through the date of this letter. There have been and are no significant deficiencies in the design or operation of internal controls regarding financial reporting for the same period which could adversely affect the Commission's ability to record, process, summarize and report financial data. There have been and are no material weaknesses in internal controls. There have been no significant changes in internal control or in other factors that could significantly affect internal controls subsequent to June 30, 2020. Management also recognizes its responsibility for fostering a strong ethical climate so that the Commission's affairs are conducted according to the highest standards of personal and organizational conduct. In connection with this responsibility, we are not aware of any fraud, whether or not material, that involves management or other employees who have a significant role in the Commission's internal controls. aiee773,e, Anne Mayer, Executive Director AZtdafrtfaiat Michael Blomquist, Toll Program Director Theresia Trevino, Chief Financial Officer Lorelle Moe -Luna, Multimodal Services Director John Standiford, Deputy Executive Director Marlin Feenstra, Project Delivery Director Aaron Hake, External Affairs Director 316 ATTKHMEM15 . .»1 EideBailly. CPAs & BUSINESS ADVISORS RIVERSIDE COUNTY TRANSPORTATION COMMISSION Communication With Those Charged With Governance 317 AUDIT SERVICES • Audits of the following: • Comprehensive Annual Financial Report (CAFR) • Local Transportation Fund (LTF) • State Transit Assistance Fund (STAF) • State of Good Repair Fund (SGR) • Proposition 1 B Rehabilitation, Safety, and Security Project Accounts (Proposition 1 B) • Low Carbon Transit Operations Program (LCTOP) • 91 Express Lanes Fund • Audit report on compliance over major federal programs, schedule of expenditures of federal awards and internal control in accordance with 2 CFR 200 (Single Audit) • Reports on internal control over financial reporting and on compliance in accordance with Government Auditing Standards • Report on compliance with aspects of contractual agreements • Perform Agreed Upon Procedures (AUP) on the following: • Appropriations Limit • Measure A Commuter Assistance Program OUR RESPONSIBILITY IN ACCORDANCE WITH PROFESSIONAL STANDARDS • Form and express an opinion about whether the financial statements which are the responsibility of management, with your oversight, are presented fairly, in all material respects, in accordance with U.S. GAAP. • Express an opinion as to whether RCTC complied with direct and material compliance requirements described in the OMB Compliance Supplement for major federal programs. • Our responsibility is to plan and perform our audit to obtain reasonable, rather than absolute, assurance about whether the financial statements are free of material misstatement. • We considered internal control over financial reporting and over direct and material compliance requirements for major federal programs. Such considerations were solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. 319 SUMMARY OF AUDIT RESULTS 1 Financial Statements • Unmodified opinion on the Commission's Comprehensive Annual Financial Report and related reports Government Auditing Standards • No material weaknesses or significant deficiencies were reported Single Audit • Unmodified opinion on compliance • No material weaknesses, significant deficiencies or compliance findings were reported 320 AUDITOR COMMUNICATIONS Ethics and Independence • We have complied with all relevant ethical requirements regarding independence. Significant Accounting Policies • Adopted GASB 95, Postponement of the Effective Dates of Certain Authoritative Guidance Significant Estimates/ Sensitive Disclosures • Net Pension Liability (Note 10) • Net Other Postemployment Benefit (OPEB) Liability (Note 1 1) AUDITOR COMMUNICATIONS Misstatements • A reclassification from other liabilities to deferred inflows of resources in the Bond and Commercial Paper Capital Projects Funds was proposed posted. This item had no impact on fund balance. Consultations with Other Accountants • Management informed us that, and to our knowledge, there were no consultations with other accountants regarding auditing and accounting matters. Si 1 nificant Difficulties • We encountered no significant difficulties in dealing with management. Disa'reements with Mana'ement • No disagreements arose during the course of the audit. THANK YOU Roger Alfaro Partner ralfaro@eidebailly.com 951.367.3000 EideBailly CPAs & BUSINESS ADVISORS This presentation is presented with the understanding that the information contained does not constitute legal, accounting or other professional advice. It is not intended to be responsive to any individual situation or concerns, as the contents of this presentation are intended for general information purposes only. Viewers are urged not to act upon the information contained in this presentation without first consulting competent legal, accounting or other professional advice regarding implications of a particular factual situation. Questions and additional information can be submitted to your Eide Bailly representative, or to the presenter of this session. 323 AGENDA ITEM 7D RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee David Knudsen, Legislative Affairs Manager THROUGH: Anne Mayer, Executive Director SUBJECT: State and Federal Legislative Update BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to receive and file an update on state and federal legislation. DISCUSSION: State Update On Friday, January 8, 2020, the Governor submitted his 2021-22 State Budget proposal to the Legislature — a $227.2 billion fiscal plan that provides funding for COVID-19 response and economic relief efforts and is approximately $25 billion more than the $202.1 billion spending plan the Governor singed in June 2020. In his budget, the Governor proposes The Equitable Recovery for California's Businesses and Jobs Plan, a $4.5 billion series of priority programs related to accelerating the state's recovery and providing relief to the public. Within this Plan, the Governor proposes $1.5 billion for the infrastructure and incentives to implement the state's zero -emission vehicle goals. Transportation Budget Outlook Fuel excise tax revenues used to fund transportation projects, while still growing moderately, are expected to be lower than pre -pandemic forecasts by a total of $1.5 billion through 2024-25. Caltrans, however, has used its share of SB 1 revenues and federal COVID-19 relief funds to accelerate and keep transportation projects moving forward. The Budget proposal maintains planning and engineering staffing levels to continue developing and designing previously programmed projects and prepare for possible federal stimulus that may include transportation infrastructure investment. In 2020, the California Transportation Commission allocated $22 billion for more than 1,200 projects with nearly 40 percent of the funds coming from SB 1. For the four-year period from 2020-21 through 2023-24, $17.4 billion is programmed for new and ongoing state highway repair and rehabilitation projects in the State Highway Operations and Protection Program (SHOPP). SB 1 has increased available SHOPP funding capacity by nearly $2 billion annually since 2018-19. Agenda Item 7D 324 Over this same four-year period, $2.4 billion will be available for the State Transportation Improvement Program, which provides funding for future multi -modal transportation improvements throughout California. The Governor's budget proposal continues to prioritize climate action policies and reinforces Executive Orders N-19-19 and N-79-20. The California State Transportation Agency (CaISTA) is directed to leverage over $5 billion in annual state transportation spending for construction, operations, and maintenance to help reverse the trend of increased fuel consumption and reduce greenhouse gas emissions associated with the transportation sector. The policies culminate in goals developed in the Climate Action Plan for Transportation Infrastructure (CAPTI), which CaISTA and Caltrans have until July 15, 2021 to finalize. The Budget includes nearly $1.3 billion to support transit and rail. In addition, the Newsom Administration is recommending regulatory and reporting relief related to the Transportation Development Act, allowing agencies to plan with more certainty and flexibility for the expenditure of state transit resources. These efforts will provide transit agencies with resource certainty that will make it helpful to plan for recovery. Federal Update On January 14, 2021, President-elect Biden released his $1.9 trillion American Rescue Plan. Priorities for this package include aid to state and local governments, direct payments to individuals, expanded unemployment benefits, funding for vaccine distribution, rental relief, and small business assistance. At this time, it is not expected that infrastructure stimulus funding will be a part of this next package. Instead, staff expects transportation and infrastructure issues to be addressed in future stimulus type packages later this spring. Former Vice President Joe Biden was sworn in as the 46th President of the United States on January 20, 2021. President Biden is expected to submit his federal budget proposal sometime in February or early March and his budget proposal will be a roadmap of the new Administration's policy priorities, including climate change and transportation policies. The next several weeks and months will be very busy in Congress, with COVID relief, budget, appropriations, and surface transportation reauthorization efforts happening at the same time. The Senate will also turn to confirm the President's Cabinet and agency nominees, including former Mayor Pete Buttigieg as Secretary of the U.S. Department of Transportation (USDOT). It will take several months before the various offices at USDOT, such as the Federal Highway Administration and Federal Transit Administration, will have confirmed Administrators in place. In the interim, there will be career personnel in acting positions helping the new Secretary navigate the Department's workings. Agenda Item 7D 325 AGENDA ITEM 7E RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Gary Ratliff, Facilities Administrator Marlin Feenstra, Project Delivery Director THROUGH: Anne Mayer, Executive Director SUBJECT: Agreement for On -Call Painting Services for the Commuter Rail Stations and Toll Facilities WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Award Agreement No. 21-24-013-00 to US National Corp DBA Jimenez Painting to provide on -call painting services for the commuter rail stations and toll facilities for a three-year term, with two two-year options to extend the agreement in an amount not to exceed $4.5 million; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement, on behalf of the Commission; and 3) Authorize the Executive Director, or designee, to execute task orders awarded to the contractor under the terms of the agreement. BACKGROUND INFORMATION: The Commission owns and operates nine commuter rail stations (Riverside -Downtown, Jurupa Valley/Pedley, Riverside -La Sierra, Corona -West, Corona -North Main, Riverside -Hunter Park/UCR, Moreno Valley/March Field, Perris -Downtown, and Perris -South). Within the Riverside -Downtown station, the Commission owns an Operations Control Center building utilized for security and closed caption television (CCTV) operations. Maintenance -painting services are essential to maintain a clean, safe, and aesthetically pleasing facility. Maintenance - painting services annually address all Americans with Disabilities Act, railroad, and safety markings on the platform at each station by refreshing/repainting these vital communication symbols, lines, and zones for passenger safety while at the stations. Maintenance -painting services are vital to preserving property investments of the Commission. As an established toll operator for the RCTC 91 Express Lanes with the expansion for the 15 Express Lanes opening in spring 2021, the Commission owns three toll facilities, consisting of a storage and maintenance building and two adjacent office buildings for toll business operations. Agenda Item 7E 326 One office building serves as the 91 Express Lanes Customer Service Center, and the other will serve as the Regional Operations Center for the 15 Express Lanes. Additionally, there are two utility buildings located within the RCTC 91 Express Lanes. Each of these facilities requires maintenance -painting service to maintain these facilities and protect and preserve the Commission's property assets. In May 2016, the Commission awarded agreements to two firms to provide on -call maintenance painting services up to a maximum seven-year term not to exceed the amount of $1,350,000. A few years ago, one of the firms stopped submitting proposals for task order requests; the other firm, US National Corp DBA Jimenez Painting, currently provides on -call maintenance painting services. With the increase in physical property assets, station painting safety needs, and maintenance -painting to protect facility structures, the on -call maintenance -painting contract has nearly exhausted all funds in about four years. Therefore, staff determined that a new competitive procurement and related agreement is necessary to continue to preserve and maintain all RCTC commuter rail and toll facilities. Pricing for on -call maintenance -painting services will be based upon fixed labor rates and pre- established mark-up on materials. Painting undertakings and projects will be according to written detail scopes of work and in a task order format to ensure fair and reasonable price for services rendered. Procurement Process Staff determined the weighted factor method of source selection to be the most appropriate for this procurement as it allows the Commission to identify the most advantageous proposals with price and other factors considered. Non -price factors include elements such as qualifications of firm, personnel, and the ability to respond to the Commission's needs for on -call painting services for the commuter rail stations and toll facilities as set forth under the terms of the Request for Proposals (RFP) No. 21-24-013-00. RFP No. 21-24-013-00 for on -call painting services for the commuter rail stations and toll facilities was released by staff on October 8. A public notice was advertised in the Press Enterprise, and the RFP was posted on the Commission's PlanetBids website, which is accessible through the Commission's website. Through PlanetBids, 23 firms downloaded the RFP; 1 of these firms is located in Riverside County. Staff responded to all questions submitted by potential proposers prior to the October 29 clarification deadline date. Four firms — Al Fistes (Long Beach), K2 Painting (Buena Park), Tony Painting (Garden Grove), and US National Corp DBA Jimenez Painting (Pacoima) — submitted proposals prior to the submittal deadline on November 19. Utilizing the evaluation criteria set forth in the RFP, all proposals were evaluated and scored by an evaluation committee comprised of Commission and Bechtel staff. As a result of the evaluation committee's assessment of the written proposals, the evaluation committee recommends a single contract award to US National Corp DBA Jimenez Painting to provide on -call painting services for the commuter rail stations and toll facilities for a three-year Agenda Item 7E 327 term, with two two-year options to extend the agreement in an amount not to exceed $4.5 million. This firm earned the highest total evaluation score as a responsive and qualified firm; the other three proposers did not score high enough to be included in the on -call painting services bench. The multiple award, on -call, indefinite delivery/indefinite quantity task order type contract does not guarantee work to the awardee; therefore, no funds are guaranteed to the contractor. Services will be provided through the Commission's issuance of contract task orders to the contractor on an as -needed basis. The Commission's model on -call professional services agreement will be entered into with the contractor, pursuant to legal counsel review. Staff oversight of the contract and task orders will maximize the effectiveness of the contractor and minimize costs to the Commission. FISCAL IMPACT Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2020/21 FY 2021/22+ Amount: $ 850,000 $ 3,650,000 2009 Measure A Western County Rail, Toll Revenues, State of Good Repair, Federal No Source of Funds: Transit Administration Section 5307 grant, Budget Adjustment: N/A and CARES Act 244001 73304 00000 0000 265 24 73301 244002 73304 00000 0000 265 24 73301 244003 73304 00000 0000 265 24 73301 244004 73304 00000 0000 265 24 73301 244006 73304 00000 0000 265 24 73301 244010 73304 00000 0000 265 24 73301 GL/Project Accounting No.: 244020 73304 00000 0000 265 24 73301 244021 73304 00000 0000 265 24 73301 244022 73304 00000 0000 265 24 73301 244024 73304 00000 0000 265 24 73301 004011 90701 00000 0000 265 33 90501 001599 7330X 00000 0000 515 31 73301 009199 7330X 00000 0000 591 31 73301 Fiscal Procedures Approved: \14-e/vez:evi Date: 01/14/2021 Attachment: Draft Agreement No. 21-24-013-00 to US National Corp DBA Jimenez Painting Agenda Item 7E 328 Approved by the Western Riverside County Programs and Projects Committee on January 25, 2021 In Favor: 11 Abstain: 0 No: 0 Agenda Item 7E 329 Agreement 21-24-013-00 RIVERSIDE COUNTY TRANSPORTATION COMMISSION ON -CALL PAINTING SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this day of , 2021 by and between the Riverside County Transportation Commission ("Commission") and US National Corp, DBA Jimenez Painting, a Corporation, with its principal place of business at 10205 San Fernando Road, Pacoima, CA 91331 ("Contractor"). Commissio ► . nd Contractor are sometimes individually referred to as "Party" and collectively as "Parties" is Agreement. 2. RECITALS. 2.1 Commission is the Tran Riverside and organized under the laws of the State services necessary to achieve its purpose. 2.2 Commission owns and transit center, and five (5) toll facil. of which are set forth in Exhi ("Commuter Rail Stations and 2.3 No. 21-24-013-00 (" services for the Com ommission for the County of ifornia with the power to contract for (9) commuter rail stations, one (1) erside County, the addresses and descriptions hereto and incorporated herein by reference er 8, 2020, Commission issued a Request for Proposals ich Commission sought proposals for on -call painting ns and Toll Facilities. 2.4 Con desires to perform and assume responsibility for the provision of on -call painting services re • ired by Commission on the terms and conditions set forth in this Agreement and in the task order(s) to be solicited, awarded and authorized by Commission Purchase Orders as further described in this Agreement ("Task Order"). 2.5 The work generally includes the painting of the Commuter Rail Stations and Toll Facilities. Contractor represents that it is a professional Contractor, experienced in providing on -call painting services to public clients, and is familiar with the plans of Commission. 2.6 Commission desires to engage Contractor to render on -call painting services for the Commuter Rail Stations and Toll Facilities. On -call painting services shall be generally as set forth in Exhibit "A", attached hereto and incorporated herein by reference. On - call painting services shall be ordered by Task Order(s) to be issued pursuant to this Agreement 17336.00600\32785614.1 330 for future projects as set forth herein. The services set forth in Exhibit "A" and each individual project ordered under a Task Order shall be referred to, herein, collectively, as the "Project". 2.7 Services procured under a Task Order may be funded, in whole or in part, with state and/or federal funds. Contractor shall comply with all applicable funding requirements. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to Commission all labor materials, tools, equipment, services, and i cidental and customary work, as necessary, to fully and adequately provide the on -call painti . -rvices for the Commuter Rail Stations and Toll Facilities required by Commission, as sh generally described in Exhibit "A" and as more specifically described in each Task Orde of . ely referred to herein as the "Services". On -call Services shall be more particularl - scribed e individual Task Orders issued by the Commission's Executive Director or d= nee. No Services shall be performed unl Order for Task Order Services, as further s • ' ed her performed in accordance with, this Agree hereto and incorporated herein by reference, a and regulations 3.1.2 Term. 31, 2024, unless earlier termina within the term of this The Parties may, by complete the Service horized by a Commission Purchase 11 Services shall be subject to, and Task Order, the exhibits attached le local, state and federal laws, rules ement shall be from April 1, 2021 to March rovi . - . erein. Contractor shall complete the Services hall meet any other established schedules and deadlines. nt, extend the term of this Agreement if necessary to 3.2 Responsib ontractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. Commission retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of Commission and shall at all times be under Contractor's exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 17336.00600\32785614.1 331 3.2.2 Task Orders; Commencement and Schedule of Services. Services under this Agreement shall be competitively solicited amongst Contractor and the other firms identified in Section 3.3.2 of this Agreement pursuant to a Task Order request for bid process. If Contractor's Task Order bid is selected for a Project, the Commission shall issue a Purchase Order for the Services. Contractor's agreement to the final terms of a proposed Task Order, Commission's issuance of a Purchase Order and Contractor's commencement of the Services following issuance of the Purchase Order shall indicate the Parties' agreement to the terms of the relevant Task Order. Contractor shall commence Services under a Task Order within five (5) days of receiving a Purchase Order for the Task Order Services from the Commission. Each request for Task Order bids shall identify the funding source(s) to be used to fund the Services under the relevant Task Order, and Contractor shall comply with the requir cents specified herein, and in the attached exhibits, applicable to the identified funding sourc Contractor represents that it has the profess to perform the Services in conformance with such con conformance with each Schedule, the Commission timely manner. Upon the Commission's reque schedule of anticipated performance to meet the relev technical personnel required ns. In o to facilitate Contractor's res and to ractor's submittals in a or shall provide a more detailed hedule of Services. 3.2.3 Conformance to A • , : e • ents. All work prepared by Contractor shall be subject to the approval of 3.2.4 Commissi Executive Director, or his or h Agreement ("Commission's Re power to act on behalf shall not accept direc or his or her designe ve. The Commission hereby designates the its representative for the performance of this ative . Commission's Representative shall have the ion for all purposes under this Agreement. Contractor y person other than the Commission's Representative 3.2.5 Con. t• Representative. Contractor hereby designates Mary Martinez, or his or her de _ ee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.6 Coordination of Services. Contractor agrees to work closely with Commission staff in the performance of Services and shall be available to Commission's staff, consultants and other staff at all reasonable times. 3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional 17336.00600\32785614.1 332 calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the 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 for herein. Any employee of the Contractor or its sub -contractors who is determined by the Commission to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the Commission, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Pro' t. 3.2.8 Period of Performance. Contractor erform the Services in strict accordance with any completion schedule or Project m ones cribed in each Task Order. Contractor agrees that if the Services are not complet ithin the ementioned performance time and/or pursuant to any such completion sche or P ect mile nes developed pursuant to provisions of this Agreement and included in an sl der, it is understood, acknowledged and agreed that the Commission will suffer damage. 3.2.9 Disputes. Should any done, of any work omitted, or of an extra respecting the size of any paym Contractor shall continue to per If Contractor disputes the Co be provided by law. 3.2.1 keep itself fully info regulations in any mann Cal/OSHA requirements, a : 1 give all notices required by law. Contractor shall be liable for all violations of such law 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 the Commission, Contractor shall be solely responsible for all costs arising therefrom. Commission is a public entity of the State of California subject to, among other rules and regulations, the Public Utilities Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a county transportation commissions are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours' labor shall constitute a legal day's work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold Commission, its officials, 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. ecting the true value of any work ontractor may be required to do, or or during the performance of this Contract, e said dispute is decided by the Commission. , Contractor shall have such remedies as may Em • lo ee/Labor Certifications. Contractor shall compliance with all local, state and federal laws, rules and the performance of the Project or the Services, including all 17336.00600\32785614.1 333 3.2.10.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Contractor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. C • ' tractor shall maintain records of each such verification, and shall make them available to the ' mmission or its representatives for inspection and copy at any time during normal business The Commission shall not be responsible for any costs or expenses related to Contra . s co . nce with the requirements provided for in Section 3.2.10 or any of its sub-sectio 3.2.10.2 Employment subcontractors and consultants. To the same extent Contractor shall require all of its subcontra any work relating to the Project or this Agr with all requirements and restrictions • vide 3.2.10.3 executing this Agreement on be of Contractor, and unders terminate the Agree subcontractors or c or 3.2.10.2; (2) any requirements (including i or (3) failure to immediatel with such requirements. ility; Subcontractors, Sub - an der the same conditions as Contractor, b -sub • actors and consultants performing the same verifications and comply Sec on 3.2.10.1. li ibilit Failure to Com.l . Each person verifies that they are a duly authorized officer of the following shall be grounds for the Commission to ) failure of Contractor or its subcontractors, sub - of the requirements provided for in Sections 3.2.10.1 on or material omission concerning compliance with such ifications provided to the Contractor under Section 3.2.10.2); ove from the Project any person found not to be in compliance 3.2.10.4 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.2.10.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provisions of 17336.00600\32785614.1 334 Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.2.10.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements' application to "portable equipment", which definition is considered by CARB to include any item of equipment with a fuel -powered engine. Contractor shall indemnify Commission against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 3.2.10.7 Water Quality. (A) Mana ement and Contractor's Services must account for, and fully co rules and regulations that may impact water quality applicable provisions of the Federal Water Pollu California Porter -Cologne Water Quality Control Act rules and regulations of the Environmenta Control Board; the Commission's rules reg regulations, policies, or permits issue..ursua pollutants, as that term is used in -r-C or surface water in the State. laws, regulations and Contractor or Com shall defend, indemni and agents free and harm and against any and all fin result of Contractor's non-compliance with the laws, regulations and policies described in this Section, unless such non-compliance is the result of the sole established negligence, willful misconduct or active negligence of the Commission, its officials, officers, agents, employees or authorized volunteers. To the extent applicable, with, all 1, state and federal laws, plia► e, inclu• g, without limitation, all rol Act (33 U.S.C. §§ 1300); the Water Code §§ 13000-14950); laws, tion • cy and the State Water Resources s of storm water; and any and all y s authority regulating the discharge of ne Water Quality Control Act, to any ground for Non -Compliance. Failure to comply with the in this Section is a violation of law that may subject ies, nes, or additional regulatory requirements. Contractor e Commission, its officials, officers, employees, volunteers ant to the indemnification provisions of this Agreement, from nalties, claims or other regulatory requirements imposed as a (C) Training. In addition to any other standard of care requirements set forth in this Agreement, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them without impacting water quality in violation of the laws, regulations and policies described in this Section. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by Commission, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, Commission will provide Contractor with a list of training programs that meet the requirements of this paragraph. 17336.00600\32785614.1 335 3.2.11 Insurance. 3.2.11.1 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. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. 3.2.11.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet a east the following minimum levels of coverage: (A) Minimum Sco . e broad as the latest version of the following: (1) Ge Commercial General Liability coverage (occurre Automobile Liability: Insurance Services Office Bu (any auto) or exact equivalent); and (3) Workers Workers' Compensation insurance as re Liability Insurance. (B) limits no less than: (1) Genera injury and property damage. general aggregate limit is Agreement/location or (2) Automobile Liab' if Contractor has an Compensation limits as Practices Liability limits of of ran overage shall be at least as 1 Liabili surance Services Office G 0001 exact equivalent); (2) o Coverage (form CA 0001, code 1 pensation and Employer's Liability: ate of California and Employer's mits of Insurance. Contractor shall maintain 00 per occurrence for bodily injury, personal neral Liability Insurance or other form with the general aggregate limit shall apply separately to this ate limit shall be twice the required occurrence limit; pe . ccident for bodily injury and property damage; and (3) rkers' Compensation and Employer's Liability: Workers' y the Labor Code of the State of California. Employer's 0,000 per accident. 3.2.11.3 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 coverage. 17336.00600\32785614.1 336 (ii) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to this Agreement. (iii) The policy shall give the Commission, its directors, officials, officers, employees, and agents insured status using ISO endorsement forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (iv) The additional insured coverage under the policy shall be "primary and non-contributory" and will not seek contribution from the Commission's insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage. (v) The policy shall nclude any restrictions related to indemnity for work performed within fifty (50) feet mission's railroad right-of- way/tracks. (B) Automobile L . ' i ► he automobile liability policy shall be endorsed to state that: (1) the Commission, its di ors, officials, officers, employees and agents shall be covered as additional i - with s ect to the ownership, operation, maintenance, use, loading or unloading of . a e s , leased, hired or borrowed by the Contractor or for which the Contrac • s res , - ..le; a d (2) the insurance coverage shall be primary insurance as respects th- em sion is directors, officials, officers, employees and agents, or if excess, shall sta n an iroke ain of coverage excess of the Contractor's scheduled underlying coverage. self-insurance maintained by the Commission, its directors, officials, . - oyees and agents shall be excess of the Contractor's insurance and shall no cal e. . on ontribute with it in any way. Coverage. Workers' Compensation and Employers Liability (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) Railroad Protective Liability. In addition to the policies specified above, prior to commencing any Task Order work within (50) feet of Commission's railroad right-of-way/tracks, Contractor shall acquire and keep in force during the period of such 17336.00600\32785614.1 337 work $2,000,000 (combined single limit)/ $6,000,000 (aggregate limit) of railroad protective liability insurance naming only Commission as the insured. (E) All Coverages. (i) limits set forth hereunder. Defense costs shall be payable in addition to the (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, of -rs, employees and agents as additional insureds under said policies. Furthermore, the re ' ments for coverage and limits shall be (1) the minimum coverage and limits specified i . : greement; or (2) the broader coverage and maximum limits of coverage of any insures - poll • . r proceeds available to the named insured; whichever is greater. (iii) The li surance required in this Agreement may be satisfied by a combination of primary and umb or excess insurance. Any umbrella or excess insurance shall contain or be endors • 'itain a vision that such coverage shall also apply on a primary and non-contributory bas or - of the Commission (if agreed to in a written contract or agreement) bef• - he C i sion own insurance or self-insurance shall be called upon to protect it as a n. • i red. e umbrella/excess policy shall be provided on a "following form" basis wi cover. at 1: t as broad as provided on the underlying policy(ies). thirty (30) days pri except that the Contra of any such policy due to or expires during the term o including the General Liability Additional Insured Endorsement to the Commission at least ten (10) days prior to the effective date of cancellation or expiration. Contractor shall provide the Commission at least ancellation of any policy required by this Agreement, ide at least ten (10) days prior written notice of cancellation ent of premium. If any of the required coverage is cancelled s Agreement, the Contractor shall deliver renewal certificate(s) (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 17336.00600\32785614.1 338 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. (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 Commi on nor any of its directors, officials, officers, employees or agents shall be personally r risible for any liability arising under or by virtue of this Agreement. endorsed to state that: Each insurance 3.2.11.4 Deductibles deductibles or self -insured retentions must the Commission does not approve the de Contractor shall guarantee that, at t - .. tion reduce or eliminate such deducti. . o - if --in directors, officials, officers, e guaranteeing payment of losse defense expenses. cy required this Agreement shall be elf -Insurance Retentions. Any d approved by the Commission. If f -insured retentions as presented, e Co mission, either: (1) the insurer shall ed retentions as respects the Commission, its or, (2) the Contractor shall procure a bond stigation costs, claims and administrative and Ac eptability of Insurers. Insurance is to be placed with insurers with a curre :.M. B- 's rating no less than A:VIII, licensed to do business in California, and satisfacto t - ommission. 3.2.11.6 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. 3.2.11.7 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors or subcontractors to commence work on any subcontract until they have provided evidence satisfactory to the Commission that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subcontractors shall be endorsed to name the Commission as an additional 17336.00600\32785614.1 339 insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Contractor, the Commission may approve different scopes or minimum limits of insurance for particular subcontractors or subcontractors. 3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper in -ction and maintenance of all safety measures. 3.2.13 Accounting Records. Contractor records with respect to all costs and expenses incurre shall be clearly identifiable. Contractor shall al normal business hours to examine, audit, and make other documents created pursuant to this A_ eemen work, data, documents, proceedings, and ac relate (3) years from the date of final payment unde 11 ain complete and accurate der this _ ement. All such records esentati of Commission during s or copies of such records and any ntractor shall allow inspection of all the Agreement for a period of three 3.3 Fees and Payment Co ' equirements; Bonds 3.3.1 Compen' authorized reimbursements for a in Exhibit "B" attached in a Task Order, compensation per Ta said amount without the value each Task Order sh authorized, as described belo set forth in this Agreement. r shall receive compensation, including ices ren s ered under this Agreement at the rates set forth orated herein by reference, or at the lump sum set forth the terms of the relevant Task Order. The total e set forth in the relevant Task Order, and shall not exceed royal of the Commissioner's Executive Director. The total set forth in the relevant Task Order. Extra Work may be and if authorized, will be compensated at the rates and manner 3.3.2 NTE Sum. Commission has or will enter into one task order contract for the Services generally identified in Exhibit "A" ("On -Call Painting Services Task Order Contracts"). The total amount payable by Commission for the On -Call Painting Services Task Order Contracts shall not exceed a cumulative maximum total value of Four Million Five Hundred Thousand Dollars [$4,500,000] ("NTE Sum"). It is understood and agreed that there is no guarantee, either expressed or implied that this dollar amount will be authorized under the On -Call Painting Services Task Order Contracts through Task Orders. Each time a Task Order is awarded under any of the On -Call Painting Services Task Order Contracts, the Commission shall send written notification to Contractor and each of the other contractors entering into the On -Call Painting Services Task Order Contracts. The notice shall identify the total funds allocated under issued Task Orders, and the remaining unencumbered amount of the NTE Sum. Contractor 17336.00600\32785614.1 340 acknowledges and agrees that Commission shall not pay any amount under this Agreement that would exceed the NTE Sum, and Contractor shall not knowingly enter into a Task Order that exceeds the NTE Sum. 3.3.3 Payment of Compensation. Contractor shall submit to Commission a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies 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 pay all approved charges thereon. 3.3.4 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by Commission. 3.3.5 Extra Work. At any time during the to • this Agreement, Commission may request that Contractor perform Extra Work. As use ein, "Extra Work" means any work which is determined by Commission to be necess fo e proper completion of the Project, but which the parties did not reasonably antic' e would ► ecessary at the execution of this Agreement. Contractor shall not perform, • e co pensate • • r, Extra Work without written authorization from Commission's Represe 3.3.6 Prevailing Labor Code Section 1720, et sec Title 8, Section 16000, et seq. prevailing wage rates and the "maintenance" projects. Since t works" or "maintenance" pro compensation is $15,000 or mor Laws. Commission sh wages in effect at th prevailing rates of p execute the Services a Contractor's principal pla indemnify and hold the Co ission, its officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Wages. C ' . ctor is . . re of the requirements of California ., and 1771 w- : s California Code of Regulations, , ("Prevaili s"), which require the payment of p - . nce other requirements on "public works" and ng performed as part of an applicable "public the Prevailing Wage Laws, and if the total ractor agrees to fully comply with such Prevailing Wage tractor with a copy of the prevailing rates of per diem this Agreement. Contractor shall make copies of the for each craft, classification or type of worker needed to terested parties upon request, and shall post copies at the usiness and at the project site. Contractor shall defend, 3.3.6 Payroll Records. In accordance with the requirements of California Labor Code Section 1776, Contractor shall keep accurate payroll records which are either on forms provided by the Division of Labor Standards Enforcement or which contain the same information required by such forms. Responsibility for compliance with California Labor Code Section 1776 shall rest solely with Contractor, and Contractor shall make all such records available for inspection at all reasonable hours. 3.3.7 Registration. Since the Services are being performed as part of an applicable "public works" or "maintenance" project, pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors must be registered with the Department of 17336.00600\32785614.1 341 Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractor. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor's sole responsibility to comply with all applicable registration and labor compliance requirements. 3.3.8 Employment of Apprentices. This Agreement shall not prevent the employment of properly indentured apprentices in accordance with the California Labor Code, and no employer or labor union shall refuse to accept otherwise qualified employees as indentured apprentices on the work performed hereunder solely on the ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice shall be paid the standard wage paid to apprentices under the regulations of the craft or trade in which he or she is employed and shall be employed only in the craft or trade to which he or she is registered. If California Labor Code Section 1777.5 applies t the Services, Contractor and any subcontractor hereunder who employs workers in any a► -nticeable craft or trade shall apply to the joint apprenticeship council administering ar • .le standards for a certificate approving Contractor or any sub -contractor for the e s me nd training of apprentices. Upon issuance of this certificate, Contractor and any contracto 11 employ the number of apprentices provided for therein, as well as ibut- to the nd to administer the apprenticeship program in each craft or trade in the . . o work hereunder. The parties expressly unde - . that responsibility for compliance with provisions of this Section and with Sections 77.. . nd 1777.7 of the California Labor Code in regard to all apprenticeable occupatio , ontractor. 3.3.9 Ei ht -Ho aw. i rsua o the provisions of the California Labor Code, eight hours of labor shall con to a • - ork, and the time of service of any worker employed on the work shall be li • and res cted to eight hours during any one calendar day, and forty hours in any o ' ar , -k, except when payment for overtime is made at not less than one and one -h. e basl • . to all hours worked in excess of eight hours per day ("Eight -Hour Law"), ess Cont tor or the Services are not subject to the Eight -Hour Law. Contractor shall forfeit o . ion as a penalty, $50.00 for each worker employed in the execution of this Agreeme m, or by any sub -contractor under him, for each calendar day during which such workman s required or permitted to work more than eight hours in any calendar day and forty hours in any one calendar week without such compensation for overtime violation of the provisions of the California Labor Code, unless Contractor or the Services are not subject to the Eight -Hour Law. 3.3.10 Bonds. 