The URL can be used to link to this page

Home My Public Portal About09 September 23, 2013 Western Riverside County Programs & ProjectsRECORDS RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE MEETING AGENDA TIME: 1:30 p.m. DATE: Monday, September 23, 2013 LOCATION: BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside ' COMMITTEE MEMBERS -V Andrew Kotyuk, Chair Scott Miller, City of San Jacinto Frank Johnston, Vice Chair / Micheal Goodland, City of Jurupa Valley Bob Botts / Deborah Franklin, City of Banning Karen Spiegel / Eugene Montanez, City of Corona Adam Rush / Ike Bootsma, City of Eastvale Scott Mann / Wallace Edgerton, City of Menifee Tom Owings /Jesse Molina, City of Moreno Valley Berwin Hanna / Kathy Azevedo, City of Norco Daryl Busch / Al Landers, City of Perris Ben Benoit / Timothy Walker, City of Wildomar Kevin Jeffries, County of Riverside, District I Marion Ashley, County of Riverside, District V ko,° STAFF . Anne Mayer, Executive Director John Standiford, Deputy Executive Director 94. AREAS OF RESPONSIBILITY -V Air Quality, Capital Projects, Communications and Outreach Programs, Intermodal Programs, Motorist Services, New Corridors, Regional Agencies/Regional Planning, Regional Transportation Improvement Program (RTIP), Specific Transit Projects, State Transportation Improvement Program (STIP), Transportation Uniform Mitigation Fee (TUMF) Program, and Provide Policy Direction on Transportation Programs and Projects related to Western Riverside County and other areas as may be prescribed by the Commission. Comments are welcomed by the Committee. If you wish to provide comments to the Committee, please complete and submit a Speaker Card to the Clerk of the Board. RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE www. rctc. orq AGENDA * *Actions may be taken on any item listed on the agenda 1:30 p.m. Monday, September 23, 2013 BOARD ROOM County Administrative Center 4080 Lemon Street, First Floor Riverside, California In compliance with the Brown Act and Government Code Section 54957.5, agenda materials distributed 72 hours prior to the meeting, which are public records relating to open session agenda items, will be available for inspection by members of the public prior to the meeting at the Commission office, 4080 Lemon Street, Third Floor, Riverside, CA, and on the Commission's website, www. rctc. orq. In compliance with the Americans with Disabilities Act and Government Code Section 54954.2, if you need special assistance to participate in a Committee meeting, please contact the Clerk of the Board at (951) 787-7141. Notification of at least 48 hours prior to meeting time will assist staff in assuring that reasonable arrangements can be made to provide accessibility at the meeting. 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. ROLL CALL 4. PUBLIC COMMENTS — Each individual speaker is limited to speak three (3) continuous minutes or less. The Committee may, either at the direction of the Chair or by majority vote of the Committee, waive this three minute time limitation. Depending on the number of items on the Agenda and the number of speakers, the Chair may, at his/her discretion, reduce the time of each speaker to two (2) continuous minutes. Also, the Committee may terminate public comments if such comments become repetitious. In addition, the maximum time for public comment for any individual item or topic is thirty (30) minutes. Speakers may not yield their time to others without the consent of the Chair. Any written documents to be distributed or presented to the Committee shall be submitted to the Clerk of the Board. This policy applies to Public Comments and comments on Agenda Items. Under the Brown Act, the Board should not take action on or discuss matters raised during public comment portion of the agenda which are not listed on the agenda. Board members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration. Western Riverside County Programs and Projects Committee September 23, 2013 Page 2 5. APPROVAL OF MINUTES — AUGUST 26, 2013 6. ADDITIONS/REVISIONS (The Committee 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 Committee subsequent to the posting of the agenda. An action adding an item to the agenda requires 2/3 vote of the Committee. If there are less than 2/3 of the Committee 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. AMENDMENT NO. 11 TO AGREEMENT NO. 06-66-027-00 FOR ON -CALL STRATEGIC PARTNERSHIP ADVISOR SERVICES WITH PARSONS BRINCKERHOFF, INC. Overview This item is for the Committee to: Page 1 1) Approve Agreement No. 06-66-027-22, Amendment No. 11 to Agreement No. 06-66-027-00, with Parsons Brinckerhoff, Inc. (PB) for on -call strategic partnership advisor services to continue providing services for the proposed State Route 91 and Interstate 15 corridor improvement projects by extending the contract term of performance to June 30, 2017, and augmenting Agreement No. 06-66-027-00 by $1.5 million; 2) Authorize the Executive Director, or designee, to execute task orders under the terms of this agreement; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 4) Forward to the Commission for final action. Western Riverside County Programs and Projects Committee September 23, 2013 Page 3 8. CITY OF MORENO VALLEY REPROGRAMMING REQUEST Overview This item is for the Committee to: 9. Page 10 1) Approve the request by the city of Moreno Valley (Moreno Valley) to reprogram Transportation Uniform Mitigation Fee (TUMF) Regional Arterial program savings in the amount of $1.6 million from Perris Boulevard widening project from Cactus Avenue to Perris Valley Storm Drain (PVSD) Lateral "B" to the Perris Boulevard widening project from Ironwood Avenue to Manzanita Avenue; 2) Approve Agreement No. 06-72-041-02, Amendment No. 2 to Agreement No. 06-72-041-00, with Moreno Valley to add TUMF in the amount of $1.6 million for construction funding; 3) Approve Agreement No. 12-72-059-01, Amendment No. 1 to Agreement No. 12-72-059-00, with Moreno Valley to reduce construction funding by $1.6 million as a result of project savings; 4) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 5) Forward to the Commission for final action. AWARDS FOR CONSTRUCTION FREEWAY SERVICE PATROL TOW TRUCK SERVICE DURING THE CONSTRUCTION OF THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT Page 12 Overview This item is for the Committee to: 1) Award Agreement No. 14-45-009-00 to Steve's Towing (Steve's) for construction Freeway Service Patrol (Construction FSP) tow truck services on State Route 91 Corridor Improvement Project (SR -91 CIP) Beat No. 1 for a three-year term, in an amount not to exceed $2,220,000; 2) Award Agreement No. 14-45-028-00 to Steve's for Construction FSP tow truck services on SR -91 CIP Beat No. 2 for a three-year term, in an amount not to exceed $1,480,000; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Forward to the Commission for final action. Western Riverside County Programs and Projects Committee September 23, 2013 Page 4 10. FISCAL YEAR 2013/14 AGREEMENTS FOR REGIONAL RIDESHARE SERVICES Overview This item is for the Committee to: Page 43 1) Approve Agreement No. 14-41-031-00 with the San Bernardino Associated Governments (SANBAG) as part of the Commission's continuing bi-county partnership with SANBAG to deliver commuter/employer rideshare services, regional ridematching services, and operation of the Inland Empire 511 (1E511) system for FY 2013/14 for an amount not to exceed $1.9 million; 2) Approve the following FY 2013/14 agreements for regional ridematching services: a) Agreement No. 09-41-075-04, Amendment No. 4 to Agreement No. 09-41-075-00, with the Los Angeles County Metropolitan Transportation Authority (Metro) for an amount not to exceed $196,243; b) Agreement No. 11-41-139-03, Amendment No. 3 to Agreement No. 11-41-139-00, with the Orange County Transportation Authority (OCTA) for an amount not to exceed $59,566; and c) Agreement No. 06-41-082-08, Amendment No. 8 to Agreement No. 06-41-082-00, with the Ventura County Transportation Commission (VCTC) for an amount not to exceed $16,198; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Forward to the Commission for final action. Western Riverside