3.3.10.1 Payment Bond. If requested by the Commission as part of a Task Order proposal request, Contractor shall execute and provide to the Commission concurrently with the executed Task Order a payment bond in an amount required by the Commission and in a form provided or approved by the Commission. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the Commission. 17336.00600\32785614.1 342 3.3.10.2 Bond Provisions. Should, in the Commission's sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within (ten) 10 days of receiving notice from Commission. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the Commission, and Contractor shall post an acceptable replacement bond at least ten (10) days prior to expiration of the original bond. No further payments shall be deemed due or will be made under the relevant Task Order until any replacement bond required by this section are accepted by the Commission. To the extent, if any, that the total price under a Task Order requiring a bond is increased in accordance with this Agreement, the Contractor shall, upon request of the Commission, cause the amount of the bond to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the Commission. 3.3.10.3 Surety Qualifications. Only e nds executed by an admitted surety insurer, as defined in California Code of Civil Pro re Section 995.120, shall be accepted. The surety must be a California -admitted surety . tisfactory to the Commission. If a California -admitted surety insurer issuing bonds • no - et these requirements, the insurer will be considered qualified if it is in conform with Sect . ' 95.660 of the California Code of Civil Procedure, and proof of such is provi 3.4 Termination of Agreement. 3.4.1 Grounds for Termin Contractor, terminate the whole or giving written notice to Contractor at least seven (7) days befor Contractor shall be compensat Commission, and Contractor sha terminate this Agreeme ► or • e. ion may, by written notice to g ent at any time and without cause by tion, and specifying the effective date thereof, e of such termination. Upon termination, ices which have been adequately rendered to entitled to no further compensation. Contractor may not 3.4.2 ect of Te illation. If this Agreement is terminated as provided herein, Commission may requi ontra ' , r to provide all finished or unfinished Documents and Data and other information of a prepared by Contractor in connection with the performance of Services under this Agreemen . Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.4.3 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. 3.5 General Provisions. 3.5.1 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: 17336.00600\32785614.1 343 CONSULTANT: US National Corp DBA Jimenez Painting 10205 San Fernando Road Pacoima, CA 91331 Attn: Mary Martinez COMMISSION: Riverside County Transportation Commission 4080 Lemon Street, 3rd Floor Riverside, CA 92501 Attn: Executive Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid 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. 3.5.2 Indemnification. 3.5.2.1 Scope of Indemnity. To the est extent permitted by law, Contractor shall defend, indemnify and hold the Commis , i facials, officers, employees, volunteers and agents free and harmless from any a 11 claims, -mands, causes of action, costs, expenses, liability, loss, damage or injury o y ki d, in la equity, to property or persons, including wrongful death, in any manner 'ng of, pertaining to, or incident to any alleged acts, errors or omissions of Contractor, its o , officers, employees, subcontractors, contractors or agents in connection with s erform of the Services, the Project, this Agreement or any Task Order, including • . tats the payment of all consequential damages, expert witness fees and attorneys' o related costs and expenses. The only limitations on this provision shall b imp• • by Civil Code Section 2782. 3.5.2.2 ' 'tio •• Obligations. Contractor shall defend, with Counsel of Commission's choose s at on actor's own cost, expense and risk, any and all claims, suits, actions or ice- • _s of every kind covered by Section 3.5.2.1 that may be brought or institute _ainst C • is or its officials, officers, employees, volunteers and agents. Contractor s pay and tisfy any judgment, award or decree that may be rendered against Commission or offici ., officers, employees, volunteers and agents as part of any such claim, suit, action or . oceeding. Contractor shall also reimburse Commission for the cost of any settlement paid sy Commission or its officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for Commission's attorneys' fees and costs, including expert witness fees. Contractor shall reimburse Commission and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the Commission, its officials officers, employees, agents, or volunteers. 3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, 17336.00600\32785614.1 344 Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the Commission. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the Commission. 3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.5 Commission's Right to Employ Other Contractors. Commission reserves right to employ other contractors in connection with this Project. 3.5.6 Successors and Assigns. This A. ' ent shall be binding on the successors and assigns of the parties. 3.5.7 Assignment or Transfer. C► actor shall n .ssign, hypothecate or transfer, either directly or by operation of law, thi •ree �- . t or any interest herein without the prior written consent of the Commission. Any atte do so shall be null and void, and any assignees, hypothecates or transferees sh. quire 'ght or interest by reason of such attempted assignment, hypothecation or tran - . on ts, if any, shall contain a provision making them subject to all provisions stipulat. in ement. 3.5.8 Constructi► ' e nces actions. Since the Parties or their agents have participated fully in the prepa .n of e: ent, the language of this Agreement shall be construed simply, according to i . mean _, and not strictly for or against any Party. Any term referencing time, . • er . or performance shall be deemed calendar days and not work days. All re ' nces o tor include all personnel, employees, agents, and subcontractors of Co 'ctor, exc- as otherwise specified in this Agreement. All references to Commission include its . cials, , leers, employees, agents, and volunteers except as otherwise specified in this Agreem e captions of the various articles and paragraphs are for convenience and ease of refe ce only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. 3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. 3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 17336.00600\32785614.1 345 3.5.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.13 Prohibited Interests. 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. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the Commission's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, Commission shall have the right to rescind this Agreement without liability. For the term of this Agre sent, no member, officer or employee of Commission, during the term of his or her service, direct interest in this Agreement, or obtain any present o therefrom. Commission, shall have any ated material benefit arising 3.5.14 Cooperation; Further Acts. a Par' es shall ly cooperate with one another, and shall take any additional acts or sign a . dd' al documents as may be necessary, appropriate or convenient to attain the purposes of thi eement. 3.5.15 Authors to Enter A authority to conduct its business and to execu warrants that the individuals who authority to make this Agreeme actor has all requisite power and , . perform the Agreement. Each Party Agreement have the legal power, right, and ective Party. 3.5.16 Counte . a is Ag - ement may be signed in counterparts, each of which shall constitute 3.5.1 tire A re ent. This Agreement contains the entire Agreement of the parties with respect tt matter hereof, and supersedes all prior negotiations, understandings or agreem- is Agreement may only be modified by a writing signed by both parties. 3.5.18 Federal Provisions. Funding for Services under a Task Order may be provided, in whole or in part, by the Federal Transportation Administration ("FTA"), by the California Department of Transportation (Caltrans), or by the South Coast Air Quality Management District ("SCAQMD"). Contractor shall also fully and adequately comply with the FTA, Caltrans and SCAQMD provisions included in Exhibit "C" (Funding Agency Requirements) attached hereto and incorporated herein by reference ("Funding Agency Requirements"), as applicable based on the funding source for the relevant Task Order. With respect to any conflict between such Funding Agency Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control. 17336.00600\32785614.1 346 SIGNATURE PAGE FOR ON -CALL PAINTING SERVICES AGREEMENT BETWEEN THE RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND US NATIONAL CORP DBA JIMENEZ PAINTING IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first set forth above. RIVERSIDE COUNTY CONTRACTOR TRANSPORTATION COMMISSION Anne Mayer Executive Director Approved as to form: Best Best & Krieger LLP General Counsel <ZIIIIIIIPPSignature Signature N. Title TTEST: Name Title 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 referenced persons are not the intended signators, evidence of signature authority shall be provided to Commission. 17336.00600\32785614.1 347 EXHIBIT "A" - SCOPE OF SERVICES - TO BE INSERTED FROM RFP 17336.00600\32785614.1 348 STATEMENT OF SERVICES 1.0 GENERAL INFORMATION 11 The nine (9) "Metrolink" commuter rail stations, including the La Sierra bus depot, owned and operated by the Riverside County Transportation Commission (hereinafter "Commission" or "ROTC"), the two 91 toll utility buildings, two toll operation center, and the one toll storage warehouse require cleaning, repair, repainting, and painting of various painted and coated surfaces and elements. 1.2 The intent of this contract is to secure the services of one qualified painting firm to provide on -call, as -needed painting services for a period of performance that is not to exceed seven years, inclusive of two, two-year option terms. 1.3 The nine (9) Commission -owned commuter rail stations d toll buildings were built at different times over the past twenty-five years wit erent architectural themes, therefore, the stations vary in appearance and mat used. The list of the nine (9) commuter rail stations and toll facilities are as follo COMMUTER RAIL ST West Corona Metrolink Station 155 S. Auto Center Drive Corona, CA 92880 La Sierra Station 10901-A Indiana Ave Riverside, CA 92503 Pedley Statio 6001 Pedley Riverside, Hunter Park Sta 1101 Marlborough -nue Riverside, CA 92507 South Perris Station 1304 Case Road Perris, CA 92510 orth Main Corona Station 250 E. Blaine Street rona, CA 92879 La Sierra Bus Station 10901-B Indiana Ave Riverside, CA 92503 Perris Downtown Station 121 South C Street Perris, CA 92570 Moreno Valley/MF Station 14160 Meridian Parkway Riverside, CA 92518 Riverside Downtown 4066 Vine Street Riverside, CA 92507 349 TOLL FACILITIES FAM 120 N. Joy Street Corona, CA 92879 15 Toll Rd Office 291 Corporate Terrace Corona, CA 92879 Toll TUB Westbound 91 West Bound 91 Center Divide 2.0 SCOPE OF SERVICES 2.1 GENERAL The contractor will provide cleaning, s services at each of the stations, including bu tasks: ROC 301 Corporate Terrace Corona, CA 92879 Toll TUB Eastbound 91 East Bound 91 Center divide 2.1.1 All surfaces being prepared fo washed (cleaned). 2.1.2 Protect other surf and finishing wo 2.1.3 Preparation primer or 2.1.4 All p applica has recei repair. 2.1.5 Inspect all surfaces to be treated prior to the application of painting material and correct or repair all defects that might affect the work. Repairs shall include removal and replacement of rusted and/or damaged materials. 2.1.6 Provide in advance of their use, Materials Safety Data Sheets (MSDS) for all products used by the Contractor under this agreement. 2.1.7 All materials required to complete the services under this agreement shall be furnished by the contractor, unless agreed otherwise in writing by the parties. Upon approval of a Task Order, the contractor shall notify the Commission's designated project manager of the proposed source of supply of all materials to be used in the work and shall furnish samples of such materials as may be required by the Commission's designated project manager. aration, paint repair and repaint ited to performance of the following urrounding area are to be pressure e painted or not, against damage by painting urfaces shall include hand removal of damaged paint to h shall be included in the cost of repainting. tha require spot paint repair will have a complete paint ter spot repairs are completed. The complete element that repair shall be repainted, not just the location of the spot 350 2.1.8 All work and materials covered by this statement of work and associated Task Orders shall be subject to inspection at any and all times by the Commission's designated project manager. 2.2 SURFACE PREPARATION Contractor shall: 2.2.1 Ensure that all repairs and repainting match all exterior or interior colors to existing color schemes of the building, facility, or item being painted unless the designated Commission project manager directs otherwise and performed to the acceptance of RCTC. 2.2.2 Clean all surfaces to be painted or primed of all foreign material, including loose paint, chipped paint, rust scale, oil, grease, dirt, mildew, chemicals, attached or applied items or materials, and minor defects removed by light sanding, or any other material that may interfere with the prop application, adhesion, and longevity of the paint or applied material. C other materials to wet, dusty, damp, dirty, f otherwise defective surfaces until such con ctor shall not apply paint or marked, unfinished, rough or ve been properly remedied. 2.2.3 Remove all hardware items before pai g includin t not limited to electrical and telephone plates and covers, are om doo nd frames, removable door numbers and signs, graphic le a umbers, etc., and replace all items on completion of the painting work. 2.2.4 Not apply paint in damp or , eathe at temperature below 50 degrees Fahrenheit. 2.2.5 Provide undercoat p.' hen " red, produced by the same manufacturer as the finish coat. 2.2.6 Use only thinn- • •pr• . _ paint manufacturer, and use only within the recommended lim 2.2.7 Sand a a th olution of TSP or equal or Glossy surfaces shall be sand= ashed a ution of TSP or equal or treated with liquid sandpaper on all • y surface to provide a roughened surface for proper adhesion. 2.2.8 Remove a st • corrosion from metal surfaces. Spot prime on the day of application a e metal primed with a primer that will withstand exposure to the elements and also be compatible with subsequent finish coats. Spot repairs and application of primer coat, base coat and finish coat in accordance with specifications provided by the designated Commission Project Manager. 2.2.9 Clean galvanized metal items with peeled paint with scrapers, sandpaper or wire brush to remove all damaged paint and properly primed before painting. 2.3 PAINT APPLICATION Contractor shall: 2.3.1 Apply all coats of all materials to manufacturer's specifications. 2.3.2 Apply finish coats that are free of all defects including but not limited to brush marks, sanding marks, runs, sags, skips, crawls, and holidays, regardless of number of coats applied. 351 2.3.3 Ensure that all exposed electrical conduit, hangers, outlet boxes, junction boxes, raceways, gutters, supporting frames, piping, ductwork, grilles, registers, insulation or unprimed electrical equipment in areas calling for finishing shall be painted one coat of adjacent finish over prime coat. 2.3.4 Apply final coats with an even finish. 2.3.5 Provide and hang a sufficient number of "Wet Paint" signs to protect all newly painted finishes. 2.3.6 Ensure that all after hours, and weekend work shall be only with the prior approval of the designated Commission representative and will be done on straight time, no overtime. 2.4 WORK ELEMENTS BY STATION: 2.4.1 Pedley Station ■ Parking Lot and Bus Loop Light Standards as applicable. ■ Main and Emergency Platform Ligh panda housing as applicable. ■ Bollard posts ■ Lighting Control Cabinet and othe ets ■ Canopies ■ Guard house with attache ■ Railings, Fence ■ Sign Posts ■ Tactile w. ning s) including the light housing (poles) including the light Standards (poles) including the light housing as applicable. ■ Parking ' . ered Parking Canopy (Solar Panels) ■ North Platform Light Standards (poles) including the light housing as applicable. ■ South Platform Light Standards (poles) including the light housing as applicable. ■ Pedestrian Bridge Stairwells ■ Pedestrian Bridge Walkway (interior and exterior) ■ Pedestrian Bridge Structural Steel (framing) ■ Canopies ■ Guard house and cart garage ■ Lighting Control Cabinet and other cabinets ■ Railings, Fences and Gates 352 " Sign Posts " Tactile warning strips 2.4.3 West Corona Station " Parking Lot Light Standards (poles) including the light housing as applicable. " Parking Lot Covered Parking Canopy (Solar Panels) " North Platform Light Standards (poles) including the light housing as applicable. " South Platform Light Standards (poles) including the light housing as applicable. " Pedestrian Bridge Stairwells " Pedestrian Bridge Walkway (interior and exterior) " Pedestrian Bridge Structural Steel (framing) " Canopies " Guard house with attached cart gara " Lighting Control Cabinet and oth abinets " Railings, Fences and Gates " Sign Posts " Tactile warning strips 2.4.4 North Main Cor " Parkin. - ig " . ndards (poles) including the light housing as applicable. " Pa t Standards (poles) including the light housing as a " North . . So Platform Light Standards (poles) including the light housing as appli " Lighting Control Cabinet and other cabinets " Canopies " Guard house " Parking Structure (interior and exterior) " Pedestrian Bridge Stairwells " Pedestrian Bridge Walkway (interior and exterior) " Pedestrian Bridge Structural Steel (framing) " Pedestrian Walkway to the Parking Lot Structural Steel (framing) " Platform striping " Railings, Fences and Gates 353 �% Sign Posts �% Tactile warning strips 2.4.5 Riverside Downtown Station (including the East Parking Lot Areas) �% Parking Lot Light Standards (poles) including the light housing as applicable. �% Parking Lot Covered Parking Canopy (Solar Panels) �% North Platform Light Standards (poles) including the light housing as applicable. �% South Platform Light Standards (poles) including the light housing as applicable. �% Pedestrian Bridge Stairwells �% Pedestrian Bridge Walkway (interior and exterior) �% Pedestrian Bridge Structural Steel (framing) �% Control Center building (RDNOCC) �% Canopies �% Cart garage (main lot) �% Guard house with attached cart �% Lighting Control Cabinet other gets �% Railings, Fencing and Ga " Sign Posts �% Tactile warnin 2.4.6 Perris Transit Ce " �% Bollar �% Lighting Co rol Cabinet and other cabinets �% Canopies �% Guard house �% Doors and frames on the cart garage and restroom buildings �% Railings, Fences and Gates �% Sign Posts �% Tactile warning strips ast Parking Lot) oop Light Standards (poles) including the light housing ain and Emergency Platform Light Standards (poles) housing as applicable. 2.4.7 Riverside Hunter Park Station �% Parking Lot and Bus Loop Light Standards (poles) including the light housing as applicable. 354 " Platform Light Standards (poles) including the light housing as applicable " Bollard posts " Lighting Control Cabinet and other cabinets " Canopies " Guard house " Doors and frames on the cart garage and restroom buildings " Railings, Fences and Gates " Sign Posts " Tactile warning strips 2.4.8 Moreno Valley/March Field Station Parking Lot and bus Loop Light Standards (p s) including the light housing as applicable Platform Light Standards (poles) includi Bollard posts Lighting Control Cabinet and ot abin Canopies Guard house Doors and frames on the Railings, Fences _ ates Sign posts " Tactile Warn 2.4.9 South Pe Pa as ap ht housing as applicable estroom buildings us Loop Light Standards (poles) including the light housing " Platform Standards (poles) including the light housing as applicable " Bollard posts " Lighting Control Cabinet and other cabinets " Canopies " Guard house " Doors and frames on the cart garage and restroom buildings " Railings, Fences and Gates " Sign posts " Tactile warning strips 355 2.4.10 Toll Facilities and Operation Control Center ■ Building Exterior (Stucco, Wood, Metal) Block Walls, Fences, Gates ■ Building Interior (Offices, Bathrooms, Kitchens, Conference rooms) 2.5 COMMUTER RAIL STATION WORK Contractor acknowledges that all Commission -owned commuter rail stations are "operating" rail stations with passengers, passengers vehicles, buses, taxis, limos, etc. 2.5.1 All parking lots must be kept open at all times for smooth flow of pedestrian traffic and vehicle traffic, small areas can be coned off where work needs to be performed as long as it does not impact traffic and/or pedestrian flow. Coning off the number of parking stalls around the proposed work areas shall be kept to a minimum and approved by the Commission's de ' ated project manager prior to commencing work. 2.5.1.1 In no case shall the number of p station exceed the following: ■ Pedley Station — 75 spa ■ La Sierra Station — 50 s property north of ee parkin Bowling Alley]) North Main Corona ■ Rivers! area) ■ Rivers ar s to be barricaded at each s 35 for I. down area) (Laydown area shall be the vacant t [between the parking lot and the aces (includes 10 for laydown area) Cation — 50 spaces (includes 10 for laydown ast Parking Lot — 50 spaces (includes 10 for ation — 50 spaces (includes 10 for laydown area) sit Center — 50 spaces (includes 10 for laydown area) Hunter Park Station — 75 spaces (including 35 for laydown ▪ Moreno Valley/March Field Station — 50 spaces (Laydown area shall be the vacant property north of the parking lot) ■ South Perris Station — 50 spaces (laydown area shall be the vacant property north of the parking lot) 2.5.1.2 RCTC will review the proposed contractor schedule and potentially permit a greater number of stalls to be barricaded to improve efficiency and expedite the work. 2.5.1.3 Where work affects handicapped parking, Contractor shall make provisions to accommodate the same number of affected parking stall in close proximity to station platforms as possible, subject to RCTC approval. 356 2.5.2 Metrolink operates an additional two (2) trains on Saturday and Sunday, during the summer months between July 3 and October 10. Contractor shall account for these additional trains on the weekends in their bid and schedule. 2.5.3 Contractor shall be aware that BNSF Railroad operates on the tracks on a continuous basis. Approximately 80 trains a day pass through the stations. 2.5.4 Contractor Orientation Training All Contractor personnel or subcontractors working within 25 -feet of the centerline of the track shall possess valid Contractor Orientation Training for BNSF Railway, Union Pacific Railway and Metrolink. 2.5.4.1 This can be obtained from the following web site: http://www.contractororientation.com/. 2.5.4.2 When working within 25 -feet of the centerline of the track or when equipment has the potential to foul (fall on or block) the tracks BNSF (West Corona, North Main Corona, La Sierra, and Riverside Downtown), Union Pacific (Pedley), or Metrolink Valley/March Field, Perris Transit Ce BNSF, Union Pacific or Metrolink during the work. rside Hunter Park, Moreno nd South Perris) will require a opriate) flagger be present 2.5.4.3 When working within 25-fe f th centerli of the track or when equipment has the potential oul on or block) the tracks Contractor will be required to coordinate ork with the BNSF, Union Pacific or Metrolink (as appropr - Flagge the beginning of each work day. 2.5.4.4 ne, the BNSF, Union Pacific or 3.0 CONTRAC When working within Metrolink (as a..ropria, for the con _ forc through t tatio This work. S 3.1 PERSONNEL AN S SITE(S) g- ay require all operations to stop and to move out of the zone when trains pass ould be anticipated in the scheduling of the 3.1.1 The contractor shall provide a competent and sufficient supervisory work force as may be necessary to properly maintain efficient performance of the work at all times. Supervision shall have full authority to represent the contractor in making decisions and executing the work in a first class workmanlike manner. 3.1.2 Contractor shall not employ on any work for the Commission any unfit person or anyone unskilled in the work assigned to him, and contractor shall at all times keep the work site, including any storage areas used by him, free from accumulation of waste materials, trash or rubbish. All material shall be removed from each site by the end of each work day. Neither new or used materials shall be stored on site. All materials that are replaced shall be properly disposed off - site by the Contractor in accordance with all environmental requirements. Commission dumpsters shall not be used for this purpose. 3.1.3 Contractor shall confine the storage of materials and operations of its workers, vehicles and equipment to limits prescribed by law, ordinances, permits and the 357 directions of the Commission's designated project manager and, upon completion of work for the Commission, Contractor shall leave the work and premises in a condition satisfactory to the Commission's designated project manager. 3.1.4 The contractor shall preserve and protect from damage all existing monuments, utilities, structures, and hardscape. The contractor shall be responsible for damages caused by its operations. In the event that damage does occur, the cost of repairs shall be paid by the contractor at no cost to the Commission. 3.1.5 Any concerns expressed by contractor, adjacent property owners or government officials regarding acceptable conditions or procedures on Commission -owned property will be resolved by consultation with the Commission's designated project manager, prior to starting the work. 3.2 SAFETY 3.2.1 All contractors and subcontractors performing s: ces for the Commission are required and shall comply with all Occup. ' al and Health Administration (OSHA), State and County Safety and Occ .I Health Standards, and any other applicable rules and regulations. ., all actors and subcontractors shall be held responsible for the safety eir emplo, and any unsafe acts or conditions that may cause injury or : mag: to any p: ons or property within and around the work site area unde c• act. 3.2.2 Contractor shall provide all re.sonably -ssary safety equipment, including but not limited to helmets, eye ion, ing protection, paint and particle respirators, and to ensure th e use this safety equipment when working on Commissi. i .rope .ntr or shall be held accountable for any infraction of safety : 'nt u 3.2.3 Maintenance a manner and sha contractor safety sub - and fo y shall be performed in a safe and efficient local, state, and federal requirements. The be ponsible for initiating, maintaining and supervising all ograms in connection with the work. Contractor and oye will be expected to wear approved safety equipment safety rules and guidelines. 3.2.4 Contractor ' II ish, install and maintain all warning devices, i.e. barricades, cones, etc. r- ed to adequately protect the public during the performance or work. All platforms, stairwells, elevators and commodities on the station must remain open and operable at all times. The contractor shall place orange cones, temporary signage and barricades as deemed necessary to maintain proper flow around the proposed areas of work. 3.2.5 When work results in airborne products, such as pressure washing, appropriate shields and barriers shall be erected to contain the airborne products and protect the station patrons. 3.2.6 If welding of items is deemed necessary, Contractor shall provide adequate flash shielding and protection to protect the station patrons from welding arc flashes. 3.3 LABOR AND MATERIALS 3.3.1 CONTRACTOR shall provide all labor, materials, and tools required for the provision of the required services. 358 3.3.2 Provide necessary equipment (i.e., ladders, ladder trucks, aerial lifts, scaffolding, etc.) required to perform the work specified in the CONTRACT which shall include those tools and equipment required for repairing/replacing of all equipment regardless of height. 3.3.3 Contractor shall provide all storage space needed for performance of this work in an off- site location. COMMISSION facilities shall not be used for the storage of any material, tools or equipment required to perform this work. 3.3.4 All replaced material shall be made available to the Commission upon the Commission's request. 3.3.5 Unless otherwise specifically noted, contractor shall provide and pay for all labor, materials, equipment, tools, utilities not provided by the Commission, transportation and other facilities and services needed for the proper execution and completion of the work. 3.3.6 All materials shall be new, high grade (commercial grade), free of defects, suitable for the specific purpose intended, and su t to the review and approval of the Contract Administrator or his designee. 3.3.7 Materials being replaced shall be replaced h ame make and model or an approved equal. All "OR EQUALS" m be ap ed by the Commission's designated project manager or his/her signee. 3.3.8 Any material or equipment not co damaged or defective at the time of without additional cost to the missio 3.3.8.1 If the contractor fai Commission's designat or defective - I, project m authority compensate 3.3.9 Certain cons 3.3.10 A ma contra terms. the requirements or found to be shall be replaced by the contractor romptly with any order of the nager, to replace or repair damaged ment or work, the Commission's designated written notice to the contractor, have the of such replacement or repair from any come due the contractor. ch as wire, nuts, bolts, screws, tape and other in .ded as overhead in the labor cost quoted for a project. and warranties obtainable by the contractor from and vendors of equipment, in the performance of this all be extended to the Commission to the full extent of their 3.3.11 All work shall be under warranty for a period of 18 months. 3.4 KEY PERSONNEL AND QUALIFICATIONS 3.4.1 Key personnel will be available to the extent proposed for the duration of the project and no person designated as "key" to the project shall be removed or replaced without the prior written concurrence of the Commission. This includes subcontractors that are considered "key" to the successful execution of this project. 3.4.2 Qualifications applicable to all positions: 3.4.2.1 All vehicle equipment operators must have and maintain appropriate licenses for the operation of such equipment. 359 3.4.2.2 Ability to work out of doors in all weather conditions, to climb irregular embankments and ladders, to lift objects not exceeding OSHA weight regulations. 4.0 TASK ORDER PROCEDURES 4.1 DEFINITIONS 4.1.1 The terms bid and proposal, bidder and proposer, scope of work and statement of work, are interchangeable as relates to this statement of work. The term contractor shall refer to the firm or firms that are awarded the ensuring contract for services. 4.1.2 A Task Order is utilized by the parties to establish, outline, and authorize a particular job or task. 4.2 INITIATING TASK ORDERS 4.2.1 The Commission's designated project Contractor on a rotational/qualifications b 4.2.2 REQUEST FOR TASK ORDER SUB Proposal by the designated Co develop a plan and SUBMIT A TASK The Task Order shall include classification(s) to provide the 4.2.3 REVIEW AND AWARD OF project manager will is complete, consi the personnel a proposed are app requireme require to add as the re g as nee AL Upon ill issue Task Orders to when needed. quest for a Task Order roject manager, contractor shall proposal for the requested services. e, number of labor hours, and labor S. The Commission's designated fitted Task Order to ensure that the submittal mission's written or oral request for services, le, the schedule is acceptable, that all costs at the item is in compliance with contractual manager will approve and award the Task Order. If designated project manager will conduct negotiations clarify costs. The fully executed Task Order will serve rties' negotiations. 4.2.4 EDULE. The contractors' performance of services shall each Task Order schedule and only upon written authorization TASK ORD commence and by the Commission. 4.2.4.1 Contractor shall provide a detailed schedule for each Task Order as to when the work associated with that Task Order will be performed. 4.2.4.2 The Stations will be operational during the performance of the work and the work will need to be staged to minimize the impact to the patrons. 4.2.4.3 The stations are operational from 4:30am to 10pm with patrons parking and accessing the stations. 4.2.4.4 All work can be completed during the normal work week following the rush hours (between 4:00 am and 8:30am) or during weekend hours with prior authorization from RCTC. Premium time for weekend work will not be permitted. 360 4.2.4.5 The Contractor shall notify RCTC one week in advance of performing any work that may have a substantial impact on station patrons or station operations in order to to allow for notification to the station passengers and vehicle drivers of scheduled work. 4.2.4.6 Contractor shall complete the services within the time frame specified on a particular Task Order. The duration of a particular Task Order may not exceed 12 months, unless otherwise approved in writing, or extend beyond the terms of the governing agreement. 4.2.5 All work shall be subject to the inspection and approval of the COMMISSION either by the Contract Administrator or a designated representative prior to the acceptance and approval of payment. 4.2.6 Any damage to RCTC property, station patrons' vehicles, or Buses that is caused by the contractor shall be repaired by the contractor with no cost to RCTC. 4.3 NOTIFICATION AND RESPONSE TIME(S) 4.3.1 Unless otherwise directed by the Commissi designated project manager, contractor must respond as follows: Standard Services — Unless otherwis- •reed un e subject Task Order, Contractor must initiate services wit orty -fight (48 ours of receipt of an authorized Task Order. Submit Task Order Proposal — Contrac response to the Commission's its receipt of a duly authorized t for ust provide a Task Order Proposal in ces within forty-eight (48) hours of k rder submittal. Perform/Com.lete Ta der — Contractor must complete work described in the Task Order pu dule identified in the Task Order. Emer•enc Sery staff, the Commissio the situatio 4.3.2 Contra number "on -call" co ncy situation, as determined by Commission equire e contractor to respond immediately to address kends) within an 8 -hour period. tra •rs must provide the Commission with 24 -hour contact is key personnel and an acceptable means of emergency with the Commission's designated project manager. 4.3.3 Contractor's o must have voice, fax and e-mail capability. 4.3.4 RCTC shall be notified 24 hours in advance prior to starting any work, and it is the contractor's responsibility to notify the Commission's designated project manager of work completion within 24 hours of completion of each Task Order. 4.3.5 The Contractor shall identify the locations they plan on working so the passengers can be notified to not park in those areas. 4.3.6 The Contractor will need to secure the areas they plan on working in to ensure patrons do not park or walk through work zones. 4.3.7 The Commission's designated project manager must be notified when contractor and or its subcontractor has employees on Commission -owned property, at times other than regularly scheduled work times. 4.3.8 Contractor and/or its subcontractor are to immediately notify the Commission's designated project manager of any unsafe or questionable condition that exists on 361 the property. The Commission's designated project manager will then notify the necessary parties. 5.0 SITE MAINTENANCE AND CLEANUP 5.1 Contractor shall keep all work areas free from accumulations of waste material or rubbish caused by Contractor employees and their work. At the end of each day at a site, Contractor shall remove all rubbish, debris, tools, equipment and materials from a project and shall leave work area "broom clean" or equivalent unless more exactly specified by the Commission's designated project manager. 5.2 Contractor shall clean all work areas of any excess or spilled materials or debris resulting from Contractor's work on the same day debris is generated. During the progress of the work, remove from the site all discarded paint materials, rubbish, cans and rags at the end of each workday. 5.3 Contractor shall comply with all hazardous materials d' .sal laws, rules, regulations and ordinances. 6.0 DIRECT COSTS AND MATERIAL MARK 6.1 Contractor shall be compensated for reas on the Proposal Pricing Form Appendix `I' a Task Order. Materials costs mus • - subst contractor for materials used in perf Task Order. 6.2 Contractor markup on mat be fixed for the term o materials exceed ten p 6.3 Receipts will be re incurred by the Commission allowable materials costs detailed otherwise incurred under a particular ted with invoices submitted by the ed tasks issued under the subject o perform the services described herein shall In no case, shall contractor's mark up for shall be provided by the Contractor to substantiate costs I materials included in each invoice submitted to the End of Statement of Services 362 EXHIBIT "B" -COMPENSATION RATES - TO BE INSERTED FROM SUCCESSFUL CONTRACTOR PROPOSAL 's (< 0 17336.00600\32785614.1 363 EXHIBIT "B" COMPENSATION SUMMARY FISCAL YEAR PROJECT COST FY 2020/21 On -Call Painting Services 850,000.00 FY 2021/22 On -Call Painting Services 550,000.00 FY 2022/23 On -Call Painting Services 550,000.00 FY 2023/24 On -Call Painting Services 550,000.00 FY 2024/25 On -Call Painting Services 500,000.00 FY 2025/26 On -Call Painting Services 500,000.00 FY 2026/27 On -Call Painting Services 500,000.00 FY 2027/28 On -Call Painting Services 500,000.00 'L COSTS $ 4,500,000.00 (< 0 364 EXHIBIT "C"- FUNDING AGENCY REQUIREMENTS -TO BE INSERTED FROM RFP 17336.00600\32785614.1 365 SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT (SCAQMD) AND STATE (CALTRANS) FUNDING REQUIREMENTS The following additional funding requirements apply depending on the funding source identified as applicable for a Task Order. I. SCAQMD REQUIREMENTS Non -Discrimination - In the performance of this Contract, CONTRACTOR shall not discriminate in recruiting, hiring, promotion, demotion, or termination practices on the basis of race, religious creed, color, national origin, ancestry, sex, age, or physical handicap and shall comply with the provisions of the California Fair Employmen : Housing Act (Government Code Section 12900, et seq), the Federal Civil Rights A 1964 (P.L. 88-352) and all amendments thereto, Executive Order No. 11246 (30 al Register 12319), and all administrative rules and regulations issued pursuant to d Ac . d Order. CONTRACTOR shall likewise require each subcontractor to comply this clau nd shall include in each such subcontract language similar to this clause. II. CALTRANS REQUIREMENTS * Section 2 below is also applicable to FTA Orders. 1. Invoices & Payments. Invoices shall be mailed to Com .n's Con act Administrator at the following address: Riverside County Tr Attention: Accounts P.O. 12008 Riverside, CA 92502 Payment shall be made for costs incurred by Contractor in performance of the Services. No advance payment or payment for work not actually performed shall be made under this Agreement or any Task Order. 2. Cost Principles and Administrative Requirements. Contractor agrees that the Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine the cost allowability of individual items. 366 Contractor also agrees to comply with federal procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. Any costs for which payment has been made to Contractor that are determined by subsequent audit to be unallowable under 2 CFR, Part 200 and 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject to repayment by Contractor to Commission. All subcontracts in excess of $25,000 shall contain the above provisions. 3. Retention of Records/Audit. For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and other matters connected with the performance of this Agreement pursuant to Government Code 8546.7; Contractor, subcontra tors, and Commission shall maintain and make available for inspection all books, docum , papers, accounting records, and other evidence pertaining to the performance of this Agr t, including but not limited to, the costs of administering this Agreement. All parties shal ake h materials available at their respective offices at all reasonable times during the A' -ment pe and for three years from the date of final payment under this Agreement. T . . tate, State Au r, Commission, or any duly authorized representative of the State Govern and documents of Contractor and it's certified publi pertinent to this Agreement for audit, e ' . tions, thereof shall be furnished if requested. Su provision. 4. Accounting System. Co accounting system and record for the Services. The accountin Generally Accepted Ac at interim points of invoices. ave access to any books, records, ountants (CPA) work papers that are erpts, and transactions, and copies ess of $25,000 shall contain this bcontractors shall establish and maintain an ulate and segregate expenditures by line item m o s ntractor and its subcontractors shall conform to les (GAAP), enable the determination of incurred costs ide support for reimbursement payment vouchers or 5. Travel & Subsistence. ' •ursement for transportation and subsistence costs shall not exceed the rates specified in e approved Task Order, as may be applicable. In addition, any payments to Contractor for travel and subsistence expenses 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, unless otherwise authorized by Commission. If the rates invoiced are in excess of those authorized DPA rates, and Commission has not otherwise approved said rates, then Contractor is responsible for the cost difference and any overpayments shall be reimbursed to the Commission on demand. 367 6. Equipment Purchase Prior authorization, in writing, by Commission's Contract Administrator shall be required before Contractor enters into any unbudgeted purchase order, or subcontract for supplies, equipment, or services. Contractor shall provide an evaluation of the necessity or desirability of incurring such costs. For purchase of any item, service or consulting work not covered in the Cost Proposal and exceeding $5,000 prior authorization, in writing, by Commission's Contract Administrator is required. Three competitive quotations must be submitted with the request for such purchase, or the absence of bidding must be adequately justified. Any equipment purchased as a result of this Agreement is subject to the following: Contractor shall maintain an inventory of all nonexpendable property. Non- pendable property is defined as having a useful life of at least two years and an acquisiti• ost of $5,000 or more. If the purchased equipment needs replacement and is sold or tra n, Commission shall receive a proper refund or credit at the conclusion of this Agreem , or is Agreement is terminated, Contractor may either keep the equipment and credit mission n amount equal to its fair market value, or sell such equipment at the best p ' obta' able at . blic or private sale, in accordance with established Commission proce. -s; . credit Commission in an amount equal to the sales price. If Contractor elects to kee • equipment, fair market value shall be determined at Contractor's expense, on the of a • etent independent appraisal of such equipment. Appraisals shall be obtain aiser mutually agreeable to by Commission and Contractor. If Contractor - i . _ o sell the equipment, the terms and conditions of such sale must be a in as ce by Commission. 