County Programs and Projects Committee September 23, 2013 Page 5 11. AMENDMENT TO COMMISSION'S RAIL PROGRAM SHORT RANGE TRANSIT PLANS Overview This item is for the Committee to: Page 58 1) Amend the Commission's Commuter Rail Program's FY 2009/10 and FY 2011/12 Short Range Transit Plans (SRTPs), as follows: a) Add the station upgrade project to the FY 2011/12 SRTP; b) Reallocate $295,568 of FY 2008/09 Proposition 1B Public Transportation Modernization, Improvement, and Service Enhancement Account (PTMISEA) funds in the FY 2009/10 SRTP plus accrued interest from the Perris Multimodal Transit Center to the station upgrade project in the FY 2011/12 SRTP; c) Reallocate $1,900,000 of FY 2010/11 Proposition 1B PTMISEA funds from the Perris Valley Line Closed Circuit Television (CCTV) project to the station upgrade project; and d) Allocate $554,941 of FY 2011-13 Proposition 1B PTMISEA funds from the Perris Valley Line CCTV project to the station upgrade project; 2) Approve budget adjustments of $194,941 to increase revenues and $490,509 to increase expenditures; and 3) Forward to the Commission for final action. 12. COMMISSIONERS / STAFF REPORT Overview This item provides the opportunity for the Commissioners and staff to report on attended and upcoming meeting/conferences and issues related to Commission activities. 13. ADJOURNMENT AND NEXT MEETING The next Western Riverside County Programs and Projects Committee meeting is scheduled to be held at 1:30 p.m., Monday, October 28, 2013, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. AGENDA ITEM 5 MINUTES RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE Monday, August 26, 2013 MINUTES 1 . CALL TO ORDER The meeting of the Western Riverside County Programs and Projects Committee was called to order by Chair Andrew Kotyuk at 1:31 p.m., in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, First Floor, Riverside, California, 92501. 2. PLEDGE OF ALLEGIANCE At this time, Vice Chair Frank Johnston led the Western Riverside County Programs and Projects Committee in a flag salute. 3. ROLL CALL Members/Alternates Present Members Absent Kevin Jeffries Tom Owings Marion Ashley Ben Benoit Daryl Busch Wallace Edgerton Deborah Franklin Berwin Hanna Frank Johnston Andrew Kotyuk Adam Rush Karen Spiegel 4. PUBLIC COMMENTS There were no requests to speak from the public. RCTC WRC Programs and Projects Committee Minutes August 26, 2013 Page 2 5. APPROVAL OF MINUTES — JUNE 24, 2013 M/S/C (Benoit/Rush) to approve the minutes as submitted. Abstain: Franklin 6. ADDITIONS/REVISIONS There were no additions or revisions to the agenda. 7. TRANSPORTATION UNIFORM MITIGATION FEE REGIONAL ARTERIAL PROGRAM — CITY OF CORONA DEVELOPER CREDIT REIMBURSEMENT AGREEMENT Shirley Medina, Planning and Programming Director, presented the request for reimbursement from the city of Corona for a credit reimbursement agreement with a developer for the construction of TUMF arterial road improvement. Shirley Medina clarified for Chair Andrew Kotyuk that the Commission will be updated on revenues in January. Leonard Liechnitz, JEC Corona Properties, questioned why money was not set aside before 2010, and why the set aside amount only five percent. Commissioner Karen Spiegel clarified the property was sold in 2004. In 2006, Syntex Homes (Syntex) constructed the bridge as part of the development, not Far West, and retained the rights to any reimbursements. Syntex received the TUMF builder credits. WRCOG reviewed the city of Corona's audit of the project and determined there was $3.2 million in long term reimbursements. It was not until November 2010 that the city of Corona entered into a reimbursement agreement with Far West. Also, agencies do not get paid TUMF reimbursements until the project is completed. Shirley Medina noted in 2010, the Commission was notified of the reimbursement to Far West and the Commission initiated the five percent set aside for TUMF developer reimbursements. M/S/C (Spiegel/Ashley) to: 1) Approve the reimbursement of $3,051,636 to the city of Corona (Corona) as described in the Transportation Uniform Mitigation