2 CFR, Part 200 requires a credit to Federal funds whe . rtici ing e , pment with a fair market value greater than $5,000 is credited to the Proje All subcontracts in exce- .. ' 1 s contain the above provisions. 7. National Labor R- ons Boars ertification. In accordance with P Con t Code Section 10296, and by signing this Agreement, Contractor certifies under . . of perjury that no more than one final unappealable finding of contempt of court by a feder court has been issued against Contractor within the immediately preceding two-year period, because of Contractor's failure to comply with an order of a federal court that orders Contractor to comply with an order of the National Labor Relations Board. 8. Nondiscrimination; Statement of Compliance. Contractor's signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California that Contractor has, unless exempt, complied with, the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Administrative Code, Section 8103. During the performance of this Agreement, Contractor and its subcontractors shall not 368 unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Contractor and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code § 12990 (a -f) et seq.) and the applicable regulations promulgated there under (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a -f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. 369 FTA FUNDING REQUIREMENTS The following FTA terms will be incorporated into all Task Orders utilizing FTA funds, unless otherwise determined in writing by RCTC. As used herein, "RCTC" shall have the same meaning as the "Commission." The term "contract" or "Contract" shall have the same meaning as the "Agreement." 1. No Obligation by the Federal Government a. RCTC and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that co ► ' act) pertaining to any matter resulting from the underlying contract. b. The Contractor agrees to include the above claus- each .contract financed in whole or in part with Federal assistance provided by FTA. . further a:. that the clause shall not be modified, except to identify the subcontractor w ► ' ill b = ubject to s provisions. 2. Program Fraud and False or Fraudulent Sta ' ents or Related Acts a. The Contractor acknowledges that th ero • he Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. • 801 e .. and .S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Par , ply its actions pertaining to this Project. Upon execution of the underlying c - act, Cont , tor certifies or affirms the truthfulness and accuracy of any statement it has . s : may make, or causes to be made, pertaining to the underlying contract ► - - assisted project for which this contract work is being performed. In additie o o p- ies that may be applicable, the Contractor further acknowledges that ' makes, • aus s to be made, a false, fictitious, or fraudulent claim, statement, submission, n, the Federal Government reserves the right to impose the penalties of the Program d ' it Remedies Act of 1986 on the Contractor to the extent the Federal Government deems . opriate. b. The Contractor 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 a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. c. The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. FTA Requirements — Page 1 370 3. Access to Records The Contractor agrees to the following access to records requirements: a. To provide RCTC, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C. F. R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. b. To make available in the case of a contract for a capi defined above and awarded by other than competitive bidd' 5325(a), records related to the contract to RCTC, the Comptroller General or any authorized officer or empl e - - of a conducting an audit and inspection. c. To maintain all books, records, accounts a period of not less than three years after the date of except in the event of litigation or settle contract, in which case Contractor agrees to the Comptroller General, or any of • -'r dul such litigation, appeals, claims or d. To permit any of the for excerpts and transcriptio - - aso , ly needed. 4. Federal Ch project or improvement, as in accordance with 49 U.S.C. of Transportation and the f them for the purposes of s required under this contract for a ination or expiration of this contract, laim sing from the performance of this ntil RCTC, the FTA Administrator, orize representatives, have disposed of all thereto. Reference 49 CFR 18.39(i)(11). eproduce by any means whatsoever or to copy The Contractor shall as comply with all applicable FTA regulations, policies, procedures and directives, in. . ing without limitation those listed directly or by reference in the Master Agreement between RCTC and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. 5. Civil Rights The following requirements apply to the underlying contract: (1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332 and 49 CFR part 21, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, FTA Requirements — Page 2 371 national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Depaitiuent of Labor," 41 C.F.R. Parts 60 et seq ., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Or. 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and wi .ny applicable Federal statutes, executive orders, regulations, and Federal policies that • the future affect construction activities undertaken in the course of the Project. Th antra agrees to take affirmative action to ensure that applicants are employed, that em . es are treated during employment, without regard to their race, color, c , nat al origin, sex, or age. Such action shall include, but not be limited to, the following: e o nt, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or to tion; rates of pay or other forms of compensation; and selection for training, i . • app ceship. In addition, the Contractor agrees to comply with any implementing req ay issue. (b) Age - In accordance w se .n 4 he Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § 62 eder. ransit law at 49 U.S.C. § 5332, the Equal Employment Opportunity Co _ EOC) regulations, "Age Discrimination in Employment Act," 29 C - ' • art v 5, the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101 et seq. . . ' a • uman Services regulations, "Nondiscrimination on the Basis of Age in Pro: s or Act ies eceiving Federal Financial Assistance," 45 C.F.R. part 90, the Contractor a: - s to r- . in from discrimination against present and prospective employees for reason of a n . ition, the Contractor agrees to comply with any implementing requirements FTA may issu (c) Disabilities - In accordance with section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against individuals on the basis of disability, and that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. FTA Requirements — Page 3 372 (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. 6. FTA Disadvantaged Business Enterprise (DBE) Requirements A. General DBE Requirements: In accordance with Federal financial assistance agreements with the U.S. Department of Transportation (U.S. DOT), Commission has adopted a Disadvantaged Business Enterprise (DBE) Policy and Program, in conformance with Title 49 CFR Part 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Programs" (the "Regulations"). This RFP is subject to these stipulated regulations. In order to ensure that Commission achieves its overall DBE Program goals and objectives, Commission encourages the participation of DBEs as defined in 49 CFR 26 in the performance of contracts financed in whole or in part with U.S. Df funds. It is the policy of the Commission to: 1. Ensure nondiscrimination in the award and adminis 2. Create a level playing field on which DBE's can 3. Ensure that the DBE program is narrowl 4. Ensure that only firms that fully . - - 49 participate as DBE's; 5. Help remove barriers to the p s in DOT assisted contracts; 6. To promote the us: D :. n . types of federally assisted contracts and procurement activities; and 7. Assist in the develop o s that can compete successfully in the marketplace outside the DBE program. on of DOT sted contracts; airly for DOT -assisted contracts; ance with applicable law; eligibility standards are permitted to B. Discrimination: Consultant shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. Any terms used herein that are defined in 49 CFR Part 26, or elsewhere in the Regulations, shall have the meaning set forth in the Regulations. C. Commission's Race -Neutral DBE Program: A Race -Neutral DBE Program is one that, while benefiting DBEs, is not solely focused on DBE firms. Therefore, under a Race -Neutral DBE Program, Commission does not establish numeric race -conscious DBE participation goals on its DOT -assisted contracts. There is no FTA DBE goal on this Project. Consultant shall not be required to achieve a specific level of DBE participation as a condition of contract compliance in the performance of this DOT -assisted contract. However, Consultant FTA Requirements — Page 4 373 shall adhere to race -neutral DBE participation commitment(s) made at the time of award of any Task Order (as defined in the Model Contract). D. Race -Neutral DBE Submissions and Ongoing Reporting Requirements (Post -Award): For each Task Order proposal, the successful Consultant shall complete and submit to Commission a "DBE Race -Neutral Participation Listing" in the form provided by Commission. In the event DBE(s) are utilized in the performance of the Task Order, Consultant shall comply with applicable reporting requirements. E. Performance of DBE Subconsultants: DBE subconsultants listed by Consultant in its "DBE Race -Neutral Participation Listing" submitted at the time of Task Order proposal shall perform the work and supply the materials for which they are listed, unless Consultant has received prior written authorization from Commission to perform the work with other forces or to obtain the materials from other sources. Consultant shall •vide written notification to Commission in a timely manner of any changes to its anticipa - 1 BE participation. This notice should be provided prior to the commencement of that porti ► • e work. F. DBE Certification Status: If a listed DBE su any Task Order, the decertified subconsultant shal decertification. If a non -DBE subconsultant becom Order, the DBE subconsultant shall notify onsultan Consultant shall furnish the written do ion Consultant shall include this requirement in a G. Consultant's Assurance Claus Federal anti -discrimination la on the basis of race, color, opportunities. Further, C and vendors, in a ma H. Violations: Failur material breach of the c termination of the contract include, but is not limited to: sultant is • - ified during the life of fy sultant i writing with the date of ied DBE during the life of the Task writing with the date of certification. ommission in a timely manner -Discrimination: In compliance with State and ffirm that it will not exclude or discriminate or sex in consideration of contract award affirm that they will consider, and utilize subconsultants on -discrimination objectives. ted Consultant(s) to carry out these requirements shall be a be awarded pursuant to this RFP, which may result in the ch other remedy as the recipient deems appropriate, which may (1) Withholding monthly progress payments; (2) Assessing sanctions; (3) Liquidated damages; and/or (4) Disqualifying the Consultant from future bidding as non -responsible. 49 C.F.R. § 26.13(b). I. Prompt Payment: Consultant shall pay its subconsultants for satisfactory performance of their contracts no later than 30 days from receipt of each payment Commission makes to the Consultant. 49 C.F.R. § 26.29(a), unless a shorter period is provided in the contract. J. Compliance with DBE Requirements Contained in FTA Provisions: Consultant shall comply with all DBE reporting and other requirements contained in this Agreement. FTA Requirements — Page 5 374 7. Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any RCTC requests which would cause RCTC to be in violation of the FTA terms and conditions. 8. ADA Access Requirements The Contractor shall comply with all applicable requirements of the Americans with Disabilities Act of 1990 (ADA), 42 USC Section 12101 et seq; Section 5 of the Rehabilitation Act of 1973, as amended, 29 USC Section 794; 49 USC Section 5301 9. Fly America The Contractor agrees to comply with 49 U.S.C. 8 (t "Fly Amica" Act) in accordance with the General Services Administration's regula CFR Part 301-10, which provide that recipients and sub recipients of Federal funds an it contractors are required to use U.S. Flag air carriers for U.S. Government-finan -rnatio air travel and transportation of their personal effects or property, to the extent s a ailable, unless travel by foreign air carrier is a matter of necessity, as de ' - d by , . A rica Act. The Contractor shall submit, if a foreign air carrier was us , s pro ► . to certification or memorandum adequately explaining why service by a U. ag ai arrier s not available or why it was necessary to use a foreign air carrier and shall, _ . vide a certificate of compliance with the Fly America requirements. T . - • tr. ' agrees to include the requirements of this section in all subcontracts that may ' ' ve a . .1 air transportation. 10. Cargo Prefere - Use o nited States -Flag Vessels The Contractor agrees: 1. To use privately owned United States -Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States -Flag commercial vessels; 2. To furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 working days following the date of leading for shipments originating outside the United States, a legible copy of a rated, "on -board" commercial ocean bill -of -lading in English for each shipment of cargo described in the preceding paragraph to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to the FTA recipient (through the Contractor in the case of a subcontractor's bill -of -lading.) FTA Requirements — Page 6 375 3. To include these requirements in all subcontracts issued pursuant to this contract when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel. 11. Buy America The following shall apply unless otherwise specified in a Task Order request. The Contractor agrees to comply with 49 U.S.C. 5323(j) and 49 CFR Part 661, which provide that Federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 CFR 661.7. Separate requirements for rolling stock are set out at 5323(j)(2) and 49 CFR 661.11. Rolling stock not subject to a general waiver must be manufactured i ' e United States and have a 60 percent domestic content. Contractor must submit to RCTC the appropriate B America c cation with all bids on FTA-funded contracts (including Task Orders), ex thos ubject to . general waiver. Bids or offers that are not accompanied by a completed B ca certification must be rejected as nonresponsive. 12. Employment Provisions To the extent applicable to the Se A. Equal Employment Oppo CFR, 1964-1965 Comp Order 11375 (3 CFR, Equal Employment "Office of Federal Co of Labor." t shall comply with the following: t must comply with Executive Order 11246 (3 ual Employment Opportunity," as amended by Executive . 684), "Amending Executive Order 11246 Relating to s supplemented by regulations at 41 CFR chapter 60, nce Programs, Equal Employment Opportunity, Department B. Copeland "Anti -Kickback" Act (18 U.S.C. 874 and 40 U.S.C. 276c) — Consultant must comply with the Copeland "Anti -Kickback" Act (18 U.S.C. 874), as supplemented by Department of Labor regulations (29 CFR Part 3, "Consultants and Subconsultants on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he is otherwise entitled. The Commission shall report all suspected or reported violations to the responsible DOE contracting officer. C. Contact Work Hours and Safety Standards Act (40 U.S.C. 327-333) — Consultant must comply with Sections 102 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-333), as supplemented by Department of Labor regulations (29 CFR Part 5). Under Section 102 of the Act, each Consultant is required to compute the wages of every mechanic and FTA Requirements — Page 7 376 laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than 11/2 times the basic rate of pay for all hours worked in excess of 40 hours in the work week. Section 107 of the Act is applicable to construction work and provides that no laborer or mechanic is required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. D. Davis -Bacon Act (40 U.S.C. 276a) Consultant shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor regulations (29 CFR Part 5). 13. Release of Retainage No retainage will be withheld by the RCTC from progress payments due Contractor. Retainage by Contractor or subconsultants is prohibited, and no retaina • ' will be held by the prime consultant from progress due subconsultants. Any violation ► is provision shall subject the violating Contractor or subconsultants to the penalties, sanc ' d other remedies specified in Section 7108.5 of the California Business and Professi. ' ode. ,'s requirement shall not be construed to limit or impair any contractual, admi ative, or ial remedies, otherwise available to Contractor or subconsultant in the e of . • ispute i olving late payment or nonpayment by Contractor or deficient subconsu ' t formance, or noncompliance by a subconsultant. 14. Termination for Convenience RCTC may terminate the Agre Agreement. After such termination, RCTC as directed. If may determine, on because of the termina nience in accordance with the terms of the shall submit a final termination settlement proposal to to submit a proposal within the time allowed, RCTC ormtion available, the amount, if any due the Contractor pay the amount determined. After the Contractor's proposal is received, RCTC and C • . c ' hall negotiate a fair and equitable settlement and the contract will be modified to reflect egotiated agreement. If agreement cannot be reached, RCTC may issue a final determination and pay the amount determined. If the Contractor does not agree with this final determination or the determination resulting from the lack of timely submission of a proposal, the Contractor may appeal under the Disputes clause. 15. Administrative and Contractual Remedies on Breach; Termination for Cause a. The Contractor may be declared in breach of this Agreement ("Breach") if the Contractor fails to make delivery of the supplies or to perform the services within the time specified herein or any extension thereof; or if the Contractor fails to perform any of the other provisions of the contract, or so fails to make progress as to endanger performance of this contract in accordance with its terms. In case of any of the foregoing, RCTC shall notify the Contractor of the Breach, and the Contractor shall have a period of ten (10) days (or such longer period as RCTC may authorize in writing) after receipt of notice from RCTC to cure the Breach. FTA Requirements — Page 8 377 b. RCTC may, by written notice of termination to the Contractor specifying the effective date thereof, terminate the whole or any part of this contract, in the case of a Breach that is not cured within the timeframe set forth in (a) above ("Uncured Breach"). c. If the contract is terminated in whole or in part for an Uncured Breach, RCTC may procure upon such terms and in such manner as RCTC may deem appropriate, supplies or services similar to those so terminated, or may complete the services with its own forces. The Contractor shall be liable to RCTC for any excess costs for such similar supplies or services, and for any other costs incurred by RCTC as a result of the Uncured Breach. The Contractor shall continue the performance of this contract to the extent not terminated under the provisions of this clause. d. Except with respect to defaults of Subcontractors, the C actor shall not be liable for any excess costs if the failure to perform the contract arises o causes beyond the control and without the fault or negligence of the Contractor. If the - to perform is caused by the default of a Subcontractor, and if such default arises out ► ause and the control of both the Contractor and the Subcontractor, and without the or neglig. - of either of them, the Contractor shall not be liable for any excess costs ' fail to perfo , unless the supplies or services to be furnished by the Subcontractor wer- 't.' ..le from other sources in sufficient time to permit the Contractor to meet the req ired proj - ompletion schedule. e. Payment for completed services or s - e to and accepted by RCTC shall be at the contract price. RCTC may wi • • .ld fr oun otherwise due the Contractor for such completed services or supplies s ' u s RI determines to be necessary to protect RCTC against loss because of outstan • ' :lien clai . f former lien holders, or to reimburse RCTC for any other costs related to the f. If, after notice erm on his contract for cause, it is determined for any reason that an Uncured Bre. did note , the rights and obligations of the parties shall be the same as if the notice of terms on had -en issued pursuant to the provisions for termination for convenience of RCTC. g. The rights and remedies of RCTC provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this contract including, but not limited to, the right to specific performance. h. Notwithstanding the above, RCTC may, without providing an opportunity to cure, terminate the contract in accordance with the timeframe set forth in Section 3.4 of the contract, if RCTC determines such action is in its best interest based on the nature of the Breach. Such actions shall not limit any of RCTC's remedies set forth above. 16. Disputes a. Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising under this Agreement which is not disposed of by supplemental agreement shall be FTA Requirements — Page 9 378 decided by RCTC's Deputy Executive Director, who shall reduce the decision to writing and mail or otherwise furnish a copy thereof to the Contractor. The decision of the RCTC Deputy Executive Director shall be final and conclusive unless, within thirty (30) days from the date of receipt of such copy, Contractor mails or otherwise furnishes to the RCTC Deputy Executive Director a written appeal addressed to RCTC's Executive Director. The decision of RCTC Executive Director or duly authorized representative for the determination of such appeals shall be final and conclusive. b. The provisions of this Paragraph shall not be pleaded in any suit involving a question of fact arising under this Agreement as limiting judicial review of any such decision to cases where fraud by such official or his representative or board is alleged, provided, however, that any such decision shall be final and conclusive unless the same is fraudulent or capricious or arbitrary or so grossly erroneous as necessarily to imply bad faith or is not supported by substantial evidence. In connection with any appeal proceeding under this Paragraph, Contractor shall be afforded an opportunity to be heard and to offer evidence in support of ' .peal. c. Pending final decision of a dispute hereunder, the performance of this Agreement and in accorda Executive Director. This "Disputes" clause does ere in connection with decisions provided for above. construed as making final the decision of a RCTC law, which questions shall be settled in acco ith 17. Lobbying See the Byrd Anti -Lobbying Disclosure Act of 1995, P.L. who apply or bid for an CFR part 20, "New not and has not u influencing or attemp Congress, officer or em connection with obtaining a 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non -Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. The Offeror shall complete and submit with its bid/proposal the attached Certification Regarding Lobbying, and if applicable, the Standard Form-LLL, "Disclosure Form to Report Lobbying." racto ' all proceed diligently with with the s ion of RCTC's Deputy cl - conside : tion of questions of law n this Agreement, however, shall be ial or representative on a question of ws of the State of California. .S.C. 1352, as amended by the Lobbying ied at 2 U.S.C. § 1601, et seq.] - Contractors 0,000 or more shall file the certification required by 49 ing." Each tier certifies to the tier above that it will fated funds to pay any person or organization for ce an officer or employee of any agency, a member of Congress, or an employee of a member of Congress in ederal contract, grant or any other award covered by 31 U.S.C. 18. Energy Conservation The Contractor agrees to 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. FTA Requirements — Page 10 379 19. Clean Water a. The Contractor agrees to 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. The Contractor agrees to 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 the appropriate EPA Regional Office. b. The Contractor further agrees that: (1) It will not use any violating facilities; (2) It will report the use of facilities placed on or likely to be placed on the U.S. EPA "List of Violating Facilities;" (3) It will report violations of use of prohibited facilities to FTA; and (4) It will comply with the inspection and other requirements of - Clean Air Act, as amended, (42 U.S.C. §§ 7401 — 7671q); and the Federal Water Pollu Control Act as amended, (33 U.S.C. §§ 1251-1387). The Contractor also agrees to include these req ' ents in - . subcontract exceeding $150,000 financed in whole or in part with Federal stan . rovided FTA. 20. Clean Air a. The Contractor agrees to comply issued pursuant to the Clean Air A agrees to report each violation t report each violation as require Office. b. The Co ► . ctor er . es that: le standards, orders or regulations , 42 b.S.C. §§ 7401 et seq. The Contractor erstands and agrees that RCTC will, in turn, on to FTA and the appropriate EPA Regional (1) It will not use any .. ting fa ties; (2) It will report the use . .c' ' -s placed on or likely to be placed on the U.S. EPA "List of Violating Facilities;" (3) It will report violations of use of prohibited facilities to FTA; and (4) It will comply with the inspection and other requirements of the Clean Air Act, as amended, (42 U.S.C. §§ 7401 — 7671q); and the Federal Water Pollution Control Act as amended, (33 U.S.C. §§ 1251-1387). c. The Contractor also agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FTA. 21. Recycled Products Recovered Materials - The Contractor agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order FTA Requirements — Page 11 380 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 21. Safe Operation of Motor Vehicles Pursuant to Federal Executive Order No. 13043, "Increasing Seat Belt Use in the United States," April 16, 1997, 23 U.S.C. Section 402 note, FTA encourages each third party contractor to adopt and promote on-the-job seat belt use policies and programs for its employees and other personnel that operate company owned, rented, or personally operated vehicles, and to include this provision in each third party subcontract involving the project. a. The Contractor is encouraged to adopt and promote on-the-job seat belt use policies and programs for its employees and other personnel that operate company -owned vehicles, company - rented vehicles, or personally operated vehicles. The terms "co ► ,. any -owned" and "company - leased" refer to vehicles owned or leased either by the Contrac sr RCTC. b. The Contractor agrees to adopt and enforce wor - . e sa . • olicies to decrease crashes caused by distracted drivers, including policies to ba • t messagi hile using an electronic device supplied by an employer, and driving a idle - driver • ns or rents, a vehicle Contactor owns, leases, or rents, or a privately -o - . - idle when on official business in connection with the work performed under thjs contrac <e O FTA Requirements — Page 12 381 AGENDA ITEM 7F RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Eric DeHate, Transit Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Amendment to City of Riverside's FY 2020/21 Short Range Transit Plan WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve a $16,000 increase in the FY 2020/21 Local Transportation Fund (LTF) funding allocation for the city of Riverside (City); and 2) Amend the City's FY 2020/21 Short Range Transit Plan (SRTP) to increase the LTF operating allocation in the amount of $16,000 for preventative maintenance operating expenses. BACKGROUND INFORMATION: During the development of the FY 2020/21 SRTP cycle in spring 2020, the pandemic, also known as the Coronavirus (COVID-19), caused stay-at-home orders issued throughout the country including California. Since mid -March 2020 when the Governor issued a stay-at-home order due to COVID-19, transit ridership plummeted 80 to 90 percent in just a few weeks, causing many transit operators to reduce their scheduled services. Transit operators continue to monitor ridership closely and have implemented enhanced safety and sanitization measures for their vehicles, bus stops, and transit centers. Congress took action to assist many including transit operators with the passage of the federal Coronavirus Aid, Relief, and Economic Security (CARES) Act. Riverside County transit operators received approximately $122 million in CARES Act funding. This funding assisted operators in FY 2019/20 and FY 2020/21. For FY 2020/21, CARES Act funding through the Federal Transit Administration (FTA), made up the majority share of funding. The City received $6.6 million of CARES Act funding for its paratransit service (Riverside Connect), for which approximately $5 million is programmed in FY 2020/21. The City anticipated utilizing a portion of its share of CARES Act funding to match other federal funding to fully fund its preventative maintenance for FY 2020/21; however, the City was notified by FTA staff that CARES Agenda Item 7F 382 funds could not be used to match other FTA funds. The City is still expected to expend the CARES funds in FY 2020/21 for other operating expenditures. City staff reached out to Commission staff and submitted an amendment (Attachment 1) to its FY 2020/21 SRTP and requests an increase of $16,000 in state LTF to fully fund its preventative maintenance. The total cost of preventative maintenance for FY 2020/21 is $336,000, and $320,000 of previously awarded FTA Section 5307 funds will be used. Preventative maintenance is a necessary function to maintain vehicles, facilities, and operating systems. Staff has reviewed the request and recommends approval of the $16,000 allocation of LTF be used to fulfill this request and to amend the City's SRTP for this additional allocation. FISCAL IMPACT: There is no fiscal impact for the additional $16,000 LTF allocation in the FY 2020/21 budget, as minor LTF adjustments for transit operators were anticipated and budgeted. Financial Information In Fiscal Year Budget: Yes Years: FY 2020/21 Amount: $16,000 Source of Funds: LTF Western Riverside County Bus Budget Adjustment: No GLA No.: 002210 86101 00000 0000 601 62 86101 Fiscal Procedures Approved: \1414"-lizeati Date: 01/14/2021 Attachment: City of Riverside's FY 2020/21 Amendment 1 Request Approved by the Western Riverside County Programs and Projects Committee on January 25, 2021 In Favor: 11 Abstain: 0 No: 0 Agenda Item 7F 383 CITIOF F�VERSIDE MEMO Special Transportation Division Parks, Recreation and Community Services Department DATE: 12/8/2020 TO: Eric DeHate, Transit Manager Riverside County Transportation Commission FROM: Jessica Jacquez, Management Analyst, City of Riverside CC: Monica Morales, Management Analyst, RCTC Ron Profeta, Transit Manager, City of Riverside RE: FY2020/21 SRTP — Table 4 Amendment #1 This City of Riverside is requesting an amendment to Table 4: Summary of Funds Requested for FY 2020/21 to reflect the following changes: • Request LTF Operating Assistance of $16,000 to provide match balance required for FTA 5307 preventative maintenance grant • Include $64,000 Toll Credit funds in Table 4 Attached is a copy of the revised Table 4 highlighting the changes above. 384 111 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Table 4.0 - Summary of Funding Requests - FY 2020/21 City of Riverside Original Operating Project Total Amount of Funds 5307 RS CARES 5307 RS OB 5339 RS SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Operating FY2020-21 $5,360,000 $5,040,000 $320,000 Sub -total Operating $5,360,000 $5,040,000 $320,000 $0 $0 $0 $0 $0 Capital Project Total Amount of Funds 5307 RS CARES 5307 RS OB 5339 RS SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Bus Replacement - 21-1 $400,000 $320,000 $45,957 $4,695 $29,348 Dispatch Renovation - 21-2 $80,000 $50,000 $30,000 TransTrack Upgrade - 21-3 $80,380 $80,380 Sub -total Capital $560,380 $0 $0 $320,000 $95,957 $4,695 $110,380 $29,348 Total Operating & Capital $5,920,380 $5,040,000 $320,000 $320,000 $95,957 $4,695 $110,380 $29,348 FY 2020/21 Projected Funding Details 5307 RS CARES 5307 RS OB Total Estimated Operating Funding Request 5339 RS SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Total Estimated Capital Funding Request $5,040,000 $320,000 $5,360,000 $320,000 $95,957 $4,695 $110,380 $29,348 $560,380 Total Funding Request $5,920,380 Trans Track ManagerTM 1/13/2021 11:45:20 ET 385 Page 1 of 1 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Table 4.0 - Summary of Funding Requests - FY 2020/21 City of Riverside Amendment # 1 Operating Project Total Amount of Funds 5307 RS CARES 5307 RS OB 5339 RS LTF SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Operating FY2020-21 $5,376,000 $5,040,000 $320,000 $16,000 Sub -total Operating $5,376,000 $5,040,000 $320,000 00 $16,000 $0 $0 SO $0 Capital Project Total Amount of Funds 5307 RS CARES 5307 RS OB 5339 RS LTF SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Bus Replacement -21-1 $400,000 $320,000 $45,957 $4,695 $29,348 Dispatch Renovation -21-2 $80,000 $50,000 $30,000 TransTrack Upgrade - 21-3 $80,380 $80,380 Sub -total Capital $560,380 $0 $0 $320,000 $0 $95,957 $4,695 $110,380 $29,348 Total Operating & Capital $5,936,380 $5,040,000 $320,000 $320,000 $16,000 $95,957 $4,695 $110,380 $29,348 FY 2020/21 Projected Funding Details 5307 RS CARES 5307 RS OB LTF Total Estimated Operating Funding Request 5339 RS SGR PUC99313 SGR PUC99314 STA PUC99313 STA PUC99314 Total Estimated Capital Funding Request 55,040,000 $320,000 64,000 of Toll Credits Used as a match. $16,000 $5,376,000 $320,000 $95,957 54,695 $110,380 $29,348 $560,380 Total Funding Request 55,936,380 TransTrack Manager," 1/13/202111:48:51 ET Page 1 of 1 386 AGENDA ITEM 7G RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects and Committee Jennifer Crosson, Toll Operations Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Change Order to Amend the Interstate 15 Express Lanes Project Toll Services Agreement with Kapsch TrafficCom USA to Provide Maintenance Services for WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS AND COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Change Order No. 7B to Agreement No. 16-31-043-00 for the Interstate 15 Express Lanes Project (1-15 ELP) with Kapsch TrafficCom USA Inc. (Kapsch) to provide five years of maintenance services (March 2021 through February 2026) for the 91 Express Lanes Roadside Tolling System in the amount of $4,387,410, plus a contingency amount of $500,000, for a total amount not to exceed $4,887,410; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project. BACKGROUND INFORMATION: In April 2017 Governor Brown signed Senate Bill 132 (SB 132) which appropriated $427 million to the Riverside County Transportation Efficiency Corridor (RCTEC) for five projects. SB 132 allocated $180 million to the I-15/SR-91 Express Lane Connector (15/91 ELC). The 15/91 ELC will provide a tolled express lanes connector between the existing 91 Express Lanes and the future 15 Express Lanes to the north of SR -91 (Figure 1: Vicinity Map). Agenda Item 7G 387 I-15/SR-91 Express Lanes Connector ■ Eastvale Norco Hidden Valley Pkwy C) j Corona tP 00 O 0 Project Limits Lake Matthews Figure 1: 15/91 Express Lanes Connector Project Vicinity Map SB 132 also statutorily created a task force to develop recommendations to accelerate project delivery of the RCTEC projects. On June 27, 2017, Governor Brown signed budget trailer bill Assembly Bill 115 (AB 115) through which the Commission received additional project delivery authority to ensure cost-effective and timely delivery of the 15/91 ELC. At its October 2017 meeting, the Commission approved an overall procurement strategy for the 15/91 ELC to secure all the services and construction needed to deliver the project. The approved strategy consists of a series of contract amendments, as permitted by AB 115, to existing 91 Project and 1-15 ELP contracts with engineering companies, contractors, toll vendors, legal, and financial advisors. At its July 2018 meeting, the Commission approved Change Order No. 5 to Agreement No. 16-31-043-00 for the 1-15 ELP to Kapsch to retrofit the roadside tolling system on State Route 91, which will allow the 91 Express Lanes and 15 Express Lanes to be integrated into a seamless tolling system. This retrofit work was completed in November 2019 and maintenance through February 2021 is covered under Change Order No. 5. Change Order 7B provides for continuing maintenance of the 91 Express Lanes Roadside Toll System for five additional years. The additional five years of maintenance would bring the 91 Agenda Item 7G 388 and 15 Roadside Toll System Maintenance contracts into time alignment with maintenance for both through February 2026. DISCUSSION: This request is to extend the maintenance of the tolling system on State Route 91 for the next five years, which will coincide with the operations of the 91 Express Lanes roadside tolling systems integrated with the 15 Express Lanes roadside tolling systems. With this extension, Kapsch will be providing maintenance for both the 91 Express Lanes and 15 Express Lanes roadside tolling systems, which should provide efficiency in their operations. This change order will be funded from toll revenues from the 91 Express Lanes operations. The services were previously provided for by Cofiroute USA. The Cofiroute contract has been reduced for roadside tolling systems maintenance. Based on the overall procurement strategy approved for the 15/91 ELC, staff supports a change order to the 1-15 ELP Toll Services agreement with Kapsch to design, install, and maintain replacement of the existing 91 Express Lanes roadside toll system to provide compatibility across the entire RCTC tolling environment. The Kapsch contract provided pre -negotiated rates for maintenance personnel. Staff worked with Kapsch to negotiate the costs related to the maintenance of the roadside toll system for the period required. Staff finds the negotiated costs to be fair and reasonable. RECOMMENDATION: Staff recommends approval of Change Order No. 7B to amend the Toll Services agreement between the Commission and Kapsch in the amount of $4,387,410, plus a contingency amount of $500,000, for a total amount not to exceed $4,887,410. Further, authorization is requested for the Chair or Executive Director to execute the amendment on behalf of the Commission and for the Executive Director or designee to approve contingency work up to the total not to exceed amount as required for the project. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2020/21 FY 2021/22+ Amount: $ 302,909 $ 4,584,501 Source of Funds: 91 Express Lanes toll revenues Budget Adjustment: No N/A GL/Project Accounting No.: 009199 81041 00000 0000 591 31 81002 Fiscal Procedures Approved: \I-b44-e4c1-ti, Date: 01/14/2021 Attachment: Draft Change Order No. 7B with Kapsch Agenda Item 7G 389 Approved by the Western Riverside County Programs and Projects Committee on January 25, 2021 In Favor: 11 Abstain: 0 No: 0 Agenda Item 7G 390 Sensitive Change Response / TSP Change Request RIVERSIDE COUNTY TRANSPORTATION COMMISSION 1-15 Toll Services Provider Contract Change Order No. 7B Pursuant to: (check appropriate box) ® pursuant to Section 20.4.1 of the Contract EXPRESS LINES Written Change Notice No. 7B, dated 28 September 2020, submitted by RCTC to TSP TSP Change Request No. , dated , submitted by TSP to RCTC pursuant to Section 20.6 of the Contract n Directive Letter No. , dated , submitted by RCTC to TSP pursuant to Section 20.3 of the Contract Reference is made to that certain Toll Services Contract (Contract No. 16-31-043-00) dated 26 January 2016, as amended, by and between Riverside County Transportation Commission ("RCTC"), a public entity of the State of California ("RCTC"), and Kapsch TrafficCom USA, Inc., a corporation organized under the laws of Delaware ("TSP"), as amended, together with all Exhibits and prior amendments (the "Contract"). This Change Order amends the Contract. Capitalized terms used, but not defined, in this Change Order have the meanings given in, and all Section and Exhibit references shall be to the Contract. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 1 391 Sensitive EXPRESS LINES SECTION 1— Narrative, Discussion of Additions, Deletions, Modifications to the Requirements of the Toll Services Contract A. Evaluation of Change including whether TSP considers any RCTC-Initiated Change to constitute a Change and the specific provision(s) of this Contract which permit a Change Order (Section 20.4.3(a)(i)): N/A — RCTC Initiated Change Order B. Overview of scope of Change (Section 20.4.3(a)(iii)). For detailed scope of Change, please complete the Change Response Price Form: All capitalized terms used in this Change Order #7B and not defined herein have the meanings given to such terms in the Toll Services Contract dated January 26, 2017 (as amended by this Change Order and the previous Change Orders), between the Riverside County Transportation Commission (RCTC) and Kapsch TrafficCom USA, Inc. (TSP) (together the Contract). RCTC plans to develop a new Express Lanes connector (ELC or ELC Project) between the SR -91 Express Lanes (SR -91 EL) and the future 1-15 Express Lanes being developed under the 1-15 Express Lanes Project (ELP Project). The ELC will consist of one Express Lane in each direction facilitating a direct east -to -north and south -to -west connection between the recently opened SR -91 Express Lanes extension and the future Express Lanes on 1-15. The ELC will allow SR -91 EL customers and 1-15 Express Lanes customers to make a continuous trip between the two Express Lane facilities. Part 1: SR -91 Retrofit to support upgraded roadside electronic tolling system Background The construction of the ELC will create new destinations accessible from the SR -91 Express Lanes and 1-15 Express Lanes. The 1-15 Express Lanes system shall be modified to allow for a new inter -facility pricing strategy. Given the access configuration and location of toll points on the SR -91 Express Lanes and the 1-15 Express Lanes, customers using the ELC will be required to use the RCTC segment of the SR -91 Express Lanes (RCTC SR -91 Express Lanes Segment) and one segment of the 1-15 Express Lanes (1-15 Express Lanes Segment). Prices for ELC transactions shall be combined with the RCTC SR -91 Express Lanes Segment and the 1-15 Express Lanes Segment, creating an inter -facility pricing zone. Additionally, tolls for trips beginning with segment one northbound on the 1-15 Express Lanes to the SR -91 Express Lanes westbound or SR -91 Express Lanes eastbound through segment four of the 1-15 Express Lanes southbound shall be combined. Pricing between the SR -91 Express Lanes and the 1-15 Express Lanes will require an interface between the SR -91 Express Lanes and 1-15 Express Lanes toll systems to collect and exchange entry time data. For example, Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 2 392 Sensitive EXPRESS LINES the SR -91 Express Lanes toll system would need to know the time that ELC users saw the SR -91 Express Lanes price so that the appropriate toll could be charged. The ELC pricing strategy is illustrated in Figure 1. This strategy introduces a new pricing zone that encompasses the RCTC SR -91 Express Lanes Segment and the entirety of the 1-15 Express Lanes so that the price to travel to the ends of the 1-15 Express Lanes would be displayed at the SR -91 County Line and the price to travel to the SR -91 County Line would be displayed on 1-15 Express Lanes signs. The Parties intend that the scope of the Project under the Contract shall be made up of 3 Sub projects: 1) The toll services work for the SR -91 Express Lanes described in previous Change Order #5 and previous Change Order #6 (SR -91 Subproject); 2) The toll services work for the 1-15 Express Lanes Project (ELP Subproject) — described in the Contract as of the Effective Date; and 3) The toll services work for the ELC Subproject to be described in a future Change Order. The subprojects shall include the following phases of D&D Work described (Phases): 1) SR -91 Subproject a. SR -91 Phase 1 —Tolling System Retrofit (described in Change Order #5): Retrofit the existing RCTC SR -91 Express Lanes Segment roadside electronic tolling system (currently Neology) with TSP's roadside electronic tolling system of the same design as the roadside electronic tolling system being installed on the 1-15 for the ELP Project to provide compatibility across the entire RCTC tolling environment and add additional capabilities to the RCTC SR -91 Express Lanes Segment (i.e., 6C compatibility) that are being introduced in the ELP Project. The ETC Host will provide "core" services only by creating vehicle transactions and transmitting them to the SR -91 Operator for trip -building. b. SR -91 Phase 2 — New Tolling Infrastructure — described in Change Order (Change Order #6) i. South Gantry (including SR -91 (Gantry) Turnover Package 5) 2) Install new tolling equipment on the South Gantry to be included in Turnover Package 5. This tolling point will have 1 toll lane in each direction. The tolling point will be tied into the existing SR -91 fiber communications system, and shall, upon completion communicate with the new ETC Host which will be located at the RCTC Operations Center ROC). 3) After the new tolling point is put into Revenue Service, the TSP will decommission the existing toll point at the I-15/SR-91 interchange by removing the toll equipment from the site, before the gantries are removed due to ELC Project construction. The equipment will be returned to RCTC inventory. i. County Line VTMS (including SR -91 (VTMS) Turnover Package 6) 1. Install new VTMS price sign equipment consisting of LED displays for pricing for 3 destinations. This VTMS price sign will be tied into the Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 3 393 Sensitive EXPRESS LINES existing SR -91 fiber communications network, and shall, upon completion, communicate to the ELP Project ROC. 2. RCTC will provide a sign gantry structure. TSP will insert LED pricing modules into a sign panel provided by RCTC. RCTC will provide supporting structural elements to allow TSP to attach LEDs to the sign panel structure. 3. A Yagi antenna will be mounted to the new VTMS sign to support determination of delay for assignment of toll pricing in the Eastbound direction on the SR -91 Express Lanes. 4. TSP will implement temporary pricing support utilizing the existing INFO CMS (at station 524+00 on SR -91) utilizing existing network connections, and the new sign manager software (planned for the new County -Line VTMS) if delivery of the new County -Line VTMS structure is delayed past ELP Revenue Service Commencement. This is referred to as "County -Line VTMS Plan B". County -Line VTMS Plan B shall be implemented, tested, and functional no later than ELP Package 4 Turnover. ii. Network Revisions - Connect SR -91 Tolling Infrastructure to the 1-15 ROC 1. Including the SR -91 Tolling Points as part of the overall Trip Building/Trip Pricing process for the 1-15 and RCTC SR -91 Express Lanes Segment — this work is included in previous Change Order #3 2. After ELP Subproject has reached Revenue Service, the tolling locations on the RCTC SR -91 Express Lanes Segment will be disconnected from communicating with the SR -91 Operator, and will be reconnected with the new ETC Host located at the new ELP Project ROC as described in this Change Order (Change Order #6) 3. Includes changes to the Back Office System software to support multi -facility trip tolling. 4) ELP Subproject — including Turnover Packages 1, 2, 3 and 4 to be performed as described in the Contract as of the Effective Date. 5) ELC Subproject — including Turnover Package 7 — to be more fully described in a future Change Order. Install new tolling equipment on 3 future gantries — North Gantry, West McKinley Gantry, and East McKinley Gantry. Install additional CCTV and TTMS equipment to support the monitoring of the new tolling points. These new tolling points will be tied into the new 1-15 fiber communications system or SR -91 fiber communications system (as determined during design, and communication with the new 1-15 ROC facility. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 4 394 Sensitive EXPRESS LINES Part 2: Work under this Change Order A. SR -91 O&M Work TSP acknowledges that: During the SR -91 O&M Term, TSP will perform the following O&M Work (collectively, the SR -91 O&M Work): (a) Maintenance Services to support the RCTC SR -91 Tolling in accordance with Technical Provisions (TP), Section 16 (the "SR -91 Maintenance Work"). (b) All other provisions of the Contract apply to this SR -91 O&M Work. Part 3: Other Material Terms 1) Bonding Requirements a. As a condition of performing the O&M work on the SR -91, TSP shall provide and maintain the SR -91 Maintenance Performance Bond (Attachment 3-A) and the SR -91 Maintenance Payment Bond (Attachment 3-B). RCTC will release the SR - 91 Maintenance Performance Bond upon expiry of the SR -91 O&M Term, provided that no outstanding claims are then pending or threatened against TSP under the Contract in connection with the SR -91 O&M Work. RCTC will release the SR -91 Maintenance Payment Bond (i) upon receipt of (A) evidence satisfactory to RCTC that all Persons eligible to file a claim against the bond have been fully paid and (B) unconditional releases of Liens and stop notices from all Subcontractors who filed preliminary notice of a claim against the Bond, or (ii) upon expiration of the statutory period for Subcontractors to file a claim against the Bond if no Claims have been filed. Part 4: SR -91 ROW Access RCTC will provide TSP with access to the SR -91 ROW for the purposes of performing the SR -91 O&M Work, provided that (i) TSP shall obtain a rider to the existing RCTC encroachment permit providing TSP with access to the SR -91 Site prior to commencing work on the site and shall comply with the requirements of such permit, and (ii) TSP shall comply at all times with TSP's safety and security procedures and all applicable requirements of this Contract and Technical Provisions. Part 5: Additional Definitions (Exhibit 1 to the Contract) SR -91 Maintenance Payment Bond means a Maintenance Payment Bond in the form attached to this Change Order #7B as Attachment 3-B (with such modifications as RCTC approves by Notice, in its sole discretion). SR -91 Maintenance Performance Bond means a Maintenance Performance Bond in the form attached to this Change Order #7B as Attachment 3-A (with such modifications as RCTC approves by Notice, in its sole discretion). Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 5 395 Sensitive EXPRESS LINES years). SR -91 O&M Term means the period commencing on March 1, 2021 and continuing for 60 months (5 SR -91 O&M Work means SR -91 Maintenance Work. Part 6: Impacts on Existing Definitions and Contract Provisions The definition of "Indemnified Parties" is revised to add Orange County Transportation Authority and its officers, directors, board members, employees, consultants, representatives and agents. For purposes of the SR -91, the Setting Date, the Effective Date and similar reference dates under the Contract will be the date of issuance of this Change Order. Except as specifically provided otherwise in this Change Order: 1) Defined terms previously applying generally to the ELP Project (such as "Project," "D&D Work," "Toll Services," "Work," "Completion Deadlines," "Total Capital Cost," etc.): (a) will retain the same names and the definitions will be revised to include SR -91 (Phase 1, 2, 3, and 4) and ELC; but (b) corresponding ELP Project -specific defined terms will also be created so as to distinguish from SR -91 and ELC as needed. 2) Provisions in the Contract of general application to the ELP Project (such as TSP's indemnities, events of default) will also apply to SR -91 and ELC. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 6 396 Sensitive EXPRESS LINES L I-15 Trip Pricing Zone SR -91 Trip Pricing Zones New 91/15 Trip Pricing Zone Existing SR -91 Sign Proposed 1-15 Sign Red text indicates impacts to existing/planned signs Ln N aui1RaunoD ■ 09 -MS NSL-1 N E n 0 m m 0 aun /qunoj 16 1 pb oalefe0 I and a}iuowi1 1 L au]i AiunoD 16 I pil onlefea 1 15 1 L Limonite Ave — — r 1 awl AlunoJ i6 I im oolefej I I and oue}uo 1 L Sixth St ■ 1 SR -60 Limonite Ave 1 SR -60 New sign required upstream of CL egress 1 pa oaiefeJ 1 1 1 Magnolia Ave — — Ontario Ave — — CajalcoRd — — -i1 SR 55 -Sixth St SR -60 91 County Line T Magnolia Ave I I SR -60 I L91County Line I Figure 1 C. Analysis of (impact of the Change on the performance of other aspects of the D&D Work, O&M Work, RCTC or RCTC's toll operations (as applicable); (Section 20.4.3(a)(v)): All impacts of the Change are reflected in this Change Order #7B, and there are no other impacts of the Change on the performance of other aspects of the D&D Work, O&M Work, RCTC or RCTC's toll operations. D. Proposed plan for mitigating impacts of the Change (Section 20.4.2(a)(x)): Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 7 397 Sensitive EXPRESS LINES N/A E. Additions / deletions / modifications to the requirements of the Contract including KPIs (if any) (Section 20.4.3(a)(viii)): See Redlined Technical Provisions Attachment 2. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 8 398 Sensitive EXPRESS LINES SECTION II — Cost Impact(s) A. Summary Compensation under this Change Order is to be paid (check the applicable boxes below): ❑ n/a' $0.00 ("no cost") Change Order. ❑ as a lump sum adjustment to the Contract Price in the amount of dollars ($ )• ❑ as a series of monthly payments in accordance with Attachment 1A through 1 E — SR -91 O&M — Price Sheet — Monthly Payments ❑ as an adjustment to Total O&M Years 1 and 2 Cost or Total O&M Years 3, 4 and 5 Cost ❑ as a Unit Price Change Order for increases or decreases in the Contract Price [not to exceed] / [in the amount of] dollars ($ )) ❑ as a Time and Materials Change Order, [not to exceed dollars ($ )] as is set forth below, under Section I I(B)([21 / [31)./select the proper reference] ❑ If more than one box has been checked, also check this box and summarize terms here: Documentation supporting the Change Order is attached as Annex[es] [through 1. B. Special Considerations 1. Delay and disruption damages for Excusable Delay (Section 20.10). ® n/a Compensation available for Change Orders are (only) extra Work Costs and delay Costs directly attributable to the proposed Change and exclude certain costs and expenses. • Total extra Work Costs: $ • Total delay and disruption damages: $ If $0 (i.e., a "no cost" Change Order), leave remainder of Section II blank. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 9 399 Sensitive Discussion (if any): EXPRESS LINES 2. Deductive RCTC Changes. ® n/a If this Change Order is a deductive change Net Cost2 Savings attributable to the deductive change $ Amount due to RCTC attributable to the deductive Change (or which can be used by RCTC, in its sole discretion, to offset payment to TSP) $ Discussion (if any): 2 When both additions and reductions are involved in any one Change Order, the adjustment shall be determined on the basis of net increase or decrease. TSP Margin will be allowed only for the net increase in labor Cost in order to establish the amount to be added to the Contract Price. In determining a deductive change order, any deduction will include the amount of TSP Margin and Audited Overhead which would have been payable on such amounts by RCTC in accordance with Section 20. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 10 400 Sensitive SECTION III — Completion Deadline Impacts (Applicable to All Change Orders) The status of the CSC Commencement Deadline is as follows: EXPRESS LINES ® Unaffected by this Change Order ❑ Affected by [extending] / [accelerating] the date of the CSC Commencement Deadline by calendar days to calendar days prior to Revenue Service Commencement. The status of the Revenue Service Commencement Deadline is as follows: ® Unaffected by this Change Order ❑ Affected by [extending] / [accelerating] the date of the Revenue Service Deadline by calendar days to Days after the Package 4 Turnover Date. The status of the total Float is as follows: • Unaffected by this Change Order Affected by this Change Order as follows: If this Change Order is issued as a result of, or relating to, an Excusable Delay or a shortening time, TSP's Critical Path time impact delay analysis is attached as Annex (Section 20.4.3(a)(vi)). ® n/a Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 11 401 Sensitive EXPRESS LANES SECTION IV - (Reviewed and recommended agreed by TSP's [Project Manager-D&D Workl or [Project Manager -O&M Workl) By: Name: Jason Stewart Title: Project Manager Date: Comments: Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 12 402 Sensitive SECTION V - (Reviewed and agreed by TSP) EXPRESS LINES The undersigned Authorized Representative of TSP hereby certifies, under penalty of perjury, as follows: 1. Sections I, II and HI of this Change Order, including all Worksheets and Annexes, collectively represent a true, accurate and complete summary of all aspects of this Change Order. 2. The amounts of time and/or compensation set forth in this Change Order (a) are, in each case, justified as to entitlement and amount, (b) reflect all changes to compensation for and scheduling of the Project (inclusive of all Subcontractor and Supplier amounts, impacts), (c) is complete, accurate and current and (d), in each case, the amounts of time, if any, and/or compensation, if any, agreeable to, and is hereby agreed by, TSP. 3. This Change Order includes all known and anticipated impacts or amounts, direct, indirect and consequential, which have been and may be incurred, as a result of the event, occurrence or matter giving rise to this Change Order. This Change Order constitutes a full and complete settlement of all Losses, Claims, matters, issues and disputes existing as of the effective date of this Change Order, of whatever nature, kind or character relating to the event, occurrence or matter giving rise to this Change Order and the performance of any extra Work that this Change Order documents or relates, including all direct and indirect costs for services, equipment, manpower, materials, overhead, profit, financing, delay and disruption arising out of, or relating to, the issues set forth herein. TSP acknowledges that it shall not be entitled to assert any Claim for relief under the Contract for delay, disruption costs or any other adverse financial or Project Schedule impacts existing as of the effective date of this Change Order and arising out of, or relating to, the event, occurrence or matter giving rise to this Change Order or such extra Work. 4. If the foregoing Change Order includes claims of Subcontractors or Suppliers, TSP represents that authorized representatives of each Subcontractor and Supplier, if any, reviewed such claims, this Change Order and accept this Change Order as dispositive on the same, subject to separate Contract between TSP and each such Subcontractor and Supplier, as applicable. Furthermore, TSP has determined in good faith that such claims are justified as to both entitlement and amount. 5. The cost and pricing data forming the basis for the Change Order is complete, accurate and current, with specific reference to the California False Claims Act (Government Code section 12650 et. seq.) and the U.S. False Claims Act (31 USC § 3729 et seq.) 6. It is understood and agreed that this Change Order shall not alter or change, in any way, the force and effect of the Contract, including any previous amendments) thereto, except insofar as the same is expressly altered and amended by this Change Order. 7. This Change Order supersedes all prior commitments, negotiations, correspondence, conversations, Contracts or understanding applicable to the issues addressed herein. No deviation from the terms hereof shall be predicated upon any prior representations or Contracts, whether oral or written, other than the Contract, as amended in accordance with its terms. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 13 403 Sensitive EXPRESS LINES 8. This Change Order is binding upon, and shall insure to the benefit of, each of the parties and their respective heirs, personal representatives, successors and assigns. IN WITNESS, WHEREOF, TSP, intending to be legally bound, has executed this Change Order as of the date below. Date: TSP: Kapsch TrafficCom USA, Inc. By: Name: Robert Corion Title: Senior Vice President, Delivery and Operations The undersigned Guarantor hereby (i) acknowledges and consents to this CHANGE ORDER NUMBER 5; (ii) reaffirms that certain Guaranty dated as of , 201_ (the "Guaranty"), executed by the undersigned; and (iii) agrees that the Guaranty remains in full force and effect and binding upon the undersigned as of the date hereof. Date: Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services TSP: Kapsch TrafficCom AG By: Name: Title: 14 404 Sensitive EXPRESS LINES SECTION VI - (Reviewed and recommended by RCTC) By: Name: David Thomas Title: Toll Project Manager Date: By: Name: Michael Blomquist Title: Toll Project Director Date: Comments: Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 15 405 Sensitive EXPRESS LINES SECTION VII - (Agreed by RCTC's Authorized Representative) IN WITNESS WHEREOF, RCTC, intending to be legally bound, has executed this Change Order as of the date first written above. Date: RCTC (the effective date of this Change Order) RIVERSIDE COUNTY TRANSPORTATION COMMISSION Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services By: Name: Anne Mayer Title: Executive Director 16 406 Sensitive ATTACHMENT 1A SR -91 O&M — PRICE SHEET — MONTHLY PAYMENTS YEAR 1 — MARCH 2021 THROUGH FEBRUARY 2022 EXPRESS LINES # Item Description Unit Qty Unit Price Total 1 Labor—Kapsch SR -91 O&M Work Lot 1 $647,272.34 $647,272.34 2 Subcontractors Maintenance Service Contracts, Lane Closures, Security Services Lot 1 $79,152.14 $79,152.14 3 ODCs Technician ODCs — Vehicle Lease, Fuel, Maintenance, tolls, etc. Lot 1 $31,455.36 $31,455.36 4 Materials Spares, Consumables, RMA and Repair Lot 1 $150,846.08 $150,846.08 Total O&M Costs — Year 1 $908,725.92 12 months @ per month $75,727.16 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 17 407 Sensitive ATTACHMENT 1B SR -91 O&M — PRICE SHEET — MONTHLY PAYMENTS YEAR 2 — MARCH 2022 THROUGH FEBRUARY 2023 EXPRESS LINES # Item Description Unit Qty Unit Price Total 1 Labor—Kapsch SR -91 O&M Work Lot 1 $674,582.62 $674,582.62 2 Subcontractors Maintenance Service Contracts, Lane Closures, Security Services Lot 1 $79,152.14 $79,152.14 3 ODCs Technician ODCs — Vehicle Lease, Fuel, Maintenance, tolls, etc. Lot 1 $30,996.94 $30,996.94 4 Materials Spares, Consumables, RMA and Repair Lot 1 $55,491.26 $55,491.26 Total O&M Costs — Year 2 $840,222.96 12 months @ per month $70,018.58 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 18 408 Sensitive ATTACHMENT 1C SR -91 O&M — PRICE SHEET — MONTHLY PAYMENTS YEAR 3 — MARCH 2023 THROUGH FEBRUARY 2024 EXPRESS LINES # Item Description Unit Qty Unit Price Total 1 Labor—Kapsch SR -91 O&M Work Lot 1 $702,132.26 $702,132.26 2 Subcontractors Maintenance Service Contracts, Lane Closures, Security Services Lot 1 $79,152.14 $79,152.14 3 ODCs Technician ODCs — Vehicle Lease, Fuel, Maintenance, tolls, etc. Lot 1 $31,159.73 $31,159.73 4 Materials Spares, Consumables, RMA and Repair Lot 1 $55,491.27 $55,491.27 Total O&M Costs — Year 3 $867,935.40 12 months @ per month $72,327.95 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 19 409 Sensitive ATTACHMENT 1D SR -91 O&M — PRICE SHEET — MONTHLY PAYMENTS YEAR 4 — MARCH 2024 THROUGH FEBRUARY 2025 EXPRESS LINES # Item Description Unit Qty Unit Price Total 1 Labor—Kapsch SR -91 O&M Work Lot 1 $713,520.20 $713,520.20 2 Subcontractors Maintenance Service Contracts, Lane Closures, Security Services Lot 1 $79,152.14 $79,152.14 3 ODCs Technician ODCs — Vehicle Lease, Fuel, Maintenance, tolls, etc. Lot 1 $31,227.02 $31,227.02 4 Materials Spares, Consumables, RMA and Repair Lot 1 $55,491.24 $55,491.24 Total O&M Costs — Year 4 $879,390.60 12 months @ per month $73,282.55 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 20 410 Sensitive ATTACHMENT 1E SR -91 O&M — PRICE SHEET — MONTHLY PAYMENTS YEAR 5 — MARCH 2025 THROUGH FEBRUARY 2026 EXPRESS LINES # Item Description Unit Qty Unit Price Total 1 Labor—Kapsch SR -91 O&M Work Lot 1 $725,195.10 $725,195.10 2 Subcontractors Maintenance Service Contracts, Lane Closures, Security Services Lot 1 $79,152.14 $79,152.14 3 ODCs Technician ODCs — Vehicle Lease, Fuel, Maintenance, tolls, etc. Lot 1 $31,296.01 $31,296.01 4 Materials Spares, Consumables, RMA and Repair Lot 1 $55,491.27 $55,491.27 Total O&M Costs — Year 5 $891,134.52 12 months @ per month $74,261.21 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 21 411 Sensitive ATTACHMENT 2 ADDITIONAL AND REVISED TECHNICAL PROVISIONS EXPRESS LINES CHANGE #1 — The following provisions are modified in the new Subsection 2.13.7 (originally added in Change Order #5): "2.13.7 Coordination with SR -91 Operator RCTC is currently under contract with the SR -91 Operator for the operations and maintenance of the toll system on SR -91. TSP shall coordinate with the SR -91 Operator in the deployment and transitions of the ETC on SR91. The TSP shall be responsible for the implementation, operations, coordination and maintenance of SR -91 ETC per Table 1. No. Express Lanes TSP SR 91 Operator RCTC Toll Collection System 1 Toll Utility Buildings (TUB) X 2 A/C TUB (See NOTE 1 below) X 3 Fire Suppression System (See NOTE 2 below) X 4 Phone Communications X 5 CCTV TUB Security X 6 Security Access X 7 TUB Cleaning X 8 Toll Gantry Structure (See NOTE 1 below) X 9 Equipment Cabinet X 10 Generator & ATS X 11 Septic Tank X 12 Plumbing and water system X 13 Utility — power (See NOTE 1 below) X 14 Server Racks & Equipment X X (TBD) 15 Pass through communications (CCTV) X 16 High Mast Lighting (within Toll Zone) X Communication Network 17 Conduit X 18 Fiber X 19 Roadway CCTV X Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 22 412 Sensitive 20 Existing CMS 21 Utility connection to CCTV EXPRESS LINES Coordination 22 CHP X 23 Freeway Service Patrol X 24 Caltrans Maintenance X 25 Other Agencies Table 1 — SR -91 Roles and Responsibilities NOTE 1: TSP shall be responsible for oversight of the repair of damage, regardless of cause. If required and upon approval of RCTC, TSP shall be responsible for acquiring and overseeing any third -party repair. The costs of the third -party repair shall be the responsibility of RCTC. The acquisition of a third - party and oversight of the repair shall be the responsibility of the TSP at no additional cost to RCTC. NOTE 2: TSP shall provide oversight when third -party contractors are providing service for RCTC items, in order to ensure that there will be no damage to the tolling equipment. CHANGE #2 — The following paragraph is added to Subsection 16.6.1: "16.6.1 Permitted Lane Closures of 91 Express Lanes Add the following paragraph: TSP is allowed six (6) off peak Lane Closure hours for the SR -91 Express Lanes per month. The closures are subject to approval by RCTC and will fall within the off-peak windows set forth in Section 4.7.3, Table 4-1. Closure restrictions for designated holidays and special days are also included in Section 4.7.3. TSP shall pay to RCTC Lane Closure Charges for Permitted Lane Closures of SR -91 Express Lanes outside the 6 hours per month as set forth in Exhibit 22 of the Contract. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 23 413 Sensitive ATTACHMENT 3-A FORM OF SR -91 MAINTENANCE PERFORMANCE BOND Contract No. Bond No. KNOW ALL WHO SHALL SEE THESE PRESENTS: EXPRESS LINES THAT WHEREAS, The Riverside County Transportation Commission, a public entity of the State of California ("RCTC"), has awarded Kapsch TrafficCom USA, Inc., a corporation organized under the laws of Delaware (formerly Kapsch TrafficCom Transportation NA, Inc., a corporation organized under the laws of Michigan) ("Principal") a contract to design, implement, operate and maintain a toll collection system ("Toll Services") for the 1-15 Express Lanes Project; AND WHEREAS, Principal and RCTC have entered into a Toll Services Contract bearing the date of January 26, 2017 (as amended, the "Contract") to provide Toll Services in accordance with the terms of the Contract; AND WHEREAS, it is one of the conditions to SR -91 Revenue Service Commencement under the Contract that these presents shall be executed; NOW THEREFORE, We the undersigned Principal and Everest Reinsurance Company (the "Surety"), an admitted surety insurer in the State of California, are firmly bound and held unto RCTC, in the amount of ("Bonded Sum") good and lawful money of the United States of America for the payment whereof, well and truly to be paid to RCTC, we bind ourselves, our heirs, successors, executors, administrators, and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THE FOREGOING OBLIGATION IS SUCH THAT: 1. The Contract is incorporated by reference in this Bond. 2. Unless the context otherwise requires, capitalized terms used but not separately defined in this Bond have the meaning given to them in the Contract. 3. If Principal or its heirs, successors, executors, administrators or assigns shall in all things stand to and abide by and well and truly keep, perform and complete all covenants, conditions, agreements, obligations and work under the Contract, including any and all amendments, supplements, and alterations made to the Contract as therein provided, on Principal's part to be kept and performed at the time and in the manner therein specified with respect to the SR -91 O&M Work, and shall indemnify, defend and save harmless RCTC and all other Indemnified Parties, as therein stipulated, then this obligation shall become null and void; otherwise it shall remain in full force and effect. In case suit is brought upon this Bond, the Surety will pay reasonable attorney's fee to be fixed by the court. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 24 414 Sensitive EXPRESS LINES 4. The obligations covered by this Bond specifically include the performance of each and every obligation of Principal under the Contract with respect to the SR -91 O&M Work, including its liability for Liquidated Damages and warranties as specified in the Contract, but not to exceed the Bonded Sum. 5. The Surety agrees that no change, extension of time, alterations, additions, omissions or other modifications of the terms of the Contract, or in the work to be performed with respect to the SR -91 O&M Work, or in the specifications or plans, or any change or modification of any terms of payment or extension of time for any payment pertaining or relating to the Contract, or any rescission or attempted rescission of the Contract or this Bond, or any conditions precedent or subsequent in this Bond attempting to limit the right of recovery of RCTC seeking to recover from this Bond, or any fraud practiced by any other person other than RCTC seeking to recover from this Bond, shall in any way affect its obligations on this Bond, and it does hereby waive notice of such changes, extension of time, alterations, additions, omissions or other modifications. 6. The Surety agrees that payments made to contractors and suppliers to satisfy claims on the payment bond do not reduce the Surety's legal obligations under this Bond. Payments made to contractors or suppliers under any agreement where the Surety has arranged for completion of the work to satisfy this Bond will not be considered payment bond claims. 7. Whenever Principal shall be, and is declared by RCTC to be, in default under the Contract, provided that RCTC is not then in material default thereunder, the Surety shall promptly: (a) remedy such default, or (b) complete the work covered by this Bond in accordance with the terms and conditions of the Contract, or (c) select a contractor or contractors to complete all work covered by this Bond in accordance with the terms and conditions of the Contract then in effect, using a contractor or contractors approved by RCTC (provided, however, that the Surety may not select Principal or any affiliate of Principal to complete the work for and on behalf of the Surety without RCTC's express written consent, in its sole discretion), arrange for a contract meeting the requirements of the Contract between such contractor or contractors and RCTC, and make available as work progresses (even though there should be a default or a succession of defaults under such contract or contracts of completion arranged under this paragraph) sufficient funds to pay the cost of completion less the unpaid balance of the SR -91 O&M Cost; but not exceeding, including other costs and damages for which Surety is liable hereunder, the Bonded Sum. 8. If Surety does not proceed as provided in Paragraph 7 of this Bond with reasonable promptness, Surety shall be deemed to be in default on this Bond fifteen (15) days after receipt of an additional Notice from the RCTC to Surety demanding that Surety perform its obligations under this Bond, and RCTC shall be entitled to enforce any remedy available to RCTC. 9. The guarantees contained in this Bond shall survive SR -91 O&M Work required to be performed during the SR -91 O&M Term with respect to those obligations of Principal which survive the SR -91 O&M Term. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 25 415 Sensitive EXPRESS LINES IN WITNESS WHEREOF, we have hereunto set our hands and seals on this at on this day of , A.D., 20_. PRINCIPAL: KAPSCH TRAFFICCOM USA, INC. Surety (full legal name): Everest Reinsurance Company Address: 461 5th Avenue New York NY 10007 By: Richard A Leveroni, Attorney -in Fact Contact Name: Richard A Leveroni Phone: (860) 269-2179 Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services By: Name: Robert Corion Title: Senior Vice President Delivery and Operations Address: 106 E 6th St., Suite 833 Austin, TX 78701 Contact Name: Deborah A. Wiebe Phone: (713) 689-9235 26 416 Sensitive EXPRESS LINES [Note: The bond shall be signed by authorized persons. Where such persons are signing in a representative capacity (e.g., an attorney -in -fact), but is not a member of the firm, partnership, or joint venture, or an officer of the legal entity involved, evidence of authority to sign must be furnished and a Power of Attorney attached.] Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 27 417 Sensitive CALIFORNIA ALL PURPOSE ACKNOWLEDGEMENT STATE OF CALIFORNIA ) ss. COUNTY OF EXPRESS LINES On before me, , a notary public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (AFFIX NOTARIAL SEAL) Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services NOTARY PUBLIC 28 418 Sensitive ATTACHMENT 3-B FORM OF SR -91 MAINTENANCE PAYMENT BOND Contract No. Bond No. KNOW ALL WHO SHALL SEE THESE PRESENTS: EXPRESS LINES THAT WHEREAS, The Riverside County Transportation Commission, a public entity of the State of California ("RCTC"), has awarded Kapsch TrafficCom USA, Inc., a corporation organized under the laws of Delaware (formerly Kapsch TrafficCom Transportation NA, Inc., a corporation organized under the laws of Michigan) ("Principal") a contract to design, implement, operate and maintain a toll collection system ("Toll Services") for the 1-15 Express Lanes Project; AND WHEREAS, Principal and RCTC have entered into a Toll Services Contract (as amended, the "Contract") bearing the date of January 26, 2017 to complete the Toll Services in accordance with the terms of the Contract; AND WHEREAS, it is one of the conditions to SR -91 Revenue Service Commencement under the Contract that these presents shall be executed; NOW THEREFORE, We the undersigned Principal and Everest Reinsurance Company (the "Surety"), an admitted surety insurer in the State of California, are firmly bound and held unto RCTC, in the sum of ("Bonded Sum") good and lawful money of the United States of America for the payment whereof, well and truly to be paid to RCTC, we bind ourselves, our heirs, successors, executors, administrators, and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THE FOREGOING OBLIGATION IS SUCH THAT: 1. The Contract is incorporated by reference in this Bond. Unless the context otherwise requires, capitalized terms used but not separately defined in this Bond have the meaning given to them in the Contract. 2. If Principal, its Subcontractors, hires, successors, executors, administrators or assigns shall fail to pay: (a) any of the persons named in Civil Code section 9100 involved in performance of the SR -91 O&M Work as provided for under the Contract; (b) any amounts due under the Unemployment Insurance Code with respect to the SR -91 O&M Work; (c) any amounts required to be deducted, withheld and paid over to 1302 Franchise Tax Board from the wages of employees of the Principal and its Subcontractor pursuant to Revenue and Taxation Code Section 18662 et seq. with respect to such labor; or Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 29 419 Sensitive EXPRESS LINES (d) anyone required to be paid by law with respect to the SR -91 O&M Work, then Surety shall pay for the same in an amount not to exceed the Bonded Sum; otherwise this obligation shall be null and void; otherwise it shall remain in full force and effect. In case suit is brought upon this Bond, the Surety will pay reasonable attorney's fee to be fixed by the court. 3. This Bond shall inure to the benefit of any of the persons named in Civil Code Section 9100 or anyone required to be paid by law under the Contract with respect to the SR -91 O&M Work so as to give a right of action to such persons or their assigns in any suit brought upon this Bond. 4. This Bond covers all of Principal's payment obligations under the Contract for the SR -91 O&M Work, as set forth in the Contract. 5. The Surety agrees that no change, extension of time, alterations, additions, omissions or other modifications of the terms of the Contract, or in the work to be performed with respect to the SR -91 O&M Work, or in the specifications or plans, or any change or modification of any terms of payment or extension of time for any payment pertaining or relating to the Contract, or any rescission or attempted rescission of the Contract or this Bond, or any conditions precedent or subsequent in this Bond attempting to limit the right of recovery of RCTC seeking to recover from this Bond, or any fraud practiced by any other person other RCTC seeking to recover from this Bond, shall in any way affect its obligations on this Bond, and it hereby waives notice of such changes, extension of time, alterations, additions, omissions or other modifications. 6. This bond shall inure to the benefit of the persons named in Civil Code section 9100 so as to give a right of action to such persons and their assigns in any suit brought upon this bond. IN WITNESS WHEREOF, we have hereunto set our hands and seals on this at on this day of , A.D., 20_. PRINCIPAL: KAPSCH TRAFFICCOM USA, INC. Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services By: Name: Robert Corion Title: Senior Vice President Delivery and Operations Address: io6 E 6th St, Suite 833 Austin, TX 78701 Contact Name: Deborah A. Wiebe Phone: (713) 689-9235 30 420 Sensitive Surety (full legal name): Everest Reinsurance Company Address: 461 5th Avenue New York NY 10007 By: Richard A Leveroni, Attorney -in Fact Contact Name: Richard A Leveroni Phone: (860) 269-2179 EXPRESS MIES [Note: The bond shall be signed by authorized persons. Where such persons are signing in a representative capacity (e.g., an attorney -in -fact), but is not a member of the firm, partnership, or joint venture, or an officer of the legal entity involved, evidence of authority must be furnished and a Power of Attorney attached.] Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services 31 421 Sensitive CALIFORNIA ALL PURPOSE ACKNOWLEDGEMENT STATE OF CALIFORNIA COUNTY OF ) ss. EXPRESS LINES On before me, , a notary public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (AFFIX NOTARIAL SEAL) Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services NOTARY PUBLIC 32 422 Sensitive a LEGEND PROJECT LIMITS --- COUNTY LINE VICINITY MAP Riverside County Transportation Commission 1-15 Express Lanes Project — Toll Services ATTACHMENT 4 SR -91 AND ELC ROW CORONA EXPRESS LINES HIDDEN AAAAAA cella., AYE EL CERRITO �.h way NORCO •'-o,. e f 33 423 AGENDA ITEM 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: February 10, 2021 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Matt Wallace, Deputy Director of Financial Administration THROUGH: Anne Mayer, Executive Director SUBJECT: Adopt Resolution No. 21-001 Related to Procurement Policy Manual and Resolution No. 21-002 Related to Electronic Signature Use Policy BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve the revised Riverside County Transportation Commission (RCTC) and Western Riverside County Regional Conservation Agency (RCA) Procurement Policy Manual (PPM) for the procurement and contracting activities undertaken by the agencies, pursuant to legal counsel review as to conformance to state and federal law; 2) Adopt Resolution No. 21-001, "Resolution of the Riverside County Transportation Commission Regarding the Revised Procurement Policy Manual"; 3) Approve the Electronic Signature Use Policy for the use of electronic signatures in lieu of manual signatures, pursuant to legal counsel review; and 4) Adopt Resolution No. 21-002, "Resolution of the Riverside County Transportation Commission Adopting the Electronic Signature Use Policy". BACKGROUND INFORMATION: RCTC's Procurement Department was established in July 2008 and is responsible for the purchase of all goods and services, in accordance with RCTC's PPM and federal and state funding requirements to ensure the implementation of RCTC's projects and programs. The procurement process is centralized and includes conducting outreach, issuing solicitations, oversight of the proposal evaluation process, conducting contract negotiations, recommending contract award, and updating procurement policies and procedures as required. After contract award and during the contract lifetime, contract administration activities include issuing contract task orders and amendments; ensuring compliance with contract terms, conditions, and deliverables; and monitoring contract balances to prevent contract overruns. RCTC's initial PPM was adopted in April 2007 to set forth a general procurement policy and set of standards that govern the conduct of RCTC procurement activities and of RCTC personnel engaged in those activities. Since the initial adoption of the PPM, RCTC adopted several revisions to update the PPM as a comprehensive document and to comply with the Federal Transit Agenda Item 8 424 Administration; Federal Highway Administration; Caltrans; Office of Management and Budget's issuance of the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards; RCTC regulations; and best practices. The policies are intended to maintain the integrity of RCTC's procurement process, while ensuring that purchases are made in a cost effective, timely manner; with fair and open competition; and in accordance with all applicable laws and regulations. The objectives of RCTC's Procurement Policy Manual are to: 1. Maximize the value received for RCTC's expenditure of public funds; 2. Protect assets and/or services purchased with public funds and ensure their application in RCTC's interests; 3. Provide all vendors an equal opportunity to provide needed goods and/or services; and 4. Protect the integrity and reputation of RCTC, its officers, and employees. 