Fee (TUMF) Administrative Plan's, TUMF Credit/Reimbursement Eligibility Process, to reimburse local agencies that enter into credit RCTC WRC Programs and Projects Committee Minutes August 26, 2013 Page 3 reimbursement agreements with developers for the construction of TUMF arterial road improvements; 2) Approve Agreement No. 14-72-013-00 that stipulates $490,000 will be paid to Corona upon execution of the agreement and additional reimbursement payments of up to five percent of annual TUMF regional arterial revenues will be reimbursed to Corona until the $3,051,636 obligation is complete; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; 4) Approve a budget adjustment to increase regional arterial expenditures $332,500; and 5) Forward to the Commission for final action. No: Eastvale 8. INTERSTATE 215 SOUTH CONNECTOR GAP CLOSURE PROJECT — PROJECT APPROVAL, ENVIRONMENTAL DOCUMENT, AND FINAL DESIGN Marlin Feenstra, Project Delivery Director, presented an overview of the 1-215 South connector gap closure project — project approval, environmental document, and final design. M/S/C (Johnston/Hanna) to: 1) Approve the programming of federal Surface Transportation Program (STP) funds in the amount of $1,225,000 for the project approval and environmental document (PA&ED) and preliminary specifications and estimate (PS&E) phases; 2) Approve Agreement No. 14-31-004-00 with Caltrans for the PA&ED PS&E phases for the Interstate 215 South connector gap closure project; 3) Authorize the Chair, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; 4) Authorize the Executive Director, pursuant to legal counsel review, to execute any future non -funding related amendments; and 5) Forward to the Commission for final action. 9. LIST OF PRE -QUALIFIED FIRMS AND AGREEMENTS FOR ON -CALL ENVIRONMENTAL CONSULTING SERVICES Patricia Castillo, Capital Projects Manager, presented the scope of the agreements for on -call environmental consulting services. RCTC WRC Programs and Projects Committee Minutes August 26, 2013 Page 4 In response to Commissioner Adam Rush's question regarding previous consultants, Patricia Castillo clarified the previous consultants had to reapply to be considered for the new agreements. M/S/C (Spiegel/Benoit) to: 1) Award the following agreements to provide on -call environmental consulting services for a two-year term, in an amount not to exceed an aggregate value of $1.5 million; a) Agreement No. 13-31-132-00 with ICF International; b) Agreement No. 13-31-149-00 with LSA Associates, Inc.; c) Agreement No. 13-31-150-00 with HDR Engineering, Inc.; and d) Agreement No. 13-31-151-00 with VCS Environmental; 2) Authorize the Executive Director, or designee, to execute task orders awarded to the consultants under the terms of the agreements; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Forward to the Commission for final action. At this time, Commissioner Rush left the meeting. 10. AMENDMENT TO INTERSTATE 15 CORRIDOR IMPROVEMENT PROJECT ENGINEERING AGREEMENT WITH HDR, INC. Lisa DaSilva, Toll Project Manager, presented the details of the scope of the amendment with HDR, Inc. At Chair Kotyuk's request, Lisa DaSilva clarified there is a balance of funds to be released. M/S/C (Spiegel/Benoit) to: 1) Approve Agreement No. 08-31-059-03, Amendment No. 3 to Agreement No. 08-31-059-00, with HDR, Inc. (HDR) for environmental and preliminary engineering services consistent with the Interstate 15 Corridor Improvement Project (1-15 CIP) scope; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Forward to the Commission for final action. 11. ACCESS EASEMENT TO THE RIVERSIDE COUNTY FLOOD CONTROL AND WATER RCTC WRC Programs and Projects Committee Minutes August 26, 2013 Page 5 CONSERVATION DISTRICT William Von Klug, Right of Way Manager, presented the details of the scope of the agreement for access easement to the Riverside County Flood Control and water Conservation District. M/S/C (Busch/Hanna) to: 1) Grant the Riverside County Flood Control and Water Conservation District (RCFC&WCD) an access easement at the Moreno Valley March Field Station site; 2) Approve Agreement No. 14-33-024-00 between the Commission and RCFC&WCD pertaining to the roles and responsibilities of each regarding the property, improvements, drainage facility, and easements at the station site and reimbursement of RCFC&WCD costs not to exceed $5,000; 3) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 4) Forward to the Commission for final action. 12. COMMISSIONERS / STAFF REPORT 12A. Commissioner Karen Spiegel, announced: • The Colton Crossing ribbon cutting ceremony will be held on Wednesday, August 28; and • September is Rail Safety month, Operation Lifesaver will host an event on Thursday, August 29 at the Riverside Downtown Station. 12B. Anne Mayer, Executive Director, announced the lane on the eastbound SR -60 between Blaine Street and Martin Luther King Boulevard will be open on Friday, August 30. 13. ADJOURNMENT AND NEXT MEETING There being no further business for consideration by the Western Riverside County Programs and Projects Committee, the meeting was adjourned at 2:06 p.m. The next meeting of the Western Riverside County Programs and Projects Committee is scheduled for September 23, 2013, at 1:30 p.m. AGENDA ITEM 7 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 23, 2013 TO: Western Riverside County Programs and Projects Committee FROM: David Thomas, Toll Project Manager THROUGH: Michael Blomquist, Toll Program Director SUBJECT: Amendment No. 11 to Agreement No. 06-66-027-00 for On -Call Strategic Partnership Advisor Services with Parsons Brinckerhoff, Inc. STAFF RECOMMENDATION: This item is for the Committee to: 1) Approve Agreement No. 06-66-027-22, Amendment No. 11 to Agreement No. 06-66-027-00, with Parsons Brinckerhoff, Inc. (PB) for on -call strategic partnership advisor services to continue providing services for the proposed State Route 91 and Interstate 15 corridor improvement projects by extending the contract term of performance to June 30, 2017, and augmenting Agreement No. 06-66-027-00 by $1.5 million; 2) Authorize the Executive Director, or designee, to execute task orders under the terms of this agreement; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 4) Forward to the Commission for final action. BACKGROUND INFORMATION: In March 2006, the Commission entered into an agreement with PB Consult, Inc. (now Parsons Brinckerhoff, Inc.) for the purpose of providing strategic partnership advisor services for innovative project financing and evaluation of potential toll road corridors in Riverside County. Since 2006, the agreement has been amended several times. The current Commission authorized total is $3,405,524. Numerous task orders for defined scope and cost have been negotiated and completed that resulted in drawing down on the authorized amount. Currently there is approximately $147,000 of uncommitted authorization remaining for future use as contingency funds for this contract. Project approval and environmental document work phase for the SR -91 Corridor Improvement Project (SR -91 CIP) was completed in 2012. The design -build contract was approved at the May 8, 2013 Commission meeting. As the SR -91 CIP continues to progress, additional use of the on -call strategic partnership agreement will be needed. Specifically, PB advisory services will be needed for: 1) SR -91 CIP toll system integration and implementation coordination; and Agenda Item 7 1 2) 91/241 direct connector project coordination. Staff negotiated a scope and cost of $1,164,563 and $31,162 for these two task orders, respectively, as detailed in Attachment 2, for a total of $1,195,725. The services for the first task relate to coordination with the design - builder for the SR -91 CIP toll system infrastructure and review of the toll system design, testing, installation, and start-up. The services for the second task relate to participation in meetings and review of 91/241 project -related documents. Both of these tasks were originally contemplated as being provided by Commission staff or Bechtel project management; however, it was determined that PB could best augment Commission staffing needs. The 1-15 Corridor