5. Ensure compliance with state and federal funding requirements, as applicable. The PPM has successfully guided RCTC's procurements for design -build, construction, preliminary engineering, and professional services as well as supplies, equipment, and materials. In 2012, RCTC selected PlanetBids to provide online vendor and bid management support services after evaluating multiple software options and participating in demonstrations from similar providers. PlanetBids provides RCTC with a web -based e -procurement application to streamline the complete bidding process and further enable the collection, analysis, and leverage of all aspects of vendor data, purchasing activities, and corresponding history. Through the use of PlanetBids, RCTC has realized efficiency gains such as vendor registration and profile management; greater outreach to vendors; bid document distribution, including automatic addenda notification and acknowledgements; customer email notification; online question and answer management; secure e -bidding; robust reporting; and Request for Proposals/Request for Qualifications/Invitations for Bids evaluation tools. PlanetBids is also used by numerous other governmental agencies in Southern California which allows for bidding collaboration. RCTC and RCA entered into an Implementation and Management Services Agreement (Agreement) effective January 1, 2021. Under the Agreement, RCTC shall administer, coordinate, and supervise the activities of the RCA as set forth in the RCA Joint Exercise of Powers Agreement (JPA) and shall act for RCA in accomplishing its purposes. As a result of RCTC's management responsibilities, staff and legal counsel have reviewed RCA policies to determine which can be combined with RCTC policies into a comprehensive policy. The RCA Board of Directors adopted RCA Ordinance No. 08-02 on September 8, 2008. The ordinance reflects professional standards in the management of RCA's resources to ensure that services, supplies, materials, or equipment are acquired in a uniform manner at the best possible cost commensurate with the quality needed. Further, RCA's bylaws include a provision for the Executive Director's authority to enter into contracts. Agenda Item 8 425 DISCUSSION: Since RCTC, acting through its personnel, attorneys and consultants, shall from time to time contract with and/or appoint personnel and consultants to provide the services to RCA, a revised procurement policy and related electronic signature policy have been developed to reflect RCTC's new role as managing agency for RCA and to provide greater specificity to RCA's existing policies. Procurement Policies The following is an overview of the major changes to the PPM: General Changes have been made throughout the manual to change "the Commission" to "the Agency." In certain cases, reference to "Agencies" or "each Agency/applicable Agency" is used where appropriate. Chapter 1— Procurement Process • Section 1 — Purpose and Scope: References and definitions for both agencies have been added. This section also specifies that the term "Agency," as used in the manual, refers to either agency, as applicable. • Section 4(E) — Time -and -Materials Contracts: General requirements appear first, and the specific subsections that have been carved out as only applicable to federal funding appear next. • All Sections: Minor changes to the remainder of the chapter make the provisions applicable to both agencies. Chapter 2 — Procurement Generally • Section 1(D) — Executive Director Single Signature Authority: For RCTC, the annual aggregate amount of Executive Director's signature authority has been increased from $1.5 million to $2 million, and a constraint on the single signature authority has been removed. The language regarding the Executive Director's authority to execute contract amendments under single signature authority has been updated to avoid confusion. A new provision, with certain limitations, has been added for the RCA Executive Director's signature authority up to $100,000 per contract and an annual aggregate amount not to exceed $300,000. Agenda Item 8 426 " Section 1(G)  Approval Limits and Solicitation Types: Two new tables for RCA approval limits and solicitation types have been added. RCA is not subject to the Public Utilities Code (PUC) limitation and bid requirements for supplies, equipment and materials and for public works; however, RCA is subject to Public Contract Code (PCC) for limitations and bid requirements for public projects. Accordingly, separate tables are shown for each agency. RCA's authority for supplies, equipment and materials are included in the same table as its authority for services. " Section 2  Procurement Officer  Designation and Delegation: The designated Procurement Officer has been changed from the Chief Financial Officer to the Deputy Director of Financial Administration. " Section 9(D)  Authority's Public Project Advertisement/Publication: A paragraph was added to address RCA's public project authority under the PCC. " Section 12(D)  Duties of Commission Staff Regarding Procurements: Construction Change Order approval limits have been modified. Any change order exceeding $100,000 but no greater than $250,000 requires approval by the Project Delivery Director or the Toll Program Director. Any change order greater than $250,000 requires approval by the Executive Director. This provision is not applicable to RCA. Chapter 3  Competitive Sealed Bids ("Low Bid") This chapter has been updated to include the RCA's public project PCC requirement and to be consistent with current practices of using electronic bidding. Chapter 7 Non -Competitive and Emergency Procurements and Remedial Measures This chapter has been updated to track the language in the PUC for RCTC. New provisions have been added to refer to the RCA's emergency procurement provisions under the PCC and to address emergency procurement provisions not covered by the PUC or PCC. Chapter 8  References to Applicable Laws/Regulations This chapter is related to references to applicable laws/regulations. Most of this chapter is inapplicable to the RCA, as RCA does not receive FHWA or FTA funds; however, a general reference has been included regarding RCA compliance with grant requirements. Agenda Item 8 427 Chapter 9 — Disposal of Surplus Property This chapter has been narrowed to address surplus personal property only. The approach for addressing surplus real property of the RCA and RCTC will be included in the updated right of way policies and procedures manual. Electronic Signature Policy Chapter 2, Section 16.A.3 of the PPM provides for the use and acceptance of electronic signatures in accordance with an adopted policy. Due to the impacts of COVID-19 on work environments, the RCTC Executive Director, in consultation with legal counsel, established an electronic signature policy. Subsequently, staff worked with legal counsel to develop a comprehensive electronic signature policy that allows the use of electronic signatures in lieu of manual signatures, when permitted by law, and establishes when an electronic signature may replace a manual signature. The Electronic Signature Use Policy ("Policy") will allow the implementation of guidelines for the use and acceptance of electronic signatures used to conduct official business of RCTC and RCA. The use of electronic signature technology will allow the Agency's to collect and preserve signatures on documents quickly, securely, and efficiently. Additionally, the Policy will help reduce the waste of paper, increase the efficient use of public resources, and ensure the security and authenticity of electronic records, including electronic signatures. SUMMARY AND FISCAL IMPACT: Staff recommends approval of the PPM and adoption of Resolution No. 21-001 related to the PPM. Additionally, staff recommends approval of the Electronic Signature Use Policy and adoption of Resolution No. 21-002 related to the use and acceptance of electronic signatures in lieu of manual signatures. The RCA must adopt the PPM by ordinance. The ordinance will be introduced at the RCA Board meeting on February 1, with the second reading and potential adoption at the March 1, 2021 Board meeting. The ordinance will be effective thirty days following adoption. Therefore, if the revised PPM is approved by both RCTC and the RCA, staff anticipates it will be effective March 31, 2021. There is no fiscal impact related to the approval and adoption of these policies; the approval by the Commission or Executive Director, as provided in the PPM, of agreements and commitments from specific procurement activities results in a direct fiscal impact. Attachments: 1) Resolution No. 21-001, "Resolution of the Riverside County Transportation Commission Regarding the Revised Procurement Policy Manual" Agenda Item 8 428 2) Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority Procurement Policy Manual (Revised February 2021) 3) Resolution No. 21-002, "Resolution of the Riverside County Transportation Commission Adopting the Electronic Signature Use Policy" 4) Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority Electronic Signature Use Policy Approved by the Budget and Implementation Committee on January 25, 2021 In Favor: 12 Abstain: 0 No: 0 Agenda Item 8 429 ATTACHMENT 1 RESOLUTION NO. 21-001 RESOLUTION OF THE RIVERSIDE COUNTY TRANSPORTATION COMMISSION REGARDING THE REVISED PROCUREMENT POLICY MANUAL WHEREAS, the Commission previously adopted Resolution No. 19-008, "Resolution of the Riverside County Transportation Commission Regarding the Revised Procurement Policy Manual"; and WHEREAS, the Commission is required to comply with the Office of Management and Budget's issuance of the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Grant Guidance), and the Procurement Policy Manual provides for such compliance; and WHEREAS, the Commission desires to update its procurement policies and procedures to continue to be a comprehensive, useful framework and incorporate best practices for the Commission's procurements; and WHEREAS, for purposes of government efficiency, Commission staff will conduct and manage the operations of the Western Riverside County Regional Conservation Authority (the "Authority"), including Authority procurements; and WHEREAS, the Commission desires to update the Procurement Policy Manual so that it applies to and can be used for procurements of both the Commission and the Authority, individually and jointly. NOW, THEREFORE, the Riverside County Transportation Commission does hereby resolve as follows: Section 1. Section 2. The Procurement Policy Manual previously adopted on September 11, 2019, is hereby replaced in its entirety by the revised Procurement Policy Manual, set forth in Attachment 1, attached hereto and incorporated herein. The Riverside County Transportation Commission hereby approves and adopts the Procurement Policy Manual, as revised, to be effective March 31, 2021. 430 SIGNATURE PAGE TO RESOLUTION NO. 21-001 APPROVED AND ADOPTED this 10th day of February, 2021. Jan Harnik, Chair Riverside County Transportation Commission ATTEST: Lisa Mobley, Clerk of the Board Riverside County Transportation Commission 431 ATTACHMENT 2 egional onservation Authority Western Riverside County Is 4th Draft 1/4/21 RIVERSIDE COUltire TRAN SPDRTATION COMMISSION Riverside County Transportation Commission and Western Riverside County Regional Conservation Authority Procurement Policy Manual (Revised February 2021, Effective March 31, 2021) 17336.00137\33432482.4 432 Riverside County Transportation Commission CHAPTER 1- PROCUREMENT PROCESS 1 1.0 PURPOSE AND SCOPE 1 2.0 PROCUREMENT POLICY STATEMENT 1 3.0 PROCUREMENT STANDARDS 2 4.0 TYPES OF CONTRACTS 76 5.0 OPTIONS 11 6.0 COOPERATIVE AGREEMENTS 134-2 7.0 RECURRING CONTRACTS 144-4 CHAPTER 2 - PROCUREMENT GENERALLY 15 1.0 IMPLEMENTATION BY EXECUTIVE DIRECTOR; COMMISSION CONTROLS AND LIMITATIONS 15 2.0 PROCUREMENT OFFICER -DESIGNATION AND DELEGATION 184-7 3.0 PROCUREMENT OFFICER -DUTIES 194-7 4.0 IMPLEMENTATION OF PROCUREMENT PROCEDURES AND GUIDELINES 194 5.0 AUTHORIZED METHODS OF PROCUREMENT; SELECTION 2018 6.0 INDEPENDENT COST ESTIMATE 204-9 7.0 COST/PRICE ANALYSIS 2120 8.0 VENDOR CONTACTS PRIOR TO ISSUANCE OF A SOLICITATION 2220 9.0 ADVERTISING/PUBLICIZING PROCUREMENTS 2221 10.0 NON-DISCRIMINATION IN PROCUREMENT 2324- 11.0 ORGANIZATIONAL CONFLICTS OF INTEREST 2321 12.0 DUTIES OF COMMISSION STAFF REGARDING PROCUREMENTS 2322 13.0 INSURANCE 2624 14.0 SUBCONTRACTING 2725 15.0. DETERMINATION OF FAIR AND REASONABLE PRICE 2726 16.0 CONTRACT APPROVAL, AWARD, AND EXECUTION 2827 17.0 PROTEST PROCEDURES 2927 18.0 PUBLIC RECORDS REQUESTS 3029 CHAPTER 3 - COMPETITIVE SEALED BIDS ("LOW BID") 3130 CHAPTER 4 - ALTERNATE DELIVERY CONTRACTS 3433 1.0 PURPOSE 3433 2.0 PROCEDURES FOR DESIGN -BUILD CONTRACTS 3433 CHAPTER 5 - COMPETITIVELY NEGOTIATED PROCUREMENTS 3635 1.0 NEGOTIATED PROCUREMENTS -GENERAL 3635 2.0 SOURCE SELECTION TECHNIQUES 3635 3.0 PROPOSAL EVALUATION 3736 4.0 REJECTION OF PROPOSALS 383-7 5.0 NEGOTIATION; SELECTION 383-7 Procurement Policy Manual February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 433 Riverside County Transportation Commission 6.0 SPECIAL PROVISIONS APPLICABLE TO ARCHITECT -ENGINEER AND RELATED SERVICES 3837 CHAPTER 6 - SIMPLIFIED PURCHASE PROCEDURES 4039 1.0 GENERAL 4039 2.0 REQUIREMENTS FOR MICROPURCHASES 403-9 3.0 USE OF SMALL PURCHASE PROCEDURES 4039 4.0 PROHIBITED USE OF SMALL PURCHASE PROCEDURES 4140 CHAPTER 7 - NON-COMPETITIVE AND EMERGENCY PROCUREMENTS AND REMEDIAL MEASURES 4244 1.0 NON-COMPETITIVE PROCUREMENTS 4241- 2.0 EMERGENCY PROCUREMENTS; REMEDIAL MEASURES 4342 3.0 WRITTEN JUSTIFICATION FOR EMERGENCY AND OTHER NON- COMPETITIVE PROCUREMENTS 4543 - CHAPTER 8 - REFERENCES TO APPLICABLE LAWS /REGULATIONS 4645 1.0 GENERAL 4645 2.0 REFERENCES 4645 3.0 FTA/FHWA-FUNDED PROCUREMENT BY NON-COMPETITIVE (SOLE SOURCE) PROPOSALS 4948 4.0 DISADVANTAGED BUSINESS ENTERPRISE AND OTHER REQUIREMENTS 5049 5.0 GEOGRAPHICAL PREFERENCES 5149 6.0 REVENUE CONTRACTS 5159 7.0 STATUTORY AND REGULATORY REQUIREMENTS 5150 CHAPTER 9 - DISPOSAL OF SURPLUS PROPERTY 5553 1.0 DEFINITIONS 5553 2.0 DISPOSAL OF SURPLUS REAL PROPERTY 5553 3.0 DISPOSAL OF PERSONAL PROPERTY 5553 CHAPTER 10 - OTHER PROCUREMENT MATTERS 5654 1.0 DISPUTES, CLAIMS, AND CHANGES -DEFINITIONS 5654 2.0 DISPUTES, CLAIMS, AND CHANGES -GENERAL 5654 3.0 TERMINATION 5654 4.0 BONDS, OTHER SECURITIES AND INSURANCE 5856 5.0 CONTRACT CLOSEOUT 595 CHAPTER 11- PAYMENT 6058 1.0 COMMISSION PAYMENT PROCESS 6058 2.0 PROGRESS PAYMENTS 6058 3.0 PROMPT PAYMENT TO SUBCONTRACTORS -FEDERALLY FUNDED AGREEMENTS 6159 4.0 PAYMENT OF RETENTION ON PUBLIC WORKS CONTRACTS 6159 5.0 REQUEST FOR PAYMENT CERTIFICATION 6159 Procurement Policy Manual February 2021September 2019 Revision: 5 17336.00137\33432482.4 434 CHAPTER 1- PROCUREMENT PROCESS 1.0 PURPOSE AND SCOPE A. The Riverside County Transportation Commission (hereinafter "RCTC" or "Commission") and the Western Riverside County Regional Conservation Authority ("RCA" or "Authority") procures goods and services using public funds. The Commission and Authority (collectively, "Agencies" )fit haves a responsibility to uphold the public trust and maximize the value of public funds by using them as efficiently and cost-effectively as possible. As used herein, the term "Agency" is intended to refer individually, and interchangeably, to the Commission or Authority, as applicable. - B. Employees of the Commission conduct the operations of both Agencies. C. This Procurement Policy Manual (Manual) sets forth a general procurement policy and set of standards that will govern the conduct of Commission Agencies' procurement activities and of Commission personnel engaged in those activities. The policies contained herein are advisory, not mandatory, except as related to applicable state or federal laws, and any deviation therefrom shall not render any contract of either Agency the Commission void or voidable. This manual is for Commission the Agencies' internal purposes only and shall not create any rights in any third parties. Compliance with the provisions in this Manual related to state or federal funding is required in order to maintain funding eligibility. DE. This Manual is intended to supersede, in its entirety, the Commission's Procurement Policies Manual which was adopted on September 11, 2019, and the Authority's procurement ordinance, Ordinance No. 08-02, adopted on September 8, 2008. December 13, 2017. ED. As used herein, "FHWA" refers to the Federal Highway Administration; "FTA" refers to the Federal Transit Administration; and "Caltrans" refers to the California Department of Transportation. 2.0 PROCUREMENT POLICY STATEMENT A. These Commission procurement policies establish the guidelines and policies for procuring the goods and services necessary for the CommissionAgencies to carry out theirits responsibilities and duties. The policies are intended to maintain the integrity of eachthe gency's procurement process, while ensuring that purchases are made in a cost effective, timely manner; with fair and open competition; and in accordance with all applicable laws and regulations. B. The objectives of thise Commission's Procurement Policy Manual are to: 1. Maximize the value received for each the—CommissienAgencyls expenditure of public funds; 2. Protect assets and/or services purchased with public funds and ensure their application in each the CommissionAgency's interests; Procurement Policy Manual 1 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 435 C. 3. Provide all vendors an equal opportunity to provide needed goods and/or services; and 4. Protect the integrity and reputation of the Authority and Commission, its officers, and the Commission, its officers and employees. 5. Ensure compliance with state and federal funding requirements, as applicable. Notwithstanding reference in this Manual to a single Agency, when in the best interest of the Agencies and consistent with legal requirements applicable to each Agency, the procurements described herein may be conducted as joint procurements. 3.0 PROCUREMENT STANDARDS A. General 1. Contract Administration System. Each AgencyThe Commission will maintain a contract administration system that helps ensure that contractors perform in accordance with the terms, conditions, and specifications of their respective contracts. a. Contract administration activities may include the following: i. Receive, evaluate, and act on value engineering and other change proposals. ii. Negotiate cost and schedule impact related to change orders and other contract modifications. iii. Process disputes under the contract's disputes clause. iv. Review and approve payments under any progress payments clause. v. Ensure that invoiced personnel charges are for positions and classifications included in the contract. If new positions or classifications are required, they must be included pursuant to a written contract amendment dated prior to the date costs are incurred. vi. Ensure that hourly rates and other costs are billed at the contracted rates. The contracted rates may not be changed, except in accordance with the terms of the contract, or as legally allowed based on specific findings approved by the applicable Agency Commission members. vii. Monitor progress and ensure timely notification of anticipated overrun. viii. Monitor financial status and advise if contract performance is jeopardized. Procurement Policy Manual 2 February 2021Septembcr 2019 17336.00137\33432482.4 436 Revision: 5 ix. Issue task orders and ensure that the basis for payment set forth in any task order is consistent with the terms of the contract and the hourly rates included in the contract, as applicable. x. Perform property administration. xi. Ensure contractor compliance with quality assurance requirements. xii. Evaluate, for adequacy, the contractor's engineering efforts and management systems that relate to design, development, production and testing. xiii. Evaluate and make recommendations on contractor requests for waivers and deviations. xiv. Monitor contractor's small and disadvantaged business subcontracting. xv. Ensure timely submission of required reports. xvi. Administer special clauses such as drug and alcohol testing. xvii. Receive, inspect, and accept or reject partial deliveries and final deliveries of all contract deliverables. xviii. Assist in contract close out. b. 4For Commission contracts, the administration of construction contracts may be further supplemented by the Caltrans Construction Manual or other manual developed for a specific project, as required. 2. Avoid Duplicative Purchases. Commission staff should regularly review proposed and planned procurements to avoid purchase of unnecessary or duplicative items for either Agency. 3. Lease vs. Purchase Analysis. Where appropriate, an analysis should be made of lease versus purchase alternatives and any other appropriate analysis to determine the most economical procurement approach. 4. Value Engineering. When appropriate and in the AgencyCommission's best interests, the AgencyCommission will encourage the use of value engineering by including applicable clauses in contracts for appropriate equipment purchases and construction projects. 5. Award to Responsive and Responsible Contractors. TheThe Commission Agency will make awards only to responsive and responsible contractors, as determined by the CommissionAgency, possessing the ability to perform successfully under the terms and conditions of a proposed contract. Consideration will be given to such matters as contractor integrity, compliance with public policy as implemented by applicable laws and regulations, record of past performance, and financial and technical resources. Procurement Policy Manual 3 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 437 a. In connection with the responsibility determination for federally funded procurements, a check of debarment and suspension must be performed and documented in the procurement records. 6. AgencyCommission Rejection of Bids, Quotes, and/or Proposals. The AgencyThe Commission, to the extent permitted by applicable laws, may reject any and all bids, quotes and/or proposals and re -advertise at its sole discretion. TheThc AgencyCommission should ensure that such rights are clearly stated in all AgencyCommission bid documents. 7. Procurement Records. Records sufficient to document the significant history of each procurement activity should be maintained and retained by eachthc CommissionAgency in accordance with the applicable GemmissienAgency's records retention policy. At a minimum, these records should include: a. The rationale for the method of procurement; b. Selection of contract type; c. Reasons for contractor selection or rejection; and d. The basis for the contract price. 8. Specifications. The GenimissienAgency will have clear and accurate contract specifications or statements of work that identify all requirements that offerors must fulfill. Additionally, written selection procedures for formal procurements shall be prepared to help ensure fair, unbiased evaluation of competing proposals. a. For federally funded procurements, the AgencyCommission is prohibited from unduly restricting competition or placing unreasonable requirements on firms in order for them to qualify to do business (e.g., unnecessary experience and excessive bonding requirements). 9. Brand Name or Equal. The use of "brand name or equal" purchase descriptions may be permitted: a. Only when an adequate specification cannot be provided without performing an inspection and analysis in time for the acquisition under consideration; and b. When minimum needs are carefully identified and those salient physical and functional characteristics of the brand name product are clearly set forth in the solicitation. c. For non -federally funded procurements, as otherwise permitted by state law. This section is not intended to impose limitations on the Agency'sCommission's ability to require a brand name when the procurement is not federally funded and is not a "public work" or "public project" subject to the requirements contained in the California Public Procurement Policy Manual 4 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 438 Utilities Code (PUC), for the Commission, or the Public Contract Code (PCC), for the Authority.: 10. Audit Provisions. Every AgencyCommission contract wherein contractor or other entity is receiving AgencyCommission funds in excess of $10,000 should include a provision allowing examination and audit of records related to the contract by the AgencyCommission's auditor for a period of three years after final payment under the terms of the contract. 11. Violations or Breach of Contract. All contracts exceeding $100,000 should include administrative, contractual, or legal remedies for violations or breach of the contract by the contractor. 12. Termination Clause. All contracts in excess of $25,000, and public works contracts in excess of $2,000, should provide for the termination of the contract for the CommissionAgency's convenience, and all contracts should provide for the termination of the contract for default in cases of contractor breach or non-performance. Federally funded contracts in excess of $10,000 must provide for both termination for convenience and cause. 13. Issues not Included in the Procurement Policy Manual. If a policy, procedure or particular strategy or practice is in the best interest of the GefnmissienAgencies, or either of them, and is not specifically addressed, nor prohibited by statute or case law, users of this Manual should not assume it is prohibited. Rather, the absence of direction should be interpreted as permitting the Executive Director to innovate and use sound business judgment that is otherwise consistent with law and within the limits of his or her authority. B. Written Standards of Conduct 1. Conflicts of Interest. All Commission members, officers, employees and other agents of each Agency, and Commission employees, must conduct the procurement process so as to avoid conflicts of interest, real or apparent. To maintain full and open competition, no Agency Commission member, officer, employee or other agent, or his or her immediate family member, partner, or organization that employs or is about to employ any of the foregoing individuals may participate in the selection, award, or administration of any GeFamissienAgency contract of the applicable Agency if a conflict of interest, prohibited by law, would be involved. For federally -funded contracts, the foregoing shall also apply when any of those individuals previously listed has a financial or other interest in the firm selected for award. In addition to the foregoing, all procurements must be conducted in accordance with, as applicable, the most current version of the "Conflict of Interest Code for the Riverside County Transportation Commission" or the "Conflict of Interest Code for the Western Riverside County Regional Conservation Authority," both adopted pursuant to the Political Reform Act of 1974 (as amended). Procurement Policy Manual 5 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 439 2. Lobbying and Gifts. CommissionAgency officers, employees, agents and Commission members, and Commission employees must comply with applicable state and federal law regarding acceptance of gifts, gratuities, or favors from contractors, potential contractors, or parties to subcontractor agreements. For federally -funded procurements, the procuring GemmissienAgency officers, employees, agents or Commission members,. and Commission employees, may neither solicit nor accept gifts, gratuities, favors, or anything of monetary value from contractors, potential contractors, or parties to subcontracts; provided that exceptions may apply if, as determined by the Executive Director, the financial interest is not substantial or the gift is an unsolicited item of nominal intrinsic value. For federally -funded procurements, nominal value shall mean under fifty dollars ($50). 3. Violations. a. The violation of these Standards of Conduct by Commission employees will subject the violator to any disciplinary proceedings or action deemed appropriate by the Executive Director. Employees may correct a violation in any manner provided for under the Political Reform Act, and its implementing regulations. b. The violation of any of these Standards of Conduct by Commission members or officers of either Agency will require correction of the violation in any manner provided for under the Political Reform Act, and its implementing regulations. c. Contractors or subcontractors that violate these Standards of Conduct as relates to an active federally -funded procurement may be prohibited from bidding on the procurement, or may be subject to other action as deemed appropriate by the Executive Director. d. Agents of eitherthe GemmissienAgency that violate these Standards of Conduct as relates to federally -funded procurements may be prohibited from participation on behalf of that Agencyc Commission on federally funded projects, or subject to other action as deemed appropriate by the Executive Director. 4. Prohibited Communications. To avoid any appearance of impropriety, instructions to bidders in solicitation documents should prohibit contacts of any kind from proposers/bidders with any Commission member of the procuring Agency or any Commission staff, other than the Procurement Officer, or designee, during an open procurement. Violation of this condition may result in immediate disqualification of a bid or proposal. This provision is not meant to prohibit communications between Commission staff and existing consultants/contractors related to existing business which the consultant/contractor is under contract to perform on behalf of the Agency. the Commission. Procurement Policy Manual 6 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 440 4.0 TYPES OF CONTRACTS A. General Provisions 1. The Procurement Officer should use the types of contracts described in this Chapter for most types of procurement, except as otherwise provided for certain small purchases described hereunder in Chapter 6. Innovative contracting arrangements are not prohibited, but require the advance approval of the Executive Director or the applicable AgencyCommission, as specified herein. 2. The "cost -plus -percentage -of -cost" method of contracting shall not be used for state or federally funded contracts. 3. The Procurement Officer, in consultation with the project manager, should select the type of contract that is most appropriate to the circumstances of each procurement, in accordance with the provisions of this Chapter. 4. In procurements by other than competitive sealed bidding, the Procurement Officer may negotiate a contract type and price (or estimated cost and fee) that will result in reasonable contractor risk and provide the contractor with the greatest incentive for efficient and economical performance. B. Selecting Contract Types 1. The type of contract to be used should be determined prior to the solicitation, and the solicitation should inform bidders of the type of contract that will be used. 2. When procurement is by competitive sealed bidding, the Procurement Officer must use a firm fixed -price contract. 3. Except when procurement is by competitive sealed bidding as required by law, the Procurement Officer should select the most effective contract type and should consider contract type together with the issues of price, risk, uncertainty, and responsibility for costs. The type of contract used should reflect the cost risk and responsibility assumed by the contractor or supplier. 4. The Procurement Officer should avoid the continued use of a cost reimbursement or time -and -materials contract after experience provides a basis for firmer pricing. 5. The Procurement Officer should include documentation in each contract file to show why the particular contract type was selected, except for purchase orders under the small purchase threshold. C. Fixed -Price Contracts 1. Fixed -price contracts may provide for a firm price or, in appropriate cases, an adjustable price. 2. Fixed -price contracts providing for an adjustable price may include a ceiling price, a target price (including target cost), or both. Unless otherwise specified in the contract, the ceiling price or target price will be subject to Procurement Policy Manual 7 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 441 adjustment only by operation of contract clauses providing for equitable adjustment or other revision of the contract price under stated circumstances. 3. A firm -fixed -price contract should provide for a price that is not subject to any adjustment on the basis of the contractor's cost experience in performing the contract. 4. A firm -fixed -price contract should be used for acquiring commercial products or commercial -type products, or for acquiring other supplies or services, on the basis of reasonably definite functional or detailed specifications if the Procurement Officer can establish fair and reasonable prices at the outset, including the following circumstances: a. When there is adequate price competition; b. When there are reasonable price comparisons with prior purchases of the same or similar supplies or services made on a competitive basis; c. When available cost or pricing information permits realistic estimates of the probable costs of performance; d. When performance uncertainties can be identified and reasonable estimates of their cost impact can be made, and the contractor is willing to accept a firm -fixed -price contract; or e. When required by law unless a sole source exception applies. D. Cost Reimbursement/Cost-Plus-Fixed-Fee Contracts 1. Cost reimbursement contracts provide for payment of the contractor's reasonable, allocable and allowable incurred costs plus a negotiated fixed fee, to the extent prescribed in the underlying contract and Federal Acquisition Regulation (FAR) Part 31. 2. A cost reimbursement contract establishes an estimate of total cost for the purpose of obligating funds and establishing a ceiling on expenditures that the contractor may not exceed without the approval of the AgencyCommission. 3. Cost reimbursement contracts are suitable for use when the uncertainties of performance do not permit costs to be estimated with sufficient accuracy to use a fixed -price contract. 4. The AgencyCommission must determine the adequacy of the contractor's accounting system for cost -type contracts before awarding such a contract. E. Time -And -Materials Contracts 1. A time -and -materials contract should include direct labor hours at specified fixed hourly rates that include wages, overhead, general and administrative expenses, profit, and materials required at cost. Procurement Policy Manual 8 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 442 2. The user department/project manager should ensure that there is adequate surveillance of contractor performance when a time -and -materials type contract is used. -1,3. For federally funded procurements,A a time -and -materials contract should be used only after the Procurement Officer determines: a. In writing, that no other type of contract is suitable; and b. A ceiling price to be included in the contract that the contractor shall not exceed except at its own risk. 24. For federally funded procurements, Aa time -and -materials contract should be used only when it is not possible at the time of executing the contract to estimate accurately the extent or duration of the work or to anticipate costs with any reasonable degree of certainty or confidence. 3. A time and materials contract should include direct labor hours at specified fixed hourly rates that include wages, overhead, general and administrative expenses, profit, and materials required at cost. '1. The user department/project manager should ensure that there is adequate surveillance of contractor performance when a time and materials type contract is used. F. Labor -Hour Contracts 1. When materials are not required, the Procurement Officer may use a labor - hour contract, a variation of the time -and -materials contract. 2. The use of a labor -hour contract should be in accordance with the above - referenced provisions related to time -and -materials contracts. G. Letter Contracts (Letter Of Intent Contracts) 1. A letter contract is an interim type of contractual agreement that gives the contractor a limited notice of award for the delivery of the required goods/supplies or the performance of services. 2. The Procurement Officer may use a letter contract when the Agency's Commission's interests demand that the contractor be given a binding commitment so that work can start immediately and executing a definitive contract is not possible in sufficient time to meet the requirement. Each letter contract should be as complete and definitive as possible under the circumstances and should include clauses approved and required by the Procurement Officer. 3. The estimated cost of the definitive contract should determine the type and level of review and approval required for approval of a letter contract. 4. A letter contract may not be entered into without competition except as provided for under Non -Competitive and/or Emergency Procurements provisions of this Manual. Procurement Policy Manual 9 February 2021September 2019 Revision: 5 17336.00137\33432482.4 443 5. A letter contract may not be amended to satisfy a new requirement unless the new requirement is inseparable from the existing contract. Any amendment should be subject to the same requirements as a new letter contract. 6. The total value of the letter contract should be the estimated sum necessary to cover the contractor's requirement for funds before execution of the definitive contract. However, the total value of a letter contract should not, under any circumstances, exceed fifty percent (50%) of the overall price ceiling for the term of the final negotiated (i.e., definitive) contract. 7. A letter contract should contain a negotiated schedule for execution of the definitive contract, including dates for submission of the contractor's price proposal, cost or pricing data (if required), a date for start of negotiations, and a target for execution of the definitive contract. 8. The letter contract should provide that if the Procurement Officer and the contractor cannot negotiate a definitive contract because of failure to reach agreement regarding price or fee: 1) the Procurement Officer may terminate the letter contract; or 2) if a "contract definitization" clause is included in the letter contract, the Agency Commission may unilaterally require the contractor to continue the work and the Procurement Officer may, with the approval of the Executive Director, determine a reasonable price or fee. H. Multiple Year Contracts Multiple year contracts may be used with competitive sealed bids, competitive proposals, or by non-competitive procurement. The contract term, and any extensions thereof, shall be established based on sound business judgment of the Commission Agency. Multiple year contracting is a method by which the GemmissionAgency awards a contract for a base period of one or more years, with option provisions for future years' requirements. The option provision in the contract should provide for unilateral exercise at the discretion of the user department/project manager, as additional requirements and funding become available. See below under Section 5.0 of this Chapter for further information regarding Options. For federally -funded procurements, the procurement file shall document the rationale for determining the term. Considerations should include the time necessary to accomplish the purpose of the contract, competition, pricing, and fairness. Indefinite Delivery/Indefinite Quantity (ID/IQ) Contracts 1. The Procurement Officer may use an ID/IQ type of contract when the GemmissionAgency anticipates a recurring requirement, but cannot predetermine the precise quantities of supplies or services at the time of contract award. Procurement Policy Manual 10 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 444 2. FHWA or Caltrans funded ID/IQ on -call contracts and FTA funded ID/IQ contracts for rolling stock and replacement part contracts may not exceed five (5) years. 3. ID/IQ contracts should specify maximum or minimum estimated quantities that the GemmissiefiAgency may require during the term of the agreement. An ID/IQ contract should make no promise of exclusivity and may in fact be one of several (multiple) contracts awarded for the same item or service. 4. There are several types of ID/IQ contracts, including: a. Definite -quantity contracts b. Requirements contracts c. Indefinite quantity (IQ) contracts (commodities) d. Task order contracts (services) 5. If possible under the circumstances, the Procurement Officer should ensure that original solicitation and resultant ID/IQ contract contain both a minimum and a maximum quantities, which represent the reasonably foreseeable needs of the parties to the solicitation, and a clause stating that the estimate is not a representation to a bidder, offeror, or consultant that the estimated quantity or dollar amount above the estimated minimum will actually be required or ordered by the AgencyCommission. 6. For task orders contracts, the procurement documents and executed contracts must specify the procedures to be used in awarding task orders. Such procedures must comply with state and federal regulations, as applicable. 5.0 OPTIONS A. General 1. When it is in the best interest of the AgencyCommission, a contract option may be included providing the AgencyCommission the unilateral right to extend the term of the contract and/or to purchase additional supplies or services called for by the contract. 2. Any written findings required for a contract option shall specify both the base requirement(s) and the increase permitted by subsequent options. Contract provisions setting forth the cost of the option may include, but are not limited to, the following: a. A specific dollar amount; b. An amount to be determined by applying provisions (or a formula) provided in the basic contract, but not including renegotiation of the price for work in a fixed -price type contract; Procurement Policy Manual 11 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 445 c. In a cost -type contract, a stated fixed or maximum fee, or a fixed or maximum fee amount determinable by applying a formula contained in the basic contract; d. A specific price that is subject to an economic price adjustment provision; or e. A specific price that is subject to change as a result of changes to the prevailing labor rates provided by the U.S. Department of Labor (DOL) or the California Department of Industrial Relations (DIR) prevailing rates, whichever is applicable. B. Solicitation of Contracts with Options 1. If a contract provides for an option, the solicitation should include appropriate option clauses. 2. Each contract should state the period within which an option may be exercised. 3. In order to meet the requirements of this Manual for full and open competition, the option should be evaluated as part of the initial competition and be exercisable at an amount specified from the terms of the basic contract. When options have not been evaluated as part of the award, the exercise of such options will be considered a non-competitive procurement and must comply with the non-competitive procurement policies in described in this Manual. C. Exercise of Options 1. The user department/project manager, in cooperation with the Procurement Officer, should initiate the exercise of an option only after determining the following for the Agency: a. That sufficient budget authority is available; b. That the requirement covered by the option fulfills an existing Agency Commission need; and c. That the exercise of the option will be the most advantageous method of fulfilling the Ag n yCommission's needs, when price and other factors are considered. 2. The Procurement Officer, after considering price and other factors, should make the determination whether to recommend exercising the option on the basis of one of the following: a. A new solicitation fails to produce a better price or a more advantageous offer than that offered by the option; provided, that if it is anticipated that the best price available is the option price (or that the option provides the more advantageous offer), the Procurement Officer should not use this method to test the market; Procurement Policy Manual 12 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 446 b. An informal analysis of prices or an examination of the market indicates that the option price is better than prices available in the market or that the option is the most advantageous offer; or c. The short time between the award of the contract containing the option and the exercise of the option indicates that the option price is the lowest price obtainable or the most advantageous. 3. The contract modification or other written document, which notifies the contractor of the exercise of the option, shall cite the option provision as authority for the action and should be issued within the time period specified in the contract. 6.0 COOPERATIVE AGREEMENTS A. Policy on Intergovernmental or Inter -entity Agreements To promote economy and efficiency, thethe GemmissiefiAgency may enter into state and local intergovernmental agreements or inter -entity agreements, where such agreements are in the best interest of the Gefign efiAgency and are appropriate for procurement or use of common or shared goods and services. The use of purchasing schedules may be prohibited for federally funded procurements. Out-of-state purchasing agreements are prohibited for FTA-funded procurements. B. Memorandum of Understanding A memorandum of understanding (MOU) is a contract document describing a bilateral or multilateral agreement outlining the terms and details of an arrangement between the parties to the MOU, including each party's requirements and responsibilities. An MOU is used when substantial involvement is expected between the Agency the Commission and another agency or entity when carrying out the activity contemplated in the MOU, and there exists some public or mutually beneficial purpose in carrying out this activity. C. Piggybacking 1. Piggybacking is the post -award use of an acceptable contract/solicitation process that allows an entity not contemplated in the original procurement to purchase the same supplies or equipment under the original contract/solicitation process. 2. Piggybacking is permissible when: a. The underlying solicitation document and the resultant contract contain an assignability clause that provides for the assignment of all or part of the specified deliverables as originally advertised, competed, evaluated, and awarded; and b. For federally funded agreements, the original solicitation and resultant contract contain a minimum and a maximum quantity, which represent the reasonably foreseeable needs of the parties to the solicitation. D. California Multiple Award Schedule and State Master Agreements Procurement Policy Manual 13 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 447 1. A California Multiple Award Schedule (CMAS) and State Master Agreements are agreements established between the California Depat tinent of General Services (DGS) and multiple vendors who agree to the State of California terms and conditions, and may be used by the GemmissienAgency. 2. Acquisitions based on CMAS or State Master Agreements shall be competitively bid so as to result in offers from three or more vendors including one small business, if available. If less than three offers are received, documentation of solicitation methods must be included with the contract documentation. 3. Three offers are not required for CMAS and State Master Agreements based on competition, such as Cal -Store, the Master Rental Agreement, Western States Contracting Alliance (WSCA), etc. Information on specific CMAS and State Master Agreements are available on DGS-PD's website at: www.dgs.ca.gov/pd. 4. Notwithstanding PUC section 130232(a), Public Contract Code (PCC} sections 10298(b) and 10299(a) provide authority for the Commission to use CMAS or State Master Agreements for acquiring supplies, equipment and materials that exceed $25,000 without engaging in further competitive bidding. 7.0 RECURRING CONTRACTS A. EachThe CommissionAgency may, on an annual basis, evaluate existing contracts for professional services that are due to expire within the next fiscal year. While some of these contracts may be placed on the calendar for a new procurement solicitation or allowed to expire because they are no longer required, notwithstanding any other provision herein, some contracts may be included in an annual recurring contracts list that must be approved by the applicable GehimissiehAgency. Most contracts for professional services should be subject to a competitive process; however, there may be limited circumstances in which staff believes it is more efficient and cost effective to retain such consultants on the recurring contracts list rather than rebidding the services. Those circumstances generally are due to the consultant's historical knowledge, unique experience, and understanding of the applicable GemmissienAgency and/or specific GemmissiehAgency projects. Approval of the recurring contracts list allows eachthe GernmissieftAgency to continue work on existing projects without interruptions and maintain consistency. 1. State or federally -funded contracts may not be included in the annual recurring contracts list. Procurement Policy Manual 14 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 448 CHAPTER 2 - PROCUREMENT GENERALLY 1.0 IMPLEMENTATION BY EXECUTIVE DIRECTOR; COMMISSION CONTROLS AND LIMITATIONS A. Final authority for purchasing actions and decisions rests with eachthe Agency Commission, except as delegated by the Agency Commission to the Executive Director. B. The Commission Each Agency, respectively, authorizes the Executive Director to execute contracts approved by the AgencyCommission. The Executive Director may designate the Deputy Executive Director, Chief Financial Officer or Directors to execute contracts under his or her signature authority on his/her behalf. C. The policies set forth herein will be implemented by the Chief Financial Officer. The Chief Financial Officer has primary responsibility for ensuring that eachthe AgencyCommission's procurement process is in accordance with applicable laws and regulations, as interpreted by the General Counsel and Agency Commission policy. D. The Executive Director is authorized to approve and enter into contracts on behalf of the AgenciesCommission under his/her single signature authority as follows: 1. For the Commission;: When the expenditure is less than fifty thousand dollars ($50,000) for the purchase of all supplies, equipment, materials and for the construction of all facilities and works in accordance with PUC § 130232; and 2. For the Commission: When the expenditure is less than two hundred fifty thousand dollars ($250,000) for the purchase of services; however, (i) the aggregate amount of contracts executed under the single signature authority shall not exceed $452,000,000 in any given fiscal year; (ii) the aggregate value of all contracts awarded to any one entity under the Executive Director's single signature authority shall not exceed $250,000 in any fiscal year; and (iii) the Executive Director may execute contract amendments that do not exceed $250,000 for existing contracts that do not exceed $250,000. Such authority however, may not be exercised more than once originally executed under the Executive Director's single signature authority. The Commission's fiscal year is from July 1 to June 30. 3. For Authority: When the expenditure is less than $100,000; however, (i) the aggregate amount of contracts executed under the single signature authority shall not exceed $300,000 in any given fiscal year; (ii) the aggregate value of all contracts awarded to any one entity under the Executive Director's single signature authority shall not exceed $100,000 in any fiscal year; and (iii) the Executive Director may execute contract amendments that do not exceed $100,000for existing contracts that do not exceed $100,000. The Authority's fiscal year is from July 1 to June 30. Procurement Policy Manual 15 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 449 E. The powers of the Executive Director pursuant to Paragraph "D" above are subject to: (i) the existence and provisions of an Commission _approved budget for the applicable Agency; and (ii) applicable laws and regulations. F. The Executive Director must provide each Agency the -Commission -with a quarterly regular report of all contracts entered into pursuant to the single signature authority provided in Paragraph "D" above by that Agency, and must report to the applicable Agency Commission at its next regularly scheduled meeting each new contract awarded on an emergency basis or other contracts in excess of the Executive Director's single signature authority. G. Approval Limits and Solicitation Types 1. Commission- Supplies, Equipment, and Materials (PUC § 130232). PURCHASE AMOUNT SOLICITATION TYPE SOLICITATION PROCESS APPROVER Less than $1,000 Micro -purchase Informal: Commercial availability, Procurement Officer* Rotate Vendors $1,000 to $25,000 Small Purchase Informal: Three (3) Quotes Procurement Officer* $25,001 to $50,000 Formal Procurement Formal: Advertisement, Clauses, Executive Director Competitive Sealed Bids Greater than $50,000 Formal Procurement Formal: Advertisement, Clauses, Commission Competitive Sealed Bids 2. Commission Public Works (PUC § 130232). PURCHASE AMOUNT SOLICITATION TYPE SOLICITATION PROCESS APPROVER Less than $1,000 Micro -purchase Informal: Commercial availability, Procurement Officer * Rotate Vendors, Non -Collusion Declaration, Insurance $1,000 to $25,000 Small Purchase Informal: Three (3) Quotes, Procurement Officer* Prevailing Wage, Clauses, Insurance, License, Non -Collusion Declaration $25,001 to $50,000 Formal Procurement Formal: Advertisement, Clauses, Executive Director Prevailing Wage, Insurance, License, Competitive Sealed Bids, Payment Bond, Non -Collusion Declaration Greater than $50,000 Formal Procurement Formal: Advertisement, Clauses, Commission Prevailing Wage, Insurance, License, Competitive Sealed Bids, Payment Bond, Non -Collusion Declaration * n s delegated b.. the Executive Director Procurement Policy Manual 16 February 2021Septembcr 2019 17336.00137\33432482.4 450 Revision: 5 3. Commission Services. PURCHASE AMOUNT SOLICITATION TYPE SOLICITATION PROCESS APPROVER Less than $10,000 Micro -purchase Informal: Commercial availability, Procurement Officer* Rotate Vendors, Insurance $10,000 to $50,000 Small Purchase Informal: Three (3) Quotes, Clauses, Procurement Officer* Insurance $50,001 to $250,000 Small Purchase Informal: Three (3) Quotes, Clauses, Executive Director Insurance; or Formal: Advertisement, Clauses, Insurance, and Negotiated Agreement, or Competitive Sealed Bids, or A/E Contract procedures Greater than $250,000 Formal Procurement Formal: Advertisement, Clauses, Commission Insurance, Certifications, and Negotiated Agreement, or Competitive Sealed Bids, or A/E Contract procedures 4. Authority Public Projects (Public Contract CodePCC §20160, et. seq.). PURCHASE SOLICITATION SOLICITATION PROCESS APPROVER AMOUNT TYPE Less than $1,000 Micro -purchase Informal: Commercial availability, Procurement Rotate Vendors, Non -Collusion Officer * Declaration, Insurance $1,000 to $5,000 Small Purchase Informal: Three (3) Quotes, Procurement Prevailing Wage, Clauses, Insurance, Officer* License, Non -Collusion Declaration $5,001 to $100,000 Formal Procurement Formal: Advertisement, Clauses, Executive Prevailing Wage, Insurance, License, Director Competitive Sealed Bids, Payment Bond, Non -Collusion Declaration Greater than Formal Procurement Formal: Advertisement, Clauses, Authority $100,000 Prevailing Wage, Insurance, License, Competitive Sealed Bids, Payment Bond, Non -Collusion Declaration Procurement Policy Manual 17 February 2021Septembcr 2019 17336.00137\33432482.4 451 Revision: 5 5. Authority Supplies, Equipment, Materials and Services. PURCHASE AMOUNT SOLICITATION TYPE SOLICITATION PROCESS APPROVER Less than $10,000 Micro -purchase Informal: Commercial availability, Procurement Officer* Rotate Vendors, Insurance $10,000 to $50,000 Small Purchase Informal: Three (3) Quotes, Clauses, Procurement Officer* Insurance $50,001 to $250,000 Small Purchase Informal: Three (3) Quotes, Clauses, Under Insurance; or Formal: Advertisement, Clauses, $100,000: Executive Director Over Insurance, and Negotiated Agreement, or Competitive Sealed Bids, or A/E Contract procedures $100,000: Authority Greater than $250,000 Formal Procurement Formal: Advertisement, Clauses, Authority Insurance, Certifications, and Negotiated Agreement, or Competitive Sealed Bids, or A/E Contract procedures Commission As delegated by the Executive Director H. In addition to the authority granted above, and except as otherwise prohibited by applicable state or federal law, the Executive Director is authorized to approve and enter into contracts on behalf of the Commission, where the relevant contract is directly related to and necessary to implement a project that has been approved by the Commission, the contract is within the approved project budget and, based on the circumstances, exercise of this authority is in the best interest of the Commission. 2.0 PROCUREMENT OFFICER —DESIGNATION AND DELEGATION A. The Deputy Director of Financial Administration Chief Financial Officer is the designated "Procurement Officer" for the AgenciesCommission. The Deputy Director of Financial AdministrationChief Financial Officer may delegate all or part of the Procurement Officer duties described in this Manual. 3.0 PROCUREMENT OFFICER —DUTIES A. The Procurement Officer has the duty to oversee all procurement activities of the AgenciesCommission, and to implement the policies and standards set forth in this Manual, subject to the limitations of the authority that has been delegated to the Procurement Officer by the applicable AgencyCommission or the Executive Director. Procurement Policy Manual 18 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 452 B. The Procurement Officer may issue instructions for the implementation of each Agency' sCommission procurement policies. C. The Procurement Officer has the duty to ensure each Agency's Commission contracts, purchase orders, modifications, and supplemental agreements are executed in accordance with established thresholds and delegated authority. D. The Procurement Officer, subject to the review of the AgencyCommission's General Counsel, has the authority to draft and determine the final form of the contract to be used for each procurement. E. The Procurement Officer should ensure that a complete record of each procurement action is maintained in accordance with each Agency' st a COFFIF ;ssio.,'s records retention policy by establishing files containing the records of all major procurements and contractual actions pertinent to that office's responsibilities. 1. The Procurement Officer is responsible for maintaining the original contract file pursuant to applicable state and/or federal records retention policies. 2. The documentation in each contract file maintained by the Procurement Officer should be sufficient to constitute a complete history of the transaction for the following purposes: a. Providing a complete background as a basis for informed decisions at each step of the procurement process; b. Supporting actions taken; c. Providing information for reviews, audits, and investigations; and d. Furnishing essential facts in the event of litigation. F. The Procurement Officer has the duty to ensure Commission staff engaged in procurement activities are trained in the procurement requirements set forth in this Manual. 4.0 IMPLEMENTATION OF PROCUREMENT PROCEDURES AND GUIDELINES A. The Procurement Officer, in his or her discretion and subject to the review and concurrence of Agency the Commission's General Counsel, may adopt procurement and materials management procedures and guidelines needed to implement and supplement the policies and standards set forth in this Manual. Any such procedures and guidelines shall: 1. Provide for timely review and processing of all procurement actions; 2. Ensure that procurements proceed timely, efficiently and economically; 3. Ensure that procurements adhere to principles of good public policy practices and sound business judgment; and 4. Prohibit arbitrary actions. An example of an arbitrary action is the award of a construction contract, using the competitive sealed bids method of procurement, to a bidder other than the lowest responsive, responsible bidder. Procurement Policy Manual 19 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 453 5.0 AUTHORIZED METHODS OF PROCUREMENT; SELECTION A. Selection As part of the procurement initiation process, the Procurement Officer will determine which method of procurement is appropriate. B. Authorized Methods The following methods of procurement may be used, as appropriate, in accordance with the policies and procedures included in the Procurement Manual for all federal and non-federal procurement actions contemplated under this Procurement Manual: 1. Micro Purchase Procedures, pursuant to Chapter 6 of this Manual; 2. Small Purchase Procedures, pursuant to Chapter 6 of this Manual; 3. Competitive Sealed Bid ("Low Bid"), pursuant to Chapter 3 of this Manual; 4. Competitively Negotiated Procurement, pursuant to Chapter 5 of this Manual; 5. Non -Competitive and Emergency Procurement, pursuant to Chapter 7 of this Manual; and 6. Alternate Delivery, pursuant to Chapter 4 of this Manual. 6.0 INDEPENDENT COST ESTIMATE A. An independent cost estimate is a determination of price reasonableness. An estimate shall be completed prior to the receipt of bids or proposals. Key elements of the independent cost estimate include, but are not limited to: 1. Date of the independent cost estimate; 2. Basis for the independent cost estimate, including applicable supporting documentation; and 3. The value determined by the independent cost estimate. B. The method and means of establishing the estimate may vary based on the circumstances and can range from checking historical records or published price guides to a detailed estimate in the same level of detail that is required for contractors submitting proposals. Estimates can be obtained from a design firm or in-house technical personnel for construction work or from independent third -party staff (not impacted by final procurement). C. The estimate provides the Procurement Officer with essential input during the solicitation process. Independent cost estimates may be used by the Agency Commission to: 1. Provide a determination of value (i.e., do benefits warrant the cost); 2. Support procurement planning; 3. Determine the appropriate solicitation type and process based on the approval limits set forth in Chapter 2, 1.0(G); Procurement Policy Manual 20 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 454 4. Establish the competitive range and supplement the evaluation process; 5. Provide a basis for a price analysis, which may eliminate the need for a more burdensome cost analysis; 6. Provide a basis for development of a pre -negotiation objective; 7. Support the Agency'sthe Commission's negotiation position with contractor; and/or 8. After contract award, provide essential input with respect to contract amendments, change orders and claims. 7.0 COST/PRICE ANALYSIS A. A cost/price analysis shall be performed in connection with every federally funded procurement action, including contract modifications, and should be conducted for non -federally funded procurements. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation. B. If the contract being awarded is a cost -reimbursement type, the cost/price analysis shall address the realism of the various cost elements proposed, and where the costs are unrealistically low, an adjustment shall be made to reflect what the AgencyCommission believes the effort will actually cost given that offeror's specific technical approach as well as its direct and indirect cost rates. 1. The Agency Commission shall, when applicable, or must, if required by law, utilize the guidelines provided in the FAR Part 31 to determine whether of the contractor's proposed costs are reasonable, allowable and allocable. C. As applicable, the AgencyCommission shall negotiate profit as a separate element of the price for each contract in which there is no price competition and in all applicable cases where cost analysis is performed. To establish a fair and reasonable profit, consideration must be given to the complexity of the work to be performed, the risk borne by the contractor, the contractor's investment, the amount of subcontracting, the quality of its record of past performance, and industry profit rates in the surrounding geographical area for similar work. 8.0 VENDOR CONTACTS PRIOR TO ISSUANCE OF A SOLICITATION A. Informational and market research contacts with prospective contractors/vendors should be circumscribed based upon legitimate, identifiable business purposes and guided by the exercise of sound judgment. The primary pitfalls to be avoided are promises or implications from Commission staff of a future contract, development by a vendor of a specification or scope of services to be used as part of an Agency Commission solicitation that vendor intends to participate in, requests from Commission staff for complimentary services or supplies, and other activities that may create a real or apparent conflict of interest or the impression of an obligation on the part of either Agency.the Commission. Procurement Policy Manual 21 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 455 9.0 ADVERTISING/PUBLICIZING PROCUREMENTS A. The Procurement Officer should use the most efficient and effective means to publicize contract actions to increase competition in accordance with the requirements of the specific procurement. B. PUC § 130232, applicable to the purchase of all supplies, equipment, materials and for the construction of all facilities and works by the Commission when the expenditure exceeds twenty-five thousand dollars ($25,000), requires that notice requesting bids shall be published at least once in a newspaper of general circulation. The publication must be made at least 10 days before the date for the receipt of the bids. The Commission, at its discretion, may reject any and all bids and re -advertise. C. PUC § 130238 for the purchase by the Commission of computers, telecommunications equipment, microwave equipment, and other related electronic equipment and apparatus that is not available in substantial quantities to the general public requires (i) the procurement be conducted through competitive negotiation, after a finding by the Commission by a two-thirds vote that this particular procurement qualifies under PUC § 130238, and (ii) notice of the request for proposals be published at least twice in a newspaper of general circulation, at least 10 days before the date for receipt of the proposals. ED. PCC § 20161 defines public projects of the Authority as (i) the erection, improvement, painting, or repair of public buildings and works; (ii) work in or about streams, bays, waterfronts, embankments, or other work for protection against overflow; (iii) street or sewer work excluding maintenance or repair; or (iv) purchase of supplies or materials for any of the foregoing, as well as maintenance or repair of streets or sewers, when the expenditure exceeds five thousand dollars ($5,000). PCC § 20164 requires that for Authority public projects, notice requesting bids shall be published at least twice in a newspaper of general circulation, not less than five days apart. The first publication or posting of the notice shall be at least 10 days before the date of opening the bids. DE. Federal Transit Administration Section 9.c of FTA Circular 4220.1F requires that invitations for bids are to be "publicly" advertised, and Section 9.d of FTA Circular 4220.1F requires that requests for proposals are to be publicized. &F. Caltrans and Federal Highway Administration (FHWA) Chapter 15, paragraph 15.4 Project Advertisement, of the Caltrans Local Assistance Procedures Manual provides detailed guidance regarding advertising of FHWA- and/or Caltrans-funded projects. FG. Pre -solicitation advertising prescribed in this section is not required for non- competitive, sole source, or emergency procurements processed in accordance with this Manual. Procurement Policy Manual 22 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 456 10.0 NON-DISCRIMINATION IN PROCUREMENT A. All formal contracts entered into by the Agency Commission should contain appropriate clauses prohibiting discrimination by the contractor against any person or group of persons on account of race, color, religion, creed, national origin, ancestry, physical handicap, medical condition, age, marital status, sex or sexual orientation in the performance of the contract. 11.0 ORGANIZATIONAL CONFLICTS OF INTEREST A. An unfair competitive advantage could result if a contractor were allowed to submit a bid or proposal for work described in a specification or statement of work that the contractor itself developed. For the purpose of eliminating a potential unfair competitive advantage, and in compliance with applicable state and federal laws and regulations, a contractor that develops or assists in developing specifications, requirements, statements of work, invitation for bids, and/or request for proposals for an Agency Commission procurement is excluded from competing for the resultant procurement, unless an appropriate waiver is issued by the AgencyCommission. All waivers will be assessed by the Agency Commission on a case -by -case basis. 12.0 DUTIES OF COMMISSION STAFF REGARDING PROCUREMENTS A. General Procuring goods, services, and contracts for the AgenciesCommission must be a cooperative effort, and it will be the responsibility of all Commission staff involved in procurement to employ sound business judgment and appropriate standards of ethics and fairness to procure goods and services in a manner most advantageous to each Agencythe Commission. All employees and departments are instructed to follow the procedures set forth in the Manual, as well as any instructions issued by the Procurement Officer regarding procurements. 1. For FTA-funded procurements, the user department should consider use of the FTA checklists provided in FTA Circular 4220.1F, Appendix C, which address, among other things, undue restrictions on competition, when use of brand name or equal is permitted, and other FTA requirements and limitations. 2. For FHWA and Caltrans-funded procurements, the user department shall use the Caltrans' Local Assistance Procedures Manual for guidance and shall ensure that appropriate AgencyCommission procurement and contract forms for the relevant funding source are used. B. In order to initiate a procurement action (including amendments, procurements, exercising of available options, etc.), the user department/project manager should, at a minimum, provide the Procurement Officer with the following items, as applicable: 1. Specification, Scope of Services, or Statement of Work. For a new procurement, a complete and clearly written specification, purchase Procurement Policy Manual 23 February 2021September 2019 Revision: 5 17336.00137\33432482.4 457 description, or statement of work suitable for either competition or for negotiation with a sole source contractor, if justified. For competitive procurements, the description must not (for federally funded procurements) and should not (for non -federally funded procurements) contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. For federally funded procurements, detailed product specifications should be avoided. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offerors must (for federally funded procurements) and should (for non - federally funded procurements) be clearly stated. 2. Changes. Changes to existing contracts, including amendments and construction change orders, must be documented pursuant to a written amendment or written construction change order, as applicable, executed by the appropriate parties, and should comply with the following. a. Amendments If a contract amendment has been negotiated based upon an existing advanced pricing arrangement or labor rates/categories included in the underlying agreement, the user depatliilent/project manager should provide the Procurement Officer with a copy of the final negotiated scope of services for the extra work, associated pricing terms, and/or schedule. b. Construction Change Orders Construction change orders should follow the procedures established by the Capital Projects Department, including the Toll Program, and applicable contract specifications. Documentation of the change order does not need to be provided to the Procurement Officer, but should be maintained by the user department/project manager as specified herein. If a construction change order has been negotiated based upon an existing advanced pricing arrangement or labor rates/categories included in the underlying agreement, the user department/project manager should maintain a record of the change order and supporting documentation in the project files including an independent cost estimate and cost and/or price analysis, as applicable. i. Any change order must be administered in accordance with its terms, and appropriate documentation must be generated and Procurement Policy Manual 24 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 458 maintained supporting payment in accordance with state or federal requirements, as applicable. ii. All change orders must be signed by a Commission employee who is a registered civil engineer. iii. Any change order in excess of $100,000 also requires approval as follows: a) $100,000 to $250,000 by the Project Delivery Director or Toll Program Director; orby the a}b) Greater than $250,000 by the Executive Director. iv. Any change order that will increase the total contract value to an amount that exceeds the contractual authority approved by the applicable AgencyCommission may not be executed until additional contractual authority has been obtained through the AgencyCommission. v. The Capital Projects Delivery Director and/or Toll Program Director, as applicable, is responsible for determining that change orders are processed and approved in accordance with depattluental and contractual requirements. c. Changes to Federally Funded Contracts For federally funded contracts, findings must be included in the project file that the change is in the general scope of the original contract. A significant change in contract work that causes a major deviation from the original purpose of the work or the intended method of achievement, or causes a revision of contract work so extensive, significant, or cumulative that, in effect the contractor is required to perform very different work from that described in the original contract, is considered a "cardinal change" or "tag -on" contract, and is not permitted unless it meets the requirements of Chapter 8, Section 3.0. 3. Agreement Summary Sheet. The user department/project manager must provide a complete and executed Agreement Summary Sheet for all procurement actions, including applicable small purchases, formal procurements, MOUs, agreements, change order modifications and the like. The Agreement Summary Sheet identifies the nature of funding for the subject goods/services, provides a record that the requirement was budgeted and properly approved before the procurement process began, and ensures that the procurement action is assigned a unique agreement number for purposes of contract administration, payment, and recordkeeping. 4. Cost Estimate. The user department/project manager shall provide the Procurement Officer with a cost estimate for the anticipated procurement of goods/services. See paragraph 6.0 above for additional guidance regarding the development of an independent cost estimate. Procurement Policy Manual 25 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 459 5. Justification for Sole Source/Non-competitive Procurement (if applicable). The user department/project manager must prepare and submit to the Procurement Officer a written statement recording all the facts that provide justification for avoiding mandated competitive procurement practices explicitly defined in this Manual and/or required by relevant state and federal law in favor of a non-competitive/sole source award. The Procurement Officer must approve the sole source procurement methodology before the procurement can proceed. If the procurement is funded with state or federal funds, the appropriate findings required by the applicable funding entity must be made. For Caltrans or FHWA funded contracts, a Public Interest Finding (PIF) must be approved by the appropriate funding entity. 13.0 INSURANCE A. Contractors providing goods and services should be required to carry sufficient insurance to protect the Agency Commission from third party lawsuits for personal injury (including death) and property damage. Insurance may also be required for damage to the Agency'sCommission property and for errors and omissions in the provision of professional services. B. The following types of procurement actions should be reviewed by the Procurement Officer for appropriate levels, types and limits of coverage on a case -by -case basis: 1. All operations and non -operational construction contracts. 2. All professional services contracts. 3. All contracts where work will be performed within "50 feet" of railroad. 4. All environmental contracts, including engineering services. 5. All procurement contracts and/or purchase agreements where outside vendors will be conducting work or performing installation services on AgencyCommission premises. 6. All procurement contracts and/or purchase agreements where outside vendors will be delivering products to an Agency Commission facility. C. The contract documents should ensure that the Agency'sCommission contractors will be required to comply with insurance requirements imposed by state and local governments. D. At a minimum, the contract documents should require the contractor and subcontractor to carry general liability, workmen's compensation, and automobile insurance coverages for public works contracts. E. In certain limited cases, the Procurement Officer may permit the contractor to substitute an approved program of self-insurance in order to obtain such approval. The contractor will have to demonstrate that it can sustain the potential losses being self -insured. Procurement Policy Manual 26 February 2021September 2019 Revision: 5 17336.00137\33432482.4 460 F. The Procurement Officer should include insurance and indemnification provisions in equipment, supply, and services contracts in accordance with the- Commission policies described herein. 14.0 SUBCONTRACTING A. The AgencyCommission may consider requiring a prime contractor to perform certain tasks or a minimum percentage of the work, in order to ensure that the prime contractor maintains a specified degree of control over the project. B. Approval of contractor proposed subcontractors usually involves an evaluation of three primary areas: 1. Assurance that the prime contractor has included the required "flow -down" provisions (clauses) from the prime contract in the subcontract. 2. The prime contractor's compliance with the Disadvantaged Business Enterprise (DBE) requirements in its prime contract. 3. Assurance that the prime contractor has selected its critical subcontractors in a prudent fashion, so as to protect the AgencyCommission's interests. 15.0. DETERMINATION OF FAIR AND REASONABLE PRICE A. The Procurement Officer should determine, in writing, that the price to be paid to the successful offeror is fair and reasonable. Typically, adequate price competition is sufficient to establish price reasonableness; however, price reasonableness may also be established through: 1. Prices established by law or regulation; 2. Published catalog or market price for commercial product sold to the public in substantial quantities; 3. Previous or relevant historical pricing for same or similar terms; 4. Valid cost estimate; 5. Value analysis; or 6. Cost/price analysis. B. Single Offer/Lack of Adequate Competition 1. Upon receiving a single bid or single proposal in response to a solicitation, the Procurement Officer should determine if competition was adequate. a. Such determination should include a review of the specifications for undue restrictiveness and may include a survey of potential sources that chose not to submit a bid or proposal. b. If the results of the review are that the scope of work was so restrictive that only one firm could have responded, then there is a lack of competition. The Procurement Officer should (1) cancel and re -procure the solicitation or (2) treat the solicitation as a sole source procurement, if it meets the requirements of Chapter 7 of this Manual. Procurement Policy Manual 27 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 461 c. If the results of the review are that the scope of work was not restrictive and more than one firm could have responded, then there is adequate competition. The Procurement Officer may recommend an award of the agreement to the single offeror, as determined by the AgencyCommission, in accordance with this Manual and in accordance with applicable legal requirements. 2. When the price variance between multiple responses reflects a lack of adequate competition, the Procurement Officer may re -solicit quotes or, if appropriate, recommend an award of the agreement to the lowest or best offeror, as determined by the AgencyCommission, in accordance with this Manual and in accordance with applicable legal requirements. 3. A recommendation for award under either of the above circumstances should include a statement in the contract file giving the basis for the determination (e.g., that there was adequate competition and/or the pricing terms are fair and reasonable). 16.0 CONTRACT APPROVAL, AWARD, AND EXECUTION A. Following authorization for contract award by the AgencyCommission, the following actions should be taken: 1. The Procurement Officer requests all Agency Commission required documents and contract contingency requirement (e.g., bonds, proof of insurance) from the successful contractor. 2. The Procurement Officer conforms and sends copies of the final contract or amendment to the contractor for signature, and obtains the appropriate AgencyCommission authorization by ensuring full execution of the contract. 3. The contract or amendment may be executed in one or more counterparts. The Procurement Officer may accept facsimile signatures, including signatures transmitted via electronic mail, as original signatures. If the A Commission adopts an cElectronic signatures may be used, and policy, _the Procurement Officer may accept electronic signatures in accordance with adopted Agency policy. 4. After full execution of the contract and the contractor's submittal of the required contract contingency items, unless otherwise agreed, the Procurement Officer coordinates with the user department/project manager to prepare a "Notice to Proceed" letter, if required. 5. The Procurement Officer transmits a fully executed contract to the contractor. Conformed copies should be sent to the project manager for use in the administration of the contract. 6. Contract Administration Responsibilities Procurement Policy Manual 28 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 462 a. The user department/project manager conducts all further coordination on technical issues between the contractor and the AgencyCommission, subsequent to the issuance of the "Notice to Proceed" letter. b. Issues affecting the business or legal terms in the contract and/or requests for modification or supplemental agreements to the contract should immediately be brought to the attention of the Procurement Officer. c. The contract and all documents pertaining thereto should be maintained by the Procurement Officer, except for construction change orders which will be maintained by the project management team. 17.0 PROTEST PROCEDURES A. Under formal procurement processes described under this Manual, an interested party that has timely submitted a bid or proposal in response to any procurement of the AgencyCommission may file a protest, to the applicable Agency, objecting to the award of a contract. B. In order for a protest to be considered properly and timely filed, the protest must: 1. Be filed in writing with the Executive Director of the Commission, within seven (7) calendar days after (i) all requests for clarifications and requests for approved equals have been answered by the AgencyCommission or, if no requests for clarification or approved equals are received, after the period for requests for clarifications or approved equals has closed; (ii) after the Agency Commission takes action, or such other time period as may be specified in the solicitation document; or (iii) the date certain contained in the solicitation for any solicitation for which a contract award is not made by the Agency Commission. 2. Be filed by an actual bidder or proposer responding to the procurement and signed by a properly authorized representative. No other party has standing to protest or is considered an interested party. 3. Identify the specific procurement number involved. 4. Identify the specific recommended action or decision being protested. 5. Specify in detail the grounds for the protest, the facts supporting the protest and the status of the protester. 6. Include all relevant supporting documentation with the protest at the time of submittal. 7. Describe the resolution to the protest desired by the protesting party. If a protest does not comply with each of the seven (7) requirements listed above, the protest will not be considered and will be returned to the protester. C. The Procurement Officer will attempt to resolve a properly filed protest or perform additional fact-finding, including establishing a protest evaluation team to evaluate the merits of the protest. The Procurement Officer, in consultation with Agency the Commission's General Counsel, will prepare a recommended resolution of the Procurement Policy Manual 29 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 463 protest for consideration by the Executive Director. The Executive Director will review the recommendation of the evaluation team and will render a determination to uphold or deny the protest. D. If the Executive Director's decision is to deny the protest, the solicitation may be continued without further delay or the contract will be recommended to the applicable Agency Commission for award, or executed, if previously awarded by the AgencyCommission subject to resolution of the protest. If the Executive Director's decision is to uphold the protest, a recommendation will be made to the applicable Agency Commission to amend the solicitation and the date for receipt of proposals or bids, reject all proposals or bids, cancel the request for proposals or invitation for bids and solicit new proposals or bids, award the contract to another proposer, or other such actions as he/she deems appropriate. E. The Executive Director's decision shall be final, and there shall be no further administrative recourse at the local level, except for protests related to federally funded procurements. F. The procedures set forth in this Chapter 2, Section 17.0 are not intended to reduce or restrict protest rights specifically provided under applicable funding agreements, or state or federal laws authorizing the use of money funding applicable contracts. 1. In any procurement involving FTA funds, the Procurement Officer shall if required by FTA, disclose information regarding the protest to FTA and shall -keep FTA informed about the status of the protest. 2. An interested party that has filed a protest must exhaust all administrative remedies with the Agency Commission before pursuing a protest with FTA. G. A debrief will be available for proposers to whom award was not made, for a period of ten (10) days following award of the contract by the AgencyCommission. 18.0 PUBLIC RECORDS REQUESTS A. All requests for procurement related records and/or information must be submitted to the Clerk of the Board for appropriate action. Procurement related records should not be disclosed as public information until staff recommendation for award has been forwarded to all interested parties or as otherwise appropriate under the California Public Records Act and applicable state and federal laws, guidelines and requirements. Procurement Policy Manual 30 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 464 CHAPTER 3 — COMPETITIVE SEALED BIDS ("LOW BID") A. PUC § 130232, applicable to the Commission, requires that the purchase of all supplies, equipment, and materials, and the construction of all facilities and works, when the expenditure required exceeds twenty-five thousand dollars ($25,000), must be by competitive sealed bidding, also known as "low bid", contracting, with the contract let to the lowest responsive, responsible bidder. Notice requesting bids must be published in at least one newspaper of general circulation. The publication must be made at least ten (10) days before the date for receipt of bids.; however, as necessary, to ensure that bidders are allowed adequate and sufficient time to prepare bids before the date of bid opening. The resulting contract will be a fixed price contract. B. PCC § 20160, et. seq. requires that public projects of the Authority, as defined in PCC § 20161 and as set forth in Chapter 2, Section 9.D of this Manual, when the expenditure required exceeds five thousand dollars ($5,000), must be by low bid, with the contract let to the lowest responsive, responsible bidder. PCC § 20164 requires that for Authority public projects, notice requesting bids shall be published at least twice in a newspaper of general circulation, not less than five days apart. The first publication or posting of the notice shall be at least 10 days before the date of opening the bids. C. Notwithstanding the notice periods above, based on the nature of the procurement, a longer period of time shall be provided, as necessary, to ensure that bidders are allowed adequate and sufficient time to prepare bids before the date of bid opening. The resulting contract will be a fixed price contract. BAD. In order for competitive sealed bidding to be most effective, the following conditions should be present in the development of an Invitation for Bids (IFB): 1. A complete, adequate and sufficiently generic specification is developed; 2. Adequate competition is available in the marketplace (two or more responsive and responsible bidders will compete); and 3. The procurement lends itself to a firm -fixed price contract. G E. Discussions and Communications 1. Bids shall be evaluated without discussions with bidders. 