Improvement Project (1-15 CIP) consisting of tolled express lanes is continuing with the preliminary project development stages and scheduled to come back to the Commission in the next six months for a project update. Staff estimated future 1-15 CIP advisory services to support the 1-15 CIP development for the term of this agreement at approximately $305,000. As 1-15 CIP advisory services from PB are needed, scope and cost will be negotiated and controlled through task orders from the Commission -authorized agreement amount. Task order type contracts do not guarantee work; therefore, no funds are guaranteed to PB. Services will be provided through the Commission's issuance of negotiated contract task orders to the consultant on an as needed basis. Staff oversight of the contract will maximize the effectiveness of the consultant and minimize the costs to the Commission. Staff recommends an amendment to the PB agreement for strategic partnership advisor services in the amount of $1.5 million for SR -91 CIP and 1-15 CIP services and an extension of the agreement through June 30, 2017. The SR -91 CIP and 1-15 CIP advisory services related to this agreement amendment will be funded with debt proceeds and 2009 Measure A Western County highway funds, except for the 91/241 direct connector project coordination which will be funded with Local Transportation Fund planning funds. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2013/14 FY 2014/15+ Amount: $ 150,000 $1,350,000 Source of Funds: Debt proceeds, 2009 Measure A Highway, and Local Transportation Fund funds Budget Adjustment: No N/A GLA No.: 003028 65302 262 31 65302 $ 1,164,563 003027 65302 262 31 65302 304,275 106 66 65302 31,162 Fiscal Procedures Approved: Date: 9/17/2013 Attachments: 1) Draft Amendment No. 11 to Agreement No. 06-66-027-22 2) Task Order for 1) SR -91 CIP Toll System Integration and Implementation Coordination and 2) 91/241 Direct Connector Project Coordination Agenda Item 7 2 ATTACHMENT 1 Agreement No. 06-66-027-22 AMENDMENT NO. 11 TO AGREEMENT FOR STRATEGIC PARTNERSHIP ADVISORY SERVICES WITH PARSONS BRINCKERHOFF, INC. 1. PARTIES AND DATE This Amendment No. 11 to the Agreement for strategic partnership advisory services is made and entered into as of this _ day of , 201 3, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("Commission") and PARSONS BRINCKERHOFF, INC. ("Consultant"). 2. RECITALS 2.1 The Commission and the Consultant have entered into an agreement dated March 24, 2006 for the purpose of providing strategic partnership advisory services (the "Master Agreement"). 2.2 The Commission and the Consultant have entered into Amendment No. 1 to the Master Agreement, dated July 1 1 , 2006, for the purpose of providing additional compensation for ongoing strategic partnership advisory services. 2.3 The Commission and the Consultant have entered into Amendment No. 2 to the Master Agreement, dated November 8, 2006, for the purpose of providing additional compensation for ongoing strategic partnership advisory services. 2.4 The Commission and the Consultant have entered into Amendment No. 3 to the Master Agreement, dated March 22, 2007, for the purpose of providing additional compensation for ongoing strategic partnership advisory services. 2.5 The Commission and the Consultant have entered into Amendment No. 4 to the Master Agreement, dated July 1, 2007, for the purpose of changing the billing rates being utilized by Consultant. 3 2.6 The Commission and the Consultant have entered into Amendment No. 5 to the Master Agreement, dated February 9, 2008, for the purpose of extending the term of and to provide additional compensation for the continued provision of strategic partnership advisory services. 2.7 The Commission and the Consultant have entered into Amendment No. 6 to the Master Agreement, dated July 10, 2008, for the purpose of permit the San Bernardino Associated Governments to engage the services of the Consultant under similar terms and conditions provided to the Commission under the Master Agreement. 2.8 The Commission and Consultant have entered into Amendment No. 7 to the Master Agreement to effectuate an assignment of the Master Agreement by the Consultant to a successor entity. 2.9 The Commission and the Consultant have entered into Amendment No. 8 to the Master Agreement, dated January 14, 2009, to provide additional compensation for the continued provision of strategic partnership advisory services. 2.10 The Commission and the Consultant have entered into Amendment No. 9 to the Master Agreement, dated April 29, 2010, to provide additional compensation for the continued provision of strategic partnership advisory services. 2.1 1 The Commission and the Consultant have entered into Amendment No. 10 to the Master Agreement, dated February 9, 2012, for the purpose of extending the term for the continued provision of strategic partnership advisory services. 2.12 The parties now desire to amend the Master Agreement for the purpose of extending the terms of and to provide additional compensation for the continued provision of strategic partnership advisory services. 3. TERMS 3.1 The term of the Master Agreement shall be extended for an additional term (the "Third Extended Term") beginning February 9, 2014 and ending June 30, 2017, unless earlier terminated as provided in the Master Agreement. 3.2 The maximum compensation under the Master Agreement is hereby increased by One Million, Five Hundred Thousand Dollars ($1,500,000). 4 3.3 Consultant shall continue to provide the Services, on a Task Order basis, as directed by the Commission. 3.4 Except as amended by this Amendment, all provisions of the Master Agreement, as heretofore amended by Amendments No. 1 through No. 10, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment. IN WITNESS WHEREOF, the parties hereto have executed the Agreement on the date first herein above written. RIVERSIDE COUNTY PARSONS BRINCKERHOFF, INC. TRANSPORTATION COMMISSION By: Karen S. Spiegel, Chair Signature Name Title APPROVED AS TO FORM: By: Best, Best & Krieger LLP General Counsel 5 ATTACHMENT 2 PARSONS BRINCKERHOFF Parsons Brinckerhoff, Inc. 451 E. Vanderbilt Way, Suite 200 San Bernardino, California 92408 Subject: SR -91 Corridor Improvements Project Riverside County Transportation Commission Project No. 182259B Task Order No. B.05 Prepared by: Jeffrey P. Fromhertz A. General Information Date: 08-29-2013 • Title/Description/Estimated Cost: Title: SR-91Toll System and SR -91 / SR -241 Coordination Tasks Brief Description: Perform Toll System Integration and Implementation Tasks along with SR -91 / SR -241 Direct Connector PA/ED Coordination Tasks Estimated Cost: $ 1,195,724.84 Task Order Summary: Task Order B.05: SR -91 Toll System Integration and Implementation Services and SR -91 / SR - 241 Direct Connector Coordination Tasks Parsons Brinckerhoff will undertake the tasks in the attached scope of work based on an estimated budget not to exceed $1,195,724.84. If additional amounts are required beyond the estimated budgets, Parsons Brinckerhoff will provide written notice to RCTC and understands that Parsons Brinckerhoff shall not continue working until such budget is increased in writing by RCTC. • Scheduled Start and Completion Dates: October 14, 2013 — June 30, 2017 Primary Related Tasks, "Per Attachment": 1.0 Toll System Integration and Implementation 1.1 Design / Build Toll System Coordination 1.2 Review Toll System Design 1.3 Participate in Toll System Testing 1.4 Monitor Installation of Tolling System 1.5 Assist with Go Live Readiness 1.6 Monitor Start up Performance 1.7 Project Management/Administration/Expert Advisor 6 PARSONS BRINCKERHOFF Parsons Brinckerhoff, Inc. 451 E. Vanderbilt Way, Suite 200 San Bernardino, California 92408 2.0 SR -91 / SR -241 Direct Connector Coordination 2.1 Attend Meetings on behalf of RCTC 2.2 Review and Comment on PA/ED Deleiverables on behalf of RCTC Direct Costs —Travel, Mileage, Reproduction, Deliveries B. Cost Data Cost data supporting this task order is attached. C. Terms and Conditions All terms and conditions of the base contract remain unchanged by this Amendment. SUBMITTED BY: APPROVED BY: 15154t3 Date DOUGLAS B. SAWYER, Vice