2. Information concerning proposed procurements should not be released outside the AgencyCommission before an IFB is released, except for pre - solicitation notices and publicly available general project information. D,F. Pre -Bid Conferences 1. The Contracting Officer may use pre -bid conferences to explain procurement requirements. 2. If the AgencyCommission requires any type of mandatory pre -bid conference, site visit, or meeting, the IFB should include the time, date, and Procurement Policy Manual 31 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 465 location of the mandatory pre -bid site visit, conference or meeting, and when and where project documents, including final plans and specifications are available. Any mandatory pre -bid site visit, conference or meeting should be no sooner than a minimum of five (5) calendar days following the publication of the IFB. B -G. Bid Addenda 1. If it becomes necessary to make changes in quantity, specifications, delivery schedules, opening dates, or other items, or to correct a defective or ambiguous IFB, the change should be accomplished by addendum of the IFB. 2. Addenda to an IFB should be identified as such and should require the bidder to acknowledge receipt of all addenda issued. F -H. Time Of Bid Receipt The IFB must should specify a time for receipt of bids. Bids must be received in the office designated in the IFB or be submitted electronically through the electronic bid management system used by the Agency for the applicable procurement not later than the time identified in the IFB. For electronically submitted bids, the Agency will only consider bids that have transmitted successfully and have been issued a confirmation number with a time stamp from the electronic bidding system indicating that the bid was submitted successfully. G,I. Late Bids Unless otherwise specified in a particular bid solicitation, bids are considered late based on the time clock at the 3rd floor Commission Receptionist Desk, located at 4080 Lemon Street, Riverside, CA 92501 or, as applicable, as determined by the electronic bid management system. Bids are considered late if the time stamped by the AgencyCommission upon receipt of the bid is later than the deadline/time identified in the IFB. If the procurement is pursuant to an electronic bidding process, the electronic bid management system will not accept bids submitted later than the deadline/time identified in the IFB. Late bids will not be accepted by the AgencyCommission, unless a bid is late owing solely to AgencyCommission mishandling or some other legitimate extenuating factor, as determined in the AgencyCommission's sole discretion. ICJ. Receipt Of Bids As bids are received, the Procurement Officer should secure and safeguard the bids until the established time for bid opening. For electronic bids, the electronic bid management system ensures that the bids are not accessible until the time for bid opening. LK. Opening Of Bids The Procurement Officer will coordinate the bid opening. Bids may be opened electronically through the electronic bid management system, or . All bids over $25,000 for supplies, equipment, and materials and the construction of all facilities Procurement Policy Manual 32 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 466 and works received prior to the bid submission deadline will be publicly opened, read aloud to the persons present, and recorded. Bids may also be publicly opened via webconference or videoconference, as may be appropriate based on the circumstances. Bid opening documentation should include the date, time, and place of bid opening, if applicable, and a tabulation of bidder names and related bid amount. Such bi o ,. docume„tatio,, should clude the azure fat least one witness. JL. Recording Of Bids Construction bids over the small purchase threshold of $25,000 for the Commission and $5,000 for the Authority that are publicly opened will be recorded on a bid summary or bid tabulation sheet. The Procurement Officer should certify the accuracy of the bid summary sheet by placing his/her signature thereon. The Commission's Procurement Officer should ensure that these results are posted on the applicable AgencyCommission internet site within a reasonable time after bid opening. 1€M. Tie Bids If two or more responsible and responsive bids are received for the same total or unit price, quality and service being equal, the AgencyGeninlissien shall establish a date and time to draw lots, which shall be accomplished by tossing a coin or pulling bidder names out of a hat, to determine the winner. Using the lottery method, the AgencyCommission shall: 1. Advise the tied bidders in writing that a tie has occurred, advise them a winner will be determined by drawing lots, and invite them to attend the drawing. 2. Conduct the drawing of lots on the date and time previously established with at least two individuals as witnesses. The procurement file should reflect the names, titles, and departments of the witnesses. If the witnesses are not Commission staff, the name, organization, address, and telephone number of the individuals should be listed. 3. Declare the winner of the drawing of lots as the apparent low bidder for bid evaluation and award purposes. �N. Alternative Sources of Procurement Authority Notwithstanding the requirements of PUC § 130232 or PCC 20160, et. seq., and the provisions set forth in this Chapter, the Agencies Commission may use Cooperative Agreements (as described in Chapter 1, Section 6.0) where such use is otherwise permitted by law. Procurement Policy Manual 33 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 467 CHAPTER 4 — ALTERNATE DELIVERY CONTRACTS 1.0 PURPOSE A. For the purposes of this Chapter, "Design -Build" means a method of procuring design and construction from a single source. The selection of the single source occurs before the development of complete plans and specifications. For the purposes of this Chapter, "CM/GC" means a project delivery method in which a construction manager is procured to provide preconstruction services during the design phase of the project and construction services during the construction phase of the project. The structure of the contract for such services is within the discretion of the AgencyCommission. For the purposes of this Chapter, "Alternate Delivery Method" means Design - Build, CM/GC or any other alternate method of project procurement or delivery which the AgencyCommission is authorized by law to utilize. B. As set forth in PCC Section 6820, et. seq., the Commission is authorized to utilize Design -Build for projects on or adjacent to the state highway system, including related non -highway portions of the project, based on either best value or lowest responsible bid. C. As set forth in PCC Section 6700, et. seq., the Commission is authorized to utilize the Construction Manager/General Contractor (CM/GC) method, contingent upon delegation of authority by Caltrans, for two highway projects in Riverside County. D. As set forth in AB 115 (Chapter 20, Statutes of 2017), the Commission is authorized to utilize CM/GC for the 91 Toll Connector to Interstate 15 North project. E. As set forth in PCC Section 6700, et. seq., the Commission is authorized to utilize CM/GC method for certain expressways that are not on the state highway system, provided that the required findings are made, consistent with PCC Section 6701, and the Commission adopts the CM/GC method. F. As set forth in AB 115 (Chapter 20, Statutes of 2017), the Commission is authorized to amend or change any existing contract for the Interstate 15 express lanes construction project or the State Highway Route 91 express lanes to include work or services on the 91 Toll Connector to Interstate 15 North project, if the Commission, with the concurrence of Caltrans, finds that to be a cost-effective method to accelerate the delivery of that project. 2.0 PROCEDURES FOR ALTERNATE DELIVERY CONTRACTS A. The Executive Director may adopt any lawful methods, procedures and criteria that he or she determines are in the best interest of each Agencythe Commission. Procurement Policy Manual 34 February 2021September 2019 Revision: 5 17336.00137\33432482.4 468 B. The Toll Program Director, through coordination with the Procurement Officer, will prepare documents for the solicitation of proposals for highway -related Alternate Delivery procurements by the Commission. C. Where an Alternate Delivery Method does not require a solicitation of proposals, the Toll Program Director shall, through coordination with the Procurement Officer, prepare the contract documents for such procurement by the Commission. D. Contract documents for an Alternate Delivery Method to be used by the Authority shall be prepared as directed by the Procurement Officer. E. The documents prepared for Alternate Delivery procurements shall control over any conflicting provisions contained herein. FE. The Commission shall use a procurement method permitted by law and appropriate for the elements of the services (design v. construction) representing the preponderance of work and having the greatest cost, even though other necessary services would not typically be procured by that method. For example, the construction costs of a Design -Build project are usually predominant, so the Commission would use competitive negotiations or sealed bids for the entire procurement rather than the qualification -based "Brooks Act" procurement procedures. 1. The use of the Design -Build procurement method for FTA-funded projects shall comply with FTA Circular 4220.1F, Section VI.3.h. 2. The use of the Design -Build procurement method for FHWA-funded projects shall comply, as applicable, with any requirements specified by Caltrans in the relevant project agreements. Procurement Policy Manual 35 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 469 CHAPTER 5 — COMPETITIVELY NEGOTIATED PROCUREMENTS 1.0 NEGOTIATED PROCUREMENTS —GENERAL A. This Chapter outlines the Commission's procedures for competitively negotiated procurements for contracts: 1. Not legally required to be procured through the low -bid competitive procurement method pursuant to PUC §130232 as applies to the Commission, or PCC § 20160, et. seq., as applies to the Authority; and 2. Intended to be awarded on the basis of both price and non -price factors. B. A procurement is "negotiated" if discussions, negotiations, or other exchanges between the AgencyCommission and the offerors are anticipated and planned in order to maximize the AgencyCommission's ability to communicate, understand, and obtain the best value for contract award. 1. The exchanges involve bargaining, persuasion, alteration of assumptions and positions, and give-and-take applied to price, schedule, technical requirements, type of contract, and other proposed terms. 2. The exchanges after establishment of the competitive range of price and terms are done with the intent of allowing the offeror to revise its proposal, once and potentially several times. C. Though not an all-inclusive listing, competitively negotiated procurements can be used for the following types of procurements: 1. Professional services contracts for non -architect -engineer related services; miscellaneous service contracts; 2. Architect -Engineer and related services contracts as further defined and subject to the limitations specified in Section 6.0 of this Chapter; 3. Specialized equipment, computers, telecommunications equipment, microwave equipment and other related electronic equipment and apparatus; or 4. Best Value, Alternate Delivery contracts described in Chapter 4. 2.0 SOURCE SELECTION TECHNIQUES A. The Procurement Officer can choose from a range of source selection techniques for the competitively negotiated process based on: 1. What is suitable for the specific circumstances of a requirement, and 2. Which technique provides the best opportunity to tradeoff price/cost and qualitative benefits in order to gain the best value for the AgencyCommission. B. In acquisitions where the requirement is clearly definable and the risk of unsuccessful contract performance is minimal, and excluding contracts for Procurement Policy Manual 36 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 470 Architect -Engineer and related services, cost or price may play a dominant role as a significantly important evaluation factor for award. C. On the other hand, the less definitive the requirement, a requirement for technical superiority, more development work required, or the greater the performance risk, then the technical or past performance considerations play a more dominant role as significantly important evaluation factors for award. D. The Agency Commission obtains best value in negotiated acquisitions by using any one or a combination of selection approaches wherein the relative importance of cost or price may vary with other non -cost or price factor(s). The Procurement Officer and user department/project manager shall select an approach that will provide the Agency Commission with the best offer based on the requirements, and on applicable legal requirements. E. All evaluation factors associated with a particular proposal shall be identified along with their relative importance. The Procurement Officer, in cooperation with the user department/project manager, may utilize explicit factors, price performance trade off, technically qualified/lowest price or other reasonable and appropriate means of evaluating proposers. F. Proposals will be solicited from an adequate number of qualified sources. In determining sources to solicit, the Procurement Officer should use all reasonable means available to ensure that an adequate number of potential qualified proposers receive the solicitation in order to obtain maximum fair and open competition. 3.0 PROPOSAL EVALUATION A. The evaluation factors that will be considered in evaluating proposals shall be tailored to each procurement and shall include only those factors that will have an impact on the source selection decision. The evaluation factors that apply to a particular procurement and the relative importance of those factors are within the broad discretion of the Procurement Officer and/or the user department/project manager. B. The Procurement Officer shall establish a formal evaluation committee, of at least two persons, referred to as the "Evaluation Committee." The size of an evaluation committee should be (1) based on the size and complexity of the goods or services being procured and (2) well balanced and represented by individuals involved with the procurement and/or affected by the goods or services being procured. The Evaluation Committee will be charged with responsibility for evaluating proposals, short listing firms, establishing a competitive range, and/or recommending a firm or firms for contract award. 1. Personnel engaged in the evaluation process shall not discuss or reveal information concerning the evaluations except to those individuals participating in the same proceedings and only to the extent that information is required in connection with such proceedings. Procurement Policy Manual 37 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 471 2. Divulging information during the evaluation, selection, and negotiation phases to offerors or to personnel not having a need to know is prohibited as it could jeopardize the evaluation process and resultant award. C. The Evaluation Committee will evaluate each proposal in accordance with the evaluation criteria in the solicitation. The Evaluation Committee's selection decision is subject to the final approval of the applicable Agency Commission or the Executive Director, as required under this Manual. 4.0 REJECTION OF PROPOSALS A. The Evaluation Committee may reject all proposals received that are determined not to be in the competitive range, including those proposals made by offerors who refuse to execute any reasonably required representations and/or certifications. B. The Executive Director may, in his or her discretion, do any of the following (i) reject any or all proposals received, (ii) cancel the procurement process, and/or (iii) direct commencement of a new procurement process for the same services because: 1. All otherwise acceptable proposals received are at unreasonable prices; 2. The proposals were not independently arrived at in open competition, were collusive or were submitted in bad faith; or 3. For other reasons, rejection is clearly in the AgencyCommission's best interest. 5.0 NEGOTIATION; SELECTION A. The methods and procedures for selection and negotiation will be determined by the Procurement Officer, in coordination with the user department/project manager, and set forth in the request for proposals. 6.0 SPECIAL PROVISIONS APPLICABLE TO ARCHITECT -ENGINEER AND RELATED SERVICES A. This Section prescribes guidelines and requirements for the procurement of Architectural -Engineering ("A -E") and related services. A -E Services are defined as professional services of an architectural or engineering nature that are required by law to be performed by a registered or licensed architect or engineer. Related services include: land surveying and construction project management. For the procurement of A -E and related services, the Procurement Officer shall follow the procedures set forth in this Section 6.0, in addition to the pertinent procedures set forth elsewhere in this Chapter. B. If the procurement is for A -E and related services, the selection must be based on the demonstrated competence and qualifications of prospective contractors, and shall comply with Government Code 4525, et seq., and, when applicable, the laws and regulations that govern the procurement of design -related services with federal funds (see e.g., Title 23 U.S.C. 112, Letting of Contracts and 23 CFR 172, Administration of Engineering and Design Related Service Contracts). These services shall be acquired based on a two-step, sealed bidding procedure, whereby Procurement Policy Manual 38 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 472 qualifications are presented in a separate sealed envelope from a firm's price proposal. The proposals shall be evaluated based on qualifications only, and price negotiations shall then be commenced with the proposer determined by the AgencyCommission to be most qualified. If the AgencyGeffimission is unable to negotiate satisfactory terms, at a fair and reasonable price, with the proposer considered to be most qualified, then negotiations shall be terminated with that proposer and commenced with the next most qualified proposer. This process shall be continued with successive qualified proposers until agreement is reached that is determined to be fair and reasonable. Procurement Policy Manual 39 February 2021September 2019 Revision: 5 17336.00137\33432482.4 473 CHAPTER 6 — SIMPLIFIED PURCHASE PROCEDURES 1.0 GENERAL A. Procurement of materials, supplies, or services by each Agency the Commission should adhere to the procedures in this Manual, as described in Chapter 2, Section 1.G. The procedures ensure that the appropriate authorizations are secured for the type of procurement made, and that the minimum requirements associated with the materials, equipment, supplies or services requested are procured in a fair and open manner. B. This Chapter sets forth the procedures for small purchases and other simplified purchase procedures. These purchases should be made competitively except where it is in the best interests of the Agency Commission to accomplish such purchases non -competitively. Justification for such non-competitive procurement should be made, in writing, and maintained in the procurement record. 2.0 REQUIREMENTS FOR MICROPURCHASES A. If the purchase price for required supplies, equipment, services and/or materials is considered a micropurchase as defined in Chapter 2, Section 1.G, then multiple quotes are not required; however, such purchases should be fairly priced using a purchase technique that best serves the needs of the AgencyCommission, and rotated among commercial vendors offering competitive pricing. B. Micropurchases may be accomplished by securing one proposal or quotation from a commercial vendor offering supplies, equipment or materials to the public in substantial quantities and the price is deemed to be fair and reasonable. a. For federally -funded procurements, the determination that the price is fair and reasonable and how the determination was derived must be included as documentation in the procurement file. C. If oral quotes are obtained, written record of the quotes should be retained. The record should include, at a minimum, vendor name, telephone number and address, name of person providing the quote, and terms. 3.0 USE OF SMALL PURCHASE PROCEDURES A. For small purchases as defined in Chapter 2, Section 1.G, staff should obtain a minimum of three (3) written quotations with reasonable efforts to include at least one Disadvantaged Business Enterprise (DBE) vendor if federally funds are utilized and, when practicable and appropriate, an award should be made on the basis of lowest price. B. For Commission public works projects (i.e., maintenance, repair or construction work), Authority public projects, -as defined in Chapter 2, Section 9.D of this Manual, and planned solicitations for services defined as small purchases in accordance with Chapter 2, Section 1.G, review by the Procurement Officer prior to the solicitation of quotes is required in order to ensure compliance with relevant insurance requirements, applicable legal mandates, e.g., insurance, bonding, prevailing wage, and payroll records. Procurement Policy Manual 40 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 474 C. The Procurement Officer should use and/or authorize the Small Purchase Procedures that are most suitable, efficient, and economical based on the circumstances of each procurement and determine that the price is fair and reasonable. 4.0 PROHIBITED USE OF SMALL PURCHASE PROCEDURES A. The Procurement Officer and or Commission staff may not divide, split or fragment a procurement totaling more than the AgencyCommission's small purchase limitation into several purchases that are less than the limit in order to use the Small Purchase Procedures. Procurement Policy Manual 41 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 475 CHAPTER 7 — NON-COMPETITIVE AND EMERGENCY PROCUREMENTS AND REMEDIAL MEASURES 1.0 NON-COMPETITIVE PROCUREMENTS A. The non-competitive procurement of non -federally funded goods and services, which otherwise require competitive procurement may be authorized under one or more of the following circumstances, subject to any minimum AgencyCommission vote required by applicable law, or any other requirements of applicable law: 1. The AgencyCernmissien has advertised the contract as required by this Manual and has undertaken reasonable efforts to solicit potential contractors, but has determined that competition is inadequate; 2. There is only a single source of supply available, or only one contractor is qualified to provide the service or product; 3. The goods or services are to be provided by a government or other public entity; 4. The goods or services are to be provided pursuant to an amendment of an existing contract that does not materially alter the terms and conditions of the contract (other than to extend the term and/or increase compensation to provide for the extended term or for additional goods/services to be provided under substantially the same terms of the original contract), provided that such renewal, extension or amendment is authorized or permitted by the contract; 5. The equipment to be purchased is of a technical nature and the procurement thereof without advertising is necessary in order to assure standardization of equipment and interchangeability of parts; 6. The item to be purchased is a capital maintenance item that is available only from the original manufacturer or supplier or is required to maintain system operational compatibility and connectivity with the existing system(s); 7. The contract is for employment services; 8. The contract is one for which only per diem and travel expenses are paid and there is no payment for services rendered; 9. The AgencyCommission is piggybacking on an existing agreement between a contractor and any public agency or entity within the County of Riverside and/or the County of San Bernardino, or other public entities if: (a) the proposed AgencyCommission contract is for the same material scope of work as the other contract; (b) the proposed AgencyCommission contract contains substantially the same terms as the other contract; and (c) the other contract was competitively procured in accordance with requirements applicable to such other agency's procurements; and (d) the procurement is otherwise in compliance with legal requirements applicable to Agency. Procurement Policy Manual 42 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 476 10. The provisions listed under Chapter 8, Section 3.0 regarding federally funded sole source, non-competitive, sole source procurements are applicable; or 11. Except as may otherwise be limited by applicable law, the AgencyCommission determines that a non-competitive procurement is in the public interest and in the best interest of the AgencyCemmissien. B. Except as limited by applicable law, the Executive Director shall have authority to determine that non-competitive procurements are permitted under paragraph A, subparagraphs (1) through (11) for contracts for amounts less than or equal to $250,000. Commission aApproval of the applicable Agency is required for contracts over $250,000. Each decision to proceed with a non-competitive procurement must be supported by a written justification that is approved by the Executive Director or Procurement Officer, as required under this Manual. C. The Procurement Officer will take action, whenever possible and in coordination with the user depaitluent/project manager, to avoid the need to continue to procure the same supply, service, or construction without competition. D. A non-competitive or sole source procurement, where competition is legally required, should not be justified on the basis of any of the following circumstances: 1. The lack of adequate advance planning for the procurement of the required commodities, services, or other items; 2. Delays in the procurement caused by administrative delays, lack of sufficient procurement personnel, or improper handling of procurement requests or competitive procedures; or 3. Pending expiration of budget authority. E. The Procurement Officer should ensure that each non-competitive contract contains all of the required clauses, representations, and certifications, in accordance with the applicable laws, regulations, or Agency Commission adopted policy. F. The Procurement Officer should ensure that proper records of each non-competitive procurement are maintained. 2.0 EMERGENCY PROCUREMENTS; REMEDIAL MEASURES A. The AgencyCommission may award a contract on an emergency basis if the requirement is essential to deal with an existing emergency condition, as defined below in Paragraph "B", and the Executive Director may award a contract when necessary as a remedial measure as defined below in Paragraph "C" or when permitted under Paragraph "D". Such award by the Commission shall be made in compliance with PUC § 130234, as applicable. The emergency procurement of supplies or services and procurements as a remedial measure should be limited to quantities and time periods sufficient to meet the immediate threat and should not be used to meet long-term requirements. B. For purposes of an emergency procurement under this Chapter, an "emergency condition" is a situation (such as a flood, epidemic, riot, equipment failure, or any Procurement Policy Manual 43 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 477 other reason declared by the AgencyCommission) which creates an immediate threat to the public health, welfare, or safety. The existence of an emergency condition creates an immediate need for supplies, services, or construction which cannot be met through normal procurement methods, and the lack of which would seriously threaten one (1) or more of the following: 1. The health or safety of any person; 2. The preservation or protection of property; 3. The continuation of necessary AgencyCommission functions; or 4. Contract delays that could result in an increase to the cost of the project. In the case of contracts for services, the Executive Director may declare the emergency condition. C. The Executive Director may authorize the expenditure of funds previously appropriated by the Commission for the direct purchases of goods and services, without following bid requirements (i) when a finding is made that immediate remedial measures are necessary to avert or alleviate damage to property, or to replace, repair, or restore damaged or destroyed property, of the Commission and are necessary in order to ensure that the facilities of the Commission are available to serve the transportation needs of the general public, and upon determining that available remedial measures, including procurement or construction in compliance with PUC § 130232, 130233, and 130234, are inadequate. D. In addition, for procurements that are not subject to the PUC for the Commission, or the PCC for the Authority, the Executive Director may authorize and complete Agency procurements on a noncompetitive, emergency basis as necessary to address emergency conditions, as described herein. DBE. A contract procured on an emergency basis or as a remedial measure should not be modified to expand the scope or extend the time of the procurement unless a limited number of additional commodities, services, or other items are needed to fill an ongoing emergency requirement until regular procurement action procedures initiated under other Chapters in this Manual can be completed. FE. The Executive Director must, after an emergency expenditure in excess of his/her delegated signature authority, and after an expenditure necessary as a remedial measure, submit to the AgencyCommission a procurement summary explaining the necessity for the expenditure. GF. The Procurement Officer should ensure that each emergency procurement contract and/or contract entered into as a remedial measure contains the required clauses, representations, and certifications, in accordance with the requirements of this Manual. H. The Procurement Officer should ensure that proper records of each non-competitive procurement are maintained in accordance with the requirements of this Manual. WI. For a public project of the Authority, as defined in Chapter 2, Section 9.D of this Manual, the provisions above shall not apply. In such case, the Authority shall Procurement Policy Manual 44 February 2021September 2019 Revision: 5 17336.00137\33432482.4 478 comply with the provisions set forth in PCC § 20168 applicable to emergencies requiring the immediate expenditure of public money to safeguard life, health, or �oqqrty. 3.0 WRITTEN JUSTIFICATION FOR EMERGENCY AND OTHER NON- COMPETITIVE PROCUREMENTS A. In each instance where the non-competitive procurement procedures set forth in this Chapter are used, the user department/project manager is required to prepare a written statement recording all of the facts that provide justification for proceeding with the non-competitive or emergency procurement. B. The Procurement Officer must approve the justification for all non-competitive procurements described under this chapter before such a procurement can proceed. Procurement Policy Manual 45 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 479 CHAPTER 8 - REFERENCES TO APPLICABLE LAWS /REGULATIONS 1.0 GENERAL A. This Manual lists references to the various federal, state, and local regulations, to which the Manual was written to conform and/or comply. B. The Procurement Officer will be responsible, in cooperation with the AgencyCommission's General Counsel, for reviewing these references from time to time in order to review new requirements and to note updates to the existing regulations. Notwithstanding any provision of this Manual, updates or changes to existing law shall apply regardless of whether the Manual has been changed. C. The majority of Chapter 8 of this Manual applies to FTA and FHWA funding. Since the Authority does not use these funding sources, these sections are applicable to the Commission only. The Procurement Officer, in cooperation with General Counsel, will ensure that the Authority complies with procurement funding requirements applicable to any state or federal grants received by the Authority. 2.0 REFERENCES A. For the Commission capital projects and contracts for goods and services utilizing FTA or FHWA funds, the provisions included in the Manual will apply only to the extent that they do not conflict with FTA or FHWA requirements, including the standards of FTA Circular 4220.1F, or the most current version thereof, entitled "Third Party Contracting Requirements" or FHWA Form FHWA-1273 entitled "Required Contract Provisions Federal -Aid Construction Contracts." In case of any conflict, the applicable federal standards shall govern. The foregoing documents, though not all-inclusive, set forth requirements that the Commission must comply with in the solicitation, selection and administration of contracts funded by the FTA and FHWA, respectively. B. For projects funded by Caltrans and/or FHWA, the selection process shall be in accordance with Caltrans' Local Assistance Procedures Manual. C. FTA Circular 4220.1F (or the most current version thereof) sets forth the requirements the Commission must adhere to in the solicitation, award, and administration of its third party contracts. FTA Circular 4220.1F applies to all FTA grantees and subrecipients that contract with third parties under FTA assistance programs. a. In addition to the requirements set forth in this Chapter 8, the FTA standards for competition are set forth generally in Chapter 1 hereof and the FTA procedures for competitive sealed bid ("low bid") procurements and competitively negotiated procurements are set forth in Chapters 3 and 5 hereof, respectively. D. Some of the requirements include the following: 1. Pre -Award Audits. A pre -award (pre -negotiation) audit shall be completed, as required based on the participating state or federal funds, for each consultant contract. Procurement Policy Manual 46 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 480 2. Brooks Act Provisions. The provisions of the Brooks Act (40 U.S.C. 544) require local agencies to award federally funded engineering and design contracts on the basis of fair and open competitive negotiations, demonstrated competence, and professional qualifications (23 CFR, Section 172). 3. Required Contract Provisions/Forms. a. Disadvantaged Business Enterprise i. Notice to Proposers Disadvantaged Business Enterprise Information ii. Standard Agreement for Subcontractor/DBE Participation iii. Local Agency Proposer DBE Commitment (Consultant Contracts) iv. Local Agency Proposer DBE Information (Consultant Contract) v. Final Report -Utilization of DBE, First -Tier vi. Subcontractor Listing b. Federal Lobbying Restrictions, Title 31 U.S.C. Section 1352 i. Non -lobbying Certification for Federal -aid Contracts ii. Disclosure of Lobbying c. Financial Provisions. i. Compliance with 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. ii. Compliance with 48 CFR, Chp. 1, Part 31, Contract Cost Principles and Procedures. 4. iii. Provisions required by Caltrans Master Funding Agreement. Caltrans/FWHA Authorization to Proceed. FHWA or Caltrans acting in FHWA's behalf must give the local agency an "Authorization to Proceed" with a project prior to the performance of any work for which federal reimbursement is to be requested, including the pre -award audit. Copies of the "Authorization to Proceed" and the consultant contract must be retained in the project files for future audit purposes. 5. Veterans Employment. Pursuant to 49 U.S.C. 5325(k), the Commission shall ensure that contractors working on an FTA-funded capital project give a hiring preference, to the extent practicable, to veterans (as defined in Section 2108 of Title 5) who have the requisite skills and abilities to perform the construction work required under the contract. This subsection shall not be understood, construed or enforced in any manner that would require an employer to give preference to any veteran over any equally qualified applicant who is a member of any racial or ethnic minority, female, an Procurement Policy Manual 47 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 481 individual with a disability, or former employee. For FHWA-funded capital projects, the Commission shall comply with the veteran's preference requirement, as set forth in 23 U.S.C. 114. E. Though not an all-inclusive listing, the following laws, regulations and code sections are applicable to Agency contracts funded with federal or state funds, dependent on the specific funding source: Commission contracts: Federal Statute, Regulations, Policies, and Agreements Subject 2CFR Part 200 49 CFR Part 26 FAR Part 31 FTA Circular 4220.1x FTA Circular 5010.1x FTA Master Agreement Caltrans Local Assistance Master Agreement Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards Participation by Minority Business Enterprises; DBE Program Contract Cost Principles and Procedures ...... .. .... .... .... ....................................................................... Third Party Contracting Requirements Grant Management Guidelines Terms & Conditions of Grantee Administration of Projects Supported & Funded by the FTA Terms & Conditions of Grantee Administration of Projects Supported & Funded by the FHWA or Caltrans 23 U.S.C. 114 / 23 CFR 633 23 U.S.C. 315 / 49 CFR 1.48 Form FHWA-1273 entitled "Required Contract Provisions Federal -Aid Construction Contracts." 23 CFR 172 Procurement, Management, and Administration of Engineering and Design Related Services Though not an all-inclusive listing, the following laws, regulations and code sections are applicable to both Agencies. CA State Codes 9550-9566 Subject Civil Code ivil Code Code of Civil Procedure Government Code Government Code 3320 995.311 4525 et seq. 6250 - 6270 Payment Bond Payments to Prime Design Professionals Bond Issuer Requirements Architect & Engineering Services Public Records Disclosure overnment Code Labor Code Labor Code Public Contract Code Public Contract Code Public Contract Code 5956 et seq. 1777.1 1770-1780 1103 1104 3300 Infrastructure Projects Debarment by California Labor Commissioner Prevailing Wage, Work Hours, Certified Payroll Records, Apprentices Responsibility on Public Works Contracts Plans and Specifications Contractor's License Public Contract Code 3400 Procurement Policy Manual Brand Name OR Equal; Restrictive Clauses 48 February 2021Septembcr 2019 17336.00137\33432482.4 482 Revision: 5 CA State Codes ®' 4100 - 4114 Public Contract Code Public Contract Code 5100 - 5107 Subcontracting Relief of Bidders Public Contract Code Public Contract Code Public Contract Codc Public Contract Code 6100 - 6610 6700 et. seq. 6820 et seq. 7100 - 7200 Awarding of Contracts Construction Manager/General Contractor Authority Design/Build Authority (applicable to Commission) Contract Clauses, Non -Collusion Affidavit Public Contract Code Public Contract Code Public Contract Code Public Contract Code Public Contract Code 9201 - 9204 10335 et seq. 20101 20103.6 20103.8 Claims and Disputes ervice Contracts Prequalification Limitation on Architect's Indemnity Obligation Alternative Bids Public Contract Code 20104-20104.6 Resolution of Construction Claims Public Contract Code Public Contract Code 20104.50 22300 Progress Payments on Public Works Substitution of Securities GA -State -Codes Public Utilities Codc Public Utilities Codc 130232 130239 130232(c) Public Utilities Codc 130232(d) Subieet Award of Contracts Based On Price or Price and Other Factors; Bid Security; Emergency Procurements; Advertising; Immediate Remedial Measures; Rejecting Bids Authorization of Executive Director for Bid Expenditures <$50,000. Bid Security f Ge sttr ctiel Work >$25 000 Though not an all-inclusive listing, the following laws, regulations and code sections are applicable to the Commission only. Public Contract Code Public Utilities Code Public Utilities Code Public Utilities Code 6820 et seq. 130232 130239 130232(c) 130232(d) Design/Build Authority Award of Contracts Based On Price or Price and Other Factors; Bid Security; Emergency Procurements; Advertising; Immediate Remedial Measures; Rejecting Bids Authorization of Executive Director for Bid Expenditures <$50,000. Bid Security for Construction Work >$25,000 Though not an all-inclusive listing, the following laws, regulations and code sections are applicable to the Authority only. Procurement Policy Manual 49 February 2021September 2019 17336.00137\33432482.4 483 Revision: 5 CA State Codes Subject Public Contract Code Public Contract Code 20160, et. seq. 22050 Low Bid Procurement of Public Projects; Bid Security; Emergency Procurements; Advertising; Rejecting Bids Emergency Contracting Procedures 3.0 FTA/FHWA-FUNDED PROCUREMENT BY NON-COMPETITIVE (SOLE SOURCE) PROPOSALS A. Notwithstanding any other provision herein, federally funded contracts must comply with the federal requirements for non-competitive or sole source procurements. Non-competitive or sole source procurements are accomplished through solicitation of a proposal from only one source, or after solicitation of a number of sources, competition is determined inadequate. A contract change that amounts to a "cardinal change" or a "tag -on" as defined in FTA Circular 4220.1f that involves a major deviation from the original purpose is considered a sole source procurement on a federally funded contract that must comply with this paragraph. 1. Procurement by noncompetitive proposals may be used only when the award of a contract is infeasible under small purchase procedures, competitive sealed bids, or competitive proposals and at least one of the following circumstances applies: a. The item is available only from a single source; b. The public exigency or emergency for the requirement will not permit a delay resulting from competitive solicitation; c. FTA/FHWA, as applicable, authorizes noncompetitive negotiations— e.g., if FTA/FHWA, as applicable, provides a joint procurement grant or a research project grant with a particular firm or combination of firms, the grant agreement is the sole source approval; d. After solicitation of a number of sources, competition is determined inadequate; e. The item is an associated capital maintenance item as defined in 49 U.S.C. §5307(a)(1) that is procured directly from the original manufacturer or supplier of the item to be replaced. The grantee must first certify in writing to FTA: i. that such manufacturer or supplier is the only source for such item; and ii. that the price of such item is no higher than the price paid for such item by like customers; or f. Any other circumstance justifying sole source procurement set forth in the applicable federal rules and regulations. Procurement Policy Manual 50 February 2021Septembcr 2019 17336.00137\33432482.4 484 Revision: 5 2. For Caltrans or FHWA funded procurements, a PIF has been approved by the applicable funding entity. 3. A cost analysis, i.e., verifying the proposed cost data, the projections of the data, and the evaluation of the specific elements of costs and profit, is required. 4.0 DISADVANTAGED BUSINESS ENTERPRISE AND OTHER REQUIREMENTS A. In order to ensure the Commission's compliance with the federal DBE Program on all applicable procurements funded with United States Department of Transportation (DOT) dollars, the Commission will make reasonable efforts to utilize disadvantaged business enterprises in compliance with applicable federal regulations. B. The Commission's procurement process is structured to ensure that its DBE Program supports the Commission's commitment to promote, foster and utilize disadvantaged business enterprises as required and defined by applicable federal regulations. C. As a condition of funding assistance, and in accordance with DOT DBE regulations published in applicable federal regulations, the Commission is required to submit for approval a DBE Program and regular DBE goals, which it will make good faith efforts to achieve through procurement actions carried out under this Manual. D. Pursuant to 2 CFR Part 200.321, the Commission shall also take affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible on federally funded projects. 5.0 GEOGRAPHICAL PREFERENCES A. For any federally -funded contracts, except when procuring A -E services, the Commission is prohibited from using statutorily or administratively imposed in- state or local geographical preferences in the evaluation of bids or proposals unless federal statutes expressly mandate or encourage geographic preference. 6.0 REVENUE CONTRACTS A. The Commission may enter into revenue contracts with a third party whereby the primary purpose is to either generate revenues in connection with a transit -related activity or create business opportunities utilizing an FTA-funded asset. The FTA requires such third party revenue contracts to be awarded utilizing competitive selection procedures and principles. The extent of and type of competition required is within the discretionary judgment of the Commission. 7.0 STATUTORY AND REGULATORY REQUIREMENTS A. The Commission shall comply with applicable federal statutory and regulatory requirements (such as Davis -Bacon Act, DBE, Debarment and Suspension, Clean Air, Environmental and Conservation Requirements, Buy America and Cargo Preference) in carrying out federally -funded procurement actions under this Procurement Policy Manual 51 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 485 Manual. Below is a contract clause matrix that is applicable to third -party contract provisions for federally funded contracts, excluding micropurchases and except for Davis -Bacon requirements which apply to construction contracts exceeding $2,000. The matrix should be reviewed at least annually for any regulatory changes. TYPE OF PROCUREMENT PROVISION Professional Services/A&E Operations/ Management Rolling_ Stock Purchase Construction Materials & Supplies No Federal Government Obligations to Third Parties (by Use of a Disclaimer) All All All All All False Statements or Claims Civil and Criminal Fraud All All All All All Access to Third Party Contract Records All All All All All Changes to Federal Requirements All All All All All Termination >$10,000 if 2 CFR Part 200app1ies. >$10,000 if 2 CFR Part 200 applies. >$10,000 if 2 CFR Part 200 applies. >$10,000 if 2 CFR Part 200 applies. >$10,000 if 2 CFR Part 200 applies. Civil Rights (Title VI, ADA, EEO except Special DOL EEO clause for construction projects) All All All>$10,000 All All Special DOL EEO clause for construction projects >$10,000 Disadvantaged Business All All All All All Enterprises (DBEs) * Incorporation of FTA Terms All All All All All Debarment and Suspension >$25,000 >$25,000 >$25,000 >$25,000 >$25,000 Buy America >$150,000 >$150,000 >$150,000 Resolution of Disputes, Breaches, or Other Litigation >$100,000 >$100,000 >$100,000 >$100,000 >$100,000 TYPE OF PROCUREMENT PROVISION Professional Services/A&E Operations/ Management Rolling Stock Purchase Construction Materials & Supplies Lobbying >$100,000 >$100,000 >$100,000 >$100,000 >$100,000 Clean Air >$150,000 >$150,000 >$150,000 >$150,000 >$150,000 Clean Water >$150,000 >$150,000 >$150,000 >$150,000 >$150,000 Cargo Preference Transport by ocean vessel. Transport by ocean vessel. Transport by ocean vessel. Fly America Foreign air transp./travel. Foreign air transp./travel. Foreign air transp./travel. Foreign air transp./travel. Foreign air transp./travel. Veterans Hiring Preference All Procurement Policy Manual 52 February 2021Septembcr 2019 17336.00137\33432482.4 486 Revision: 5 Davis -Bacon Act >$2,000 (also ferries). Contract Work Hours and Safety Standards Act >$100,000 (transportation services excepted). >$100,000 >$100,000 (also ferries). TYPE OF PROCUREMENT Professional Services/A&E Operations/ Rolling Stock Construction Materials & Management Purchase Supplies Copeland Anti -Kickback Act Section 1 Section 2 All > $2,000 (also ferries). Bonding $100,000 Seismic Safety A&E for new buildings & additions. New buildings & additions. *Transit Employee Protective Arrangements Transit operations. * Charter Service Operations All * School Bus Operations All * Drug Use and Testing Transit operations. * Alcohol Misuse and Testing Transit operations. Patent Rights R & D Rights in Data and Copyrights R & D Energy Conservation All All All All All Recycled Products EPA -selected items $10,000 or more annually. EPA -selected items $10,000 or more annually. EPA -selected items $10,000 or more annually. Conformance with ITS National Architecture ITS projects. ITS projects. ITS projects. ITS projects. ITS projects. ADA Access A&E All All All All Notification of Federal Participation for States Limited to States. Limited to States. Limited to States. Limited to States. Limited to States. * Applies only to FTA funding Procurement Policy Manual 53 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 487 Caltrans Fiscal Provisions Checklist All contract fiscal provisions must utilize the language specified by Caltrans and set forth in the LAPM sample contract language form. The clauses that must be used verbatim are for the items specified below (except as otherwise noted). Consult the LAPM form, and the latest RCTC model contract for Caltrans/FHWA funded projects. Performance Period: Beginning date cannot be prior to the date Caltrans issues the conformance letter, if applicable. Allowable Costs and Payments: The contract method of payment must be one of the four methods required as listed in Section 10.2 of the LAPM. Termination: The provision must contain language regarding termination for cause and convenience Per 23 CFR 172.9 (c)(1)(xii). Cost Principles and Administrative Requirements. * Travel and subsistence in accordance with DPA regulations * Maintain an accounting system that accumulates and segregates project costs * Accounting system must conform to GAAP Retention of Records/Audit. Audit Review Procedures, including the Audit Clause. Ensure use of appropriate clauses for (i) contracts $150,000 or greater; or (ii) contracts $3,500,000 or greater. Subcontracting Equipment Purchase State Prevailing Wage Rates. Conflict of Interest. Rebates, Kickbacks, or other Unlawful Considerations. Prohibition of Expending State or Federal Funds for Lobbying. * Specific provisions addressing these items are not included in LAPM form, but are required and are included in the RCTC model contract. Procurement Policy Manual 54 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 488 CHAPTER 9 — DISPOSAL OF SURPLUS PERSONAL PROPERTY 1.0 DEFINITIONS A. "Surplus personal property" shall mean personal property of the Agency Commission _which is no longer needed or fit for its intended purpose or has exceeded its useful life. B. "Surplus real property" shall mean real property of the Commission which is no longer needed for a specified project. 2.0 DISPOSAL OF SURPLUS REAL PROPERTY A. Upon recommendation by the Executive Director, designated Commission staff may dispose of surplus real property in accordance with the RCTC Right of Way Policies and Procedures Manual. .0 DISPOSAL OF PERSONAL PROPERTY A. Upon recommendation by the Executive Director and in accordance with applicable state or federal funding requirements, designated Commission staff may dispose of all surplus and obsolete personal property by donation, bid, auction, negotiated sale or exchange. If the disposal of such items is conducted by bid, the sale shall be conducted in accordance with generally accepted best practices and applicable laws and regulations. The Commission staff shall attempt to obtain the best value for the property that can reasonably be obtained. Procurement Policy Manual 55 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 489 CHAPTER 10 — OTHER PROCUREMENT MATTERS 1.0 DISPUTES, CLAIMS, AND CHANGES —DEFINITIONS A. Change Orders — the commercial and technical resolution of a contract modification. The change order document can be unilateral or bilateral in execution. B. Potential Claim — written notice provided to the AgencyCommission by the contractor when the: 1. Parties are unable to reach bilateral agreement on a change and the contractor is provided a unilateral change order ("protest"); or, 2. Contractor perceives that it is entitled to additional compensation (time or money) for something it believes to constitute extra work performed or to be performed. C. Claim — differences that have developed during the contract, under protest or under notice of potential claim, which are not resolved at the time the contractor returns the proposed final pay estimate. D. Dispute — a disagreement between the parties as to the merits, amount or remedy arising out of an issue in controversy, including a disagreement regarding a Claim or asserted default. E. Amendment — a modification considered outside the original contract scope or terms and formalized with a written agreement signed by both parties. 2.0 DISPUTES, CLAIMS, AND CHANGES —GENERAL A. The Procurement Officer is responsible for documenting negotiation activities for the record, and should be present at all professional services and construction contract negotiations. B. The Procurement Officer or project manager, as required, prepares the appropriate documentation (e.g., change order forms) for review and approval by the Commission's Executive Director or AgencyCommission, prior to issuance to the consultant/contractor for signature. This document includes full definition of work scope, impact on DBE goals, definition of time and schedule impacts, and price. The change order language stipulates that the agreed -upon terms are all inclusive, and no other relief will be available regarding this work. 1. For federally -funded contracts, any damages recovered must be credited to the project involved unless the FTA/FHWA, as applicable, permits otherwise. 2. For federally -funded contracts, change orders that amount to cardinal changes or tag-ons shall comply with Chapter 8, Section 3.0(A). 3.0 TERMINATION A. All Agency Commission contracts exceeding $25,000 should contain provisions enabling the Agency Commission to terminate such contracts for the convenience Procurement Policy Manual 56 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 490 of the AgencyCommission, and all federally funded contracts must contain such provisions. These provisions should specify the manner in which such termination will be effected and the basis for settlement. There should also be included in such contracts appropriate provisions specifying causes for which the contracts may be terminated for default. B. Terminations for Convenience of the AgencyCommission 1. AgencyCommission_-contracts will be terminated for convenience only when this is determined to be in the best interests of the AgencyCommission. In lieu of issuing a notice of termination for convenience, the Procurement Officer will effect a no -cost settlement agreement where possible and appropriate. 2. Formal written notice to the contractor is necessary to terminate a contract for convenience. Such notice will state that the contract is being terminated pursuant to the termination for convenience provision of the contract, the effective date, the extent of termination and instructions to the contractor to cease performance under the contract. 3. The Procurement Officer will negotiate a no -cost settlement with the contractor if possible. Otherwise, the Procurement Officer will negotiate an appropriate settlement agreement with the contractor pursuant to the provisions of the termination for convenience clause of the contract. C. Terminations For Default 1. If a contractor's right to proceed is terminated for default, the AgencyCommission may take over and complete the work or cause it to be completed, and the contractor and his its sureties, if any, shall be liable to the AgencyCommission for any increased costs caused thereby. The contractor and itshis sureties should, in addition to increased costs in completing the work, be liable for liquidated damages, if liquidated damages are provided in the contract, or for actual damages, if liquidated damages are not so provided. 2. If the Procurement Officer determines that the contractor's failure to perform arises from causes which are excusable under the terms of the contract, the Procurement Officer shall not terminate the contractor's right to proceed, nor shall he/she charge the contractor with liquidated damages (or if no liquidated damages, then actual damages) because of any delays occasioned by such causes. 3. Where the surety does not complete performance of the contract, the Procurement Officer normally will complete the performance of work by awarding a new contract based on the same plans and specifications. Such award may be the result of competitive bidding or negotiation; whichever procedure is most appropriate under the circumstances. The Procurement Officer must use reasonable diligence to obtain the lowest price available for completion. Procurement Policy Manual 57 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 491 4. If, after due consideration, the Procurement Officer determines that termination is not in the best interest of the AgencyCommission although the contractor is in default, the Procurement Officer may permit the contractor to continue the work, and the contractor and his its sureties shall be liable to the AgencyCommission for liquidated damages, as specified in the contract, or if liquidated damages are not so specified, for any actual damages occasioned by the failure of the contractor to complete the work in accordance with the terms of the contract. 5. Any provision for a liquidated damages assessment must be at a specific rate per day for each day of overrun and must be specified in the contract. a. For FTA-funded contracts, any damages recovered must be credited to the project involved unless the FTA permits otherwise. 4.0 BONDS, OTHER SECURITIES AND INSURANCE A. The AgencyCommission should specify bonding, in compliance with applicable federal and state requirements for all public works contracts. 1. In general, all construction contracts over $25,000 require a payment bond in the amount of 100% of the contract value. 2. All FTA-funded construction contracts over $100,000 require a performance bond in the amount of 100% of the contract value and a bid guarantee in the amount of no less than 5% of the contract value. 3. BFor Commission, bids for construction of facilities where the work is anticipated to exceed $25,000 require bid security as set forth in PUC § 130232. 4. For Authority, bids for public projects where the work is anticipated to exceed $5,000 require security as set forth in PCC § 20171. B. The Procurement Officer may require any of the following types of security for any solicitation or contract subject to this Manual, other than a small purchase, regardless of the estimated amount of the contract: 1. Bid bonds; 2. Other bid or proposal security; 3. Construction performance and payment bonds; and 4. Performance or payment bonds or other security on non -construction contracts. C. Requirement for Bonds To Be Executed By An Admitted Surety Insurer 1. California Code of Civil Procedure § 995.311 calls for any bond required on a public works contract to be executed by an admitted surety insurer. 2. The AgencyCommission has a duty to verify that an admitted surety insurer executes the bond. The Procurement Officer should print out information from the website of the California Department of Insurance Procurement Policy Manual 58 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 492 (http://www.insurance.ca.gov/docs/FS-CompanyProfiles.htm) confirming that the surety is an admitted surety insurer and attach it to the bond. D. For federally funded procurements, the AgencyCommission shall not require unnecessary experience or excessive bonding. 5.0 CONTRACT CLOSEOUT A. A completed contract is one which is both physically and administratively complete and in which all aspects of contractual performance have been accomplished, terminated, or otherwise disposed of by contract modification. A contract is physically complete only after all articles and services called for under the contract, including such related items as reports, spare parts, and exhibits, have been delivered to and accepted by the AgencyCommission, including those articles and services for which no specific compensation may have been stipulated. A contract is administratively complete when all payments have been made and administrative actions accomplished. B. The project manager, in cooperation with the Procurement Officer, is responsible for review of the contract file and obtaining all necessary documentation to ensure that: (1) all deliverables and/or services (including any reports) required under the contract have been received and accepted; (2) the terms and conditions of the contract have been complied with; (3) disposition of accountable property under the contract has been accomplished; all necessary actions including final payment and releases required to close the contract are completed and documented. C. Small purchase files should be considered closed when the Procurement Officer receives evidence of receipt of property and final payment. D. A contract file should not be closed in any of the following situations: 1. If the contract is the subject of a claim or dispute; 2. If the contract is in litigation or under appeal; 3. In the case of a termination, if all termination actions have not been completed; or 4. If state or federal approval is required and has not been received. Procurement Policy Manual 59 February 2021September 2019 Revision: 5 17336.00137\33432482.4 493 CHAPTER 11- PAYMENT 1.0 AGENCYCOMMISSION PAYMENT PROCESS A. The AgencyCommission will promptly process all contract payments with necessary controls to assure compliance with all contract terms and conditions in accordance with internal procedures recommended by the Chief Financial Officer and authorized by the Executive Director. B. The Procurement Officer should clearly specify in solicitations and contracts the form and content of an acceptable invoice, including a requirement that invoices be sequentially numbered, that they contain a date and contract number and the services for which they are invoicing, the period of performance being invoiced, and to whom invoices are to be sent. 2.0 PROGRESS PAYMENTS A. The AgencyCommission may provide for progress payments under contracts that require long time periods to complete contract performance or if the use of progress payments contributes to the effective and efficient administration of consultant/contractor work. Progress payments will be made on the basis of allowable costs incurred by the consultant/contractor, and the stage of completion of the contract. 1. Criteria. Contract clauses providing for progress payments should be used when the investment in work and progress is expected to be great enough to add substantial costs to the contract or strain the consultant/contractor's cash flow or ability to obtain financing. Under no circumstances should payments exceed the consultant/contractor's physical completion of the Work, nor should they amount to advance payments. Progress payments can be based on a periodic voucher for expenditures, a milestone, or the GemmissienAgency's estimate of work accomplished as defined in the contract. 2. For federally funded procurements, the AgencyCommissien must obtain adequate security (i.e., title to work in progress; letter of credit) for any progress payments made. 3. For FTA-funded procurements, advance payments are prohibited unless prior written concurrence is obtained from the FTA. B. Progress Payments on Public Works In accordance with PCC § 20104.50, the AgencyCommissien must make progress payments within 30 days after receipt of an undisputed and properly submitted payment request from a contractor on a construction contract. If the Agency Commission fails to make timely payment, the AgencyCommission _may be required to pay interest to the contractor equivalent to the legal rate set forth in subdivision (s) of Section 685.010 of the Code of Civil Procedure. C. Progress Payments and Retentions on Architect, Engineer, and Land Surveyor Contracts Procurement Policy Manual 60 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 494 Pursuant to California Civil Code §3320, for any contract for public works or improvement, the AgencyCommission _shall pay to the prime design professional any progress payment within 30 days of receipt of a written demand for payment in accordance with the contract, and the final retention payment, if applicable, within 45 days of receipt of a written demand for payment in accordance with the contract. If any amount is wrongfully withheld or is not timely paid, the prime design professional should be entitled to a penalty of 11/2 percent for the improperly withheld amount, in lieu of any interest otherwise due, per month for every month that payment is not made. 3.0 PROMPT PAYMENT TO SUBCONTRACTORS —FEDERALLY FUNDED AGREEMENTS A. In accordance with 49 CFR Part 26, AgencyCommission contracts funded by the Department of Transportation above the small purchase threshold must require that the prime contractor or subcontractor shall pay to any subcontractor, not later than 7 days of receipt of each progress payment from the AgencyCommission, unless otherwise agreed to in writing, the respective amounts paid to the contractor on account for the work performed by the subcontractors, to the extent of each subcontractor's interest therein. The AgencyCommission contract may provide that, in the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from the prime contractor or subcontractor to a subcontractor, then the prime contractor or subcontractor may withhold no more than 150 percent of the disputed amount. B. The AgencyCommission must also require the prompt return of retainage payments from the prime contractor to the subcontractor within 7 days after the subcontractor's work is satisfactorily completed. 4.0 PAYMENT OF RETENTION ON PUBLIC WORKS CONTRACTS A. Pursuant to PCC § 7107, within 60 days after the date of completion of the work of improvement, the AgencyCommission must release any retention withheld except funds withheld to satisfy outstanding stop notices or otherwise properly withheld. In the event of a dispute between the AgencyCommission _and the original contractor, the AgencyCommission may withhold from the final payment an amount not to exceed 150 percent of the disputed amount. 5.0 REQUEST FOR PAYMENT CERTIFICATION A. All contracts above the small purchase threshold may contain a clause, which requires the contractor to submit with each request for payment, a certification that the claim for payment is true, correct, and for services rendered and/or supplies delivered in accordance with the contract. B. The user depailinent/project manager will disapprove and Accounts Payable will return unpaid any request for payment which does not contain the certification when required. Procurement Policy Manual 61 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 495 Procurement Policy Manual 62 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 496 REVISION HISTORY: Revision No. Revisions Adopted 0 Adopted by the Commission 7/11/12 1 Adopted by the Commission 12/12/12 2 Adopted by the Commission 9/9/15 3 Adopted by the Commission 12/13/17 4 Adopted by the Commission 6/13/18 5 Adopted by the Commission 9/11/19 6 Adopted by the Commission 2/ /21 Adopted by the Authority 2/ /21 Procurement Policy Manual 63 February 2021Septembcr 2019 Revision: 5 17336.00137\33432482.4 497 ATTACHMENT 3 RESOLUTION NO. 21-002 A RESOLUTION OF THE RIVERSIDE COUNTY TRANSPORTATION COMMISSION ADOPTING THE ELECTRONIC SIGNATURE USE POLICY WHEREAS, the use of electronic signatures has become increasingly common in public and private transactions; and WHEREAS, electronic signatures have been incorporated into federal law by the Electronic Signatures in Global and National Commerce Act and into California law by the Uniform Electronic Transactions Act ("UETA") (Civil Code section 1633.1 et seq.) and Government Code section 16.5; and WHEREAS, under California law, the use of electronic signatures is at the option of the parties, including the public agencies, involved in a transaction; and WHEREAS, using electronic signature technology where appropriate and desired by the Riverside County Transportation Commission ("Commission") will allow the Commission to collect and preserve signatures on documents quickly, securely, and efficiently; and WHEREAS, the conditions under which the Commission will accept electronic signatures on Commission records or documents are an administrative affair for the Commission to determine and for which the Commission may set policy; and WHEREAS, the Commission has a vital interest in reducing the waste of paper, increasing the efficient use of resources, and ensuring the security and authenticity of electronic records, including electronic signatures; and WHEREAS, the Commission wishes to allow for the electronic transaction of business, when practicable, and to maintain electronically signed records, to the greatest extent practicable; and WHEREAS, the Commission desires to adopt a policy that will mitigate potential risks associated with conducting transactions, transmitting information, and maintaining records that use electronic signatures. NOW, THEREFORE, be it resolved by the Riverside County Transportation Commission as follows: SECTION 1. The above recitals are incorporated into this section by reference, as though fully set forth herein. SECTION 2. In addition to the general purposes identified in the above recitals, the Commission desires to adopt the attached Electronic Signature Use Policy to achieve the following objectives: (1) to create and maintain documentation of 17336.00009\33579014.1 498 the systems used to create electronically signed records and the electronic signatures they contain; (2) to ensure that records that include electronic signatures are created and maintained in a secure environment that protects the records from unauthorized alteration or destruction; (3) to implement standard operating procedures for the creation, use, and management of electronic signatures and electronically signed records, and to maintain adequate written documentation of those procedures; (4) to create and maintain electronic signatures and electronically signed records according to the documented standard operating procedures; and (5) to inform Commission staff as to the standard operating procedures for electronic signatures and electronically signed records. SECTION 3. The Riverside County Transportation Commission hereby adopts the Electronic Signature Use Policy attached hereto as Exhibit "A" and incorporated herein. SECTION 4. This Resolution shall become effective upon its adoption. Jan Harnik, Chair Riverside County Transportation Commission ATTEST: Lisa Mobley Clerk of the Board Riverside County Transportation Commission 17336.00009\33579014.1 499 EXHIBIT "A" ELECTRONIC SIGNATURE USE POLICY [attached behind this page] 17336.00009\33579014.1 500 ATTACHMENT 4 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AND WESTERN RIVERSIDE COUNTY REGIONAL CONSERVATION AUTHORITY ELECTRONIC SIGNATURE USE POLICY Purpose The Riverside County Transportation Commission ("Commission") and the Western Riverside County Regional Conservation Authority ("Authority") seek in this Electronic Signature Use Policy ("Policy") to implement guidelines for the use and acceptance of electronic signatures used to conduct their official business. This Policy allows the use of electronic signatures in lieu of manual signatures, when permitted by law, and establishes when an electronic signature may replace a manual signature. As used in this Policy, the term "Agency" is intended to refer individually, and interchangeably, to the Commission or the Authority, as applicable. Employees of the Commission conduct the operations of both the Commission and the Authority. II. Legal Background California has adopted statutes regulating the use of electronic signatures including California Civil Code section 1633.1 et seq., otherwise known as the "Uniform Electronic Transactions Act" ("UETA") and California Government Code section 16.5. This Policy and the guidelines and procedures included hereunder are intended to comply entirely with all applicable laws and regulations including, without limitation, the aforementioned statutes. To the extent that any procedure, policy, or guideline contained herein conflicts with applicable law, Agency officials and agents, Commission staff, and all other persons subject to this Policy are required and expected to comply with the requirements of the applicable law(s). III. Findings and Declarations A. The use of electronic signature technology will allow the Agency to collect and preserve signatures on documents quickly, securely, and efficiently. B. The conditions under which the Agency will accept electronic signatures on Agency records or documents are a local affair for the Agency to determine and for which the Agency may set policy. C. The Agency has a vital interest in reducing the waste of paper, increasing the efficient use of public resources, and ensuring the security and authenticity of electronic records, including electronic signatures. D. This Policy seeks to mitigate the risks associated with conducting transactions, transmitting information, and maintaining public records that use electronic signatures. -1- 17336.00009\33556746.1 501 IV. Definitions. A. "Approved List of Digital Signature Certification Authorities" means the list of Certification Authorities approved by the California Secretary of State to issue certification for digital signature transactions involving public entities in California. The current Approved List of Digital Signature Certification Authorities can be found at the following address: https://www.sos.ca .gov/administration/regulations/current- regulations/technology/digital-signatures/approved-certification- authorities/. B. "Certification Authority" means a person or entity that issues certification for a digital signature transaction. C. "Digital signature" means an electronic identifier, created by computer, intended by the party using it to have the same force and effect as the use of a manual signature. A digital signature is a type of "electronic signature." D. "Electronic" means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic, or similar capabilities. E. "Electronic record" means a record, file, or document created, generated, sent, communicated, received, or stored by electronic means. An electronic record generally contains information or a data file that was created and stored in digitized form through the use of computers, machines, and software applications. F. "Electronic signature" means an electronic sound, symbol, or process, attached to or logically associated with an electronic record and executed or adopted by a person with the intent to sign the electronic record. For purposes of this Policy, a digital signature is a type of electronic signature. G. "External document" means any document generated by or required to be signed by persons other than the Agency. Examples of external documents include contracts to which the Agency is a party that must be signed by a non - Agency party or applications completed by the members of the public and submitted to the Agency. H. "Internal document" means a form or document created by the Agency and for use exclusively by the Agency in which a signature is required or used. I. "Manual signature" means an original wet signature applied to a document. -2- 17336.00009\33556746.1 502 J. "Transaction" means an action or set of actions occurring between two or more persons relating to the conduct of business, commercial, or governmental affairs. V. General Policy Rules. The Agency encourages the use and acceptance of electronic signatures in internal and external activities, documents, and transactions when it is operationally feasible, where technology permits, and permitted by law. A. Compliance with Law, Policy. To the extent permitted by law and this Policy, the Agency accepts electronic signatures as legally binding. B. Use Optional. The use or acceptance of electronic signatures shall be at the option of the non -Agency signatories. Nothing in this Policy shall require the Agency to use or permit the use of electronic signatures. C. Consent. All parties that wish to use electronic signatures shall provide written or electronic consent as to the use of electronic signatures, which may be evidenced by a state rr it that the document has been signed electronically. D. Signature Use. The Executive Director or designee, may require the use of manual, electronic, or digital signatures at his or her discretion. E. Internal Agency Business 1. The Agency requires that various internal documents be approved by an employee, supervisor, department head, or other Commission staff and approvals for internal documents may be signified by electronic means as a replacement for a manual signature. 2. Internal documents that create or impose a legal or fiduciary duty may require a digital signature, as determined by the Executive Director, or designee. 3. The use of electronic records, electronic signatures, and digital signatures by the Agency for internal Agency business and internal documents shall be in accordance with administrative procedures as designated and amended from time to time by the Executive Director or designee. F. External Documents and Transactions 1. If an electronic signature is used for an external document involving a transaction with the Agency which creates or imposes a legal duty, the Executive Director may require a digital signature. -3- 17336.00009\33556746.1 503 2. Design professionals, such as architects and engineers, who wish to use an electronic signature and whose manual signature is required for submittal of hard copy plans, will be required to obtain and use a digital signature key for electronically submitted plans. Non -design professionals may sign plans via use of any valid electronic signature technology that complies with the requirements of this Policy including, but not limited to, a digital signature. 3. For any Agency business involving a non -Agency party, including without limitation external documents, the use and acceptance of electronic records, electronic signatures, and digital signatures by the Agency shall be in accordance with administrative procedures as designated and amended from time to time by the Executive Director or designee. G. Documents for Which Electronic Signatures are Prohibited 1. Civil Code section 1633.3 contains a list of transactions for which electronic signatures are unavailable. 2. Signatures that must be made in the presence of a notary public. 3. Unless otherwise allowed, documents that are recorded with the County of Riverside. H. Valid Electronic Signatures. When a signature is required, the parties may agree that an electronic signature satisfies that requirement if: 1. The signature is in accordance with the requirements of the UETA; 2. The signature is created using an electronic signature technology that has been approved by the Executive Director, or designee, in accordance with the provisions of this Policy; and 3. The signature is in accordance with any and all other applicable laws and regulations. I. Valid Digital Signatures. 1. Digital signatures used in compliance with this Policy shall have the same force and effect as the use of a manual signature provided that the digital signature has all of the following attributes: a. It is unique to the person using it; b. It is capable of verification; c. It is under the sole control of the person using it; -4- 17336.00009\33556746.1 504 d. It is linked to data in such a manner that if the data is changed, the digital signature is invalidated; and e. It conforms to the regulations adopted by the California Secretary of State including, but not limited to, the acceptable technology requirements set forth under the California Code of Regulations, title 2, section 22003. 2. The Certification Authority issuing the certification for the digital signature transaction must appear on the "Approved List of Digital Signature Certification Authorities" authorized by the California Secretary of State. 3. Prior to accepting a digital signature, Commission staff shall ensure that the level of security used to identify the signer of a document is sufficient for the transaction being conducted, that the level of security used to transmit the signature is sufficient for the transaction being conducted, and that the certificate format used by the signer is sufficient for the security and interoperability needs of the Agency. J. Minimum Standards. These are minimum standards. Any transaction must be analyzed under the facts and circumstances existing at the time a transaction has been executed. Depending upon the circumstances, the Agency may require a higher level of signature verification (i.e. out-of-state signatory). Nothing in this Policy prohibits an Agency official or employee, with the consent from the Executive Director, from requiring a wet signature or higher form of secure electronic signature if he or she believes it is prudent or necessary. K. Acceptable Electronic Signature Technologies. The Executive Director or designee, shall identify the level of security procedures required for particular documents. The Executive Director or designee, shall also identify vendors and technology to execute those security procedures using industry best practices. L. Further Acts. Nothing in this Policy shall prevent the Executive Director or designee, from adopting additional guidelines or taking further actions to implement this Policy or to add other permissible forms of electronic signatures to this Policy. VI. Sanctions. A. Any person that makes inappropriate, illegal, or fraudulent use of electronic signatures, digital signatures, or electronic records in violation of this Policy or of any applicable law or regulation is subject to sanctions up to and including dismissal, suspension, and criminal prosecution as specified in published Agency policies, and State and federal law, regardless of whether such sanctions are directly referenced in this Policy. All inappropriate, illegal, or fraudulent uses of any electronic means of transmission shall be prosecuted to the fullest extent permitted by law, including the recovery of attorneys' fees and administrative costs. -5- 17336.00009\33556746.1 505 -6- 17336.00009\33556746.1 506 Administrative Procedures for Acceptance of External Documents and/or Transactions With Electronic Signatures I. PURPOSE The purpose of these procedures is to document and implement the acceptance of external documents and/or transactions with electronic signatures in compliance with the Agency's Electronic Signature Use Policy. 11. CLASSES OF DOCUMENTS PERMITTED BY THE EXECUTIVE DIRECTOR FOR ELECTRONIC SIGNATURE The security requirements for electronic signatures range from simple to the more complex, depending upon the level of transaction. The following are the classes of documents permitted for electronic signature. It is not intended to be an exhaustive list, nor does it impose electronic signature as a requirement for any particular transaction. A. Contracts and Amendments B. Grant Documents C. Applications D. Invoices E. Certificates and Permits, as allowed by law F. Correspondences 4 Approved Executive Director -7- 17336.00009\33556746.1 507 RIVERSIDE COUNTY TRANSPORTATION COMMISSION RCTC/RCA PROCUREMENT POLICY Commission Meeting February 10, 2021 Matt Wallace, Deputy Director of Financial Administration RCTC Procurement History • Initial procurement policy manual (PPM) adopted in April 2007 in response to Federal Transit Administration (FTA) review 2007 2008 *Procurement function established in July • Procurement manager and staff analyst subsequently hired / J •Online vendor and bid management system implemented in July •Comprehensive procurement policy manual (PPM) adopted July 2012 2012-2020 •Subsequent PPM revisions adopted in response to: • FTA reviews • Caltrans audits • Federal/state laws and regulations • RCTC regulations *Best practices \ / J 2 RCA Implementation and Management Services Agreement RCTC to manage RCA activities Procurement • Effective 1/1/2021 • Management efficiencies and consolidation of administration, including procurement J • RCA Bylaws provide for Executive Director authority to enter into contracts subject to certain limits • RCA Ordinance 08-02 establishes standards for procurement of services, supplies, materials, or equipment J 3 i41- 2021 Comprehensive RCTC/RCA PPM* Chapter 1 Procurement Process • Adds references and definitions for both agencies • Time and Materials contracts • Revises order with general requirements shown first and specific federal requirements listed next • Revises other sections to make provisions applicable to both agencies Chapter 2 • Procurement Generally • Executive Director single signature authority: • RCTC — increase annual aggregate from $1.5 million to $2 million • RCA — up to $100,000 per contract; not to exceed $300,000 annual aggregate per FY • Approval limits and solicitation types have been added for RCA • Procurement Officer — designation/delegation changed • RCA's public project advertisement/publication requirements added • Duties of Commission staff regarding change orders updated Chapters 3-7 • Specific Procurement policies for: • Competitive Sealed Bids • Includes RCA public project requirements • Alternative Delivery Contracts • Competitive Negotiated Services • Simplified Purchases • Non-competitive and Emergency Services • Provides for RCA emergency procurements Chapters 8-11 • Applicable Laws and Regulations • Includes RCA references • Disposal of Surplus Property • Removes reference to real property to be addressed in right of way manual update • Other Procurement Matters • Payments *Revisions noted in italics 4 Electronic Signature Policy Comprehensive policy • Chapter 2, Section 16.A.3 related to use and acceptance of electronic signatures based on adopted policy J • Executive Director established interim electronic signature policy to address pandemic impacts on work environments • Use electronic instead of manual signatures, when permitted, to conduct official business for RCTC and RCA • Use of electronic signature technology to collect and preserve signatures J 5 Recommendations • Approve revised PPM • Adopt Resolution 21-001 • Approve Electronic Signature Policy • Adopt Resolution 21-002 Next steps RCTC approval February 10 Commission RCA approval March 1 Board adoption of bylaws and PPM March 31 Ordinance No. 21-01 for PPM is effective RIVERSIDE COUNTY TRANSPORTATION COMMISSION QUESTIONS RIVERSIDE COUNTY TRANSPORTATION COMMISSION ROLL CALL FEBRUARY 10, 2021 Present Absent County of Riverside, District I X 0 County of Riverside, District II X a County of Riverside, District III X 0 County of Riverside, District IV X 0 County of Riverside, District V X 0 City of Banning City of Beaumont X O City of Blythe X a City of Calimesa X O City of Canyon Lake X 0 City of Cathedral City X 0 City of Coachella City of Corona X a City of Desert Hot Springs X 0 City of Eastvale City of Hemet X 0 City of Indian Wells X O City of Indio X a City of Jurupa Valley X O City of La Qu i nta X 0 City of Lake Elsinore X 0 City of Menifee X a City of Moreno Valley City of Murrieta X 0 City of Norco X 0 City of Palm Desert X 0 City of Palm Springs X a City of Perris X 0 City of Rancho Mirage X O City of Riverside X 0 City of San Jacinto X O City of Temecula X a City of Wildomar X O Governor's Appointee, Caltrans District 8 X 0