President/Area Manager Parsons Brinckerhoff, Inc. MICHAEL BLOMQUIST, Toll Program Director Riverside County Transportation Commission Date 7 l Scope of Work: Task Order B.05 August 7, 2013 Task 1.0 : SR -91 Toll System Integration and Implementation 1.1: DB toll system coordination: Review and comment on DB toll infrastructure deliverables Review and comment on DB schedule Monitor DB toll infrastructure progress Review weekly look ahead schedules for coordination with System Integrator Verify turn over procedures for toll infrastructure Review questions and responses between DB and Toll System Integrator Review change order requests relating to toll system (assume 10) Attend weekly meetings with RCTC, DB, and PCM team, 200 meetings assumed. 1.2: Review Toll System Design: Review and comment on toll system deliverables Attend preliminary and critical Toll System Design Reviews Monitor Toll system development and installation schedule Review change order requests relating to toll system (assume 5) Attend weekly meetings with RCTC, system integrator team, and PCM team 1. 3: Participate in all toll system testing Witness factory acceptance testing for all toll system components Witness on site integration and commissioning tests Witness system acceptance test 1. 4: Monitor installation of tolling system Verify equipment installation is per approved drawings and plans Monitor the facility build -out 1. 5: Assist with go live readiness review 1.6: Monitor start up performance 1.7: Project Management, Coordination and Expert Advisor 1 8 Task 2.0: SR -91 / SR -241 Direct Connector Coordination 2.1: Attend Meetings and perform management review. Attend Monthly PDT meetings at TCA, Caltrans D12 (18 assumed meetings) Review and comment on Meeting Minutes, Action items and Project Schedule. Provide RCTC regular monthly updates on project status. 2.2: Review and comment on PA/ED Deliverables prepared for TCA. Perform review of pertinent PA/ED deliverables. Coordinate with RCTC for providing comments to TCA. 2 9 AGENDA ITEM 8 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 23, 2013 TO: Western Riverside County Programs and Projects Committee FROM: Shirley Medina, Planning and Programming Director THROUGH: John Standiford, Deputy Executive Director SUBJECT: City of Moreno Valley Reprogramming Request STAFF RECOMMENDATION: This item is for the Committee to: 1) Approve the request by the city of Moreno Valley (Moreno Valley) to reprogram Transportation Uniform Mitigation Fee (TUMF) Regional Arterial program savings in the amount of $1.6 million from Perris Boulevard widening project from Cactus Avenue to Perris Valley Storm Drain (PVSD) Lateral "B" to the Perris Boulevard widening project from Ironwood Avenue to Manzanita Avenue; 2) Approve Agreement No. 06-72-041-02, Amendment No. 2 to Agreement No. 06-72-041-00, with Moreno Valley to add TUMF in the amount of $1.6 million for construction funding; 3) Approve Agreement No. 12-72-059-01, Amendment No. 1 to Agreement No. 12-72-059-00, with Moreno Valley to reduce construction funding by $1.6 million as a result of project savings; 4) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 5) Forward to the Commission for final approval. BACKGROUND INFORMATION: Moreno Valley is requesting reprogramming of $1.6 million in TUMF Regional Arterial funds from the Perris Boulevard widening project from Cactus Avenue to PVSD Lateral "B" to the Perris Boulevard widening project from Ironwood Avenue to Manzanita Avenue. This request to reprogram TUMF funding from one eligible TUMF project to another is consistent with the Commission's administrative amendment policy. Moreno Valley is also requesting $3 million in TUMF Regional Arterial funding; however, due to the low TUMF balance all new programming requests are being delayed until early 2014. Moreno Valley's request is consistent with prior direction regarding requests for construction funds as a means of generating jobs. Staff supports Moreno Valley's reprogramming request. Agenda Item 8 10 Financial Information In Fiscal Year Budget: Yes Year: FY 2013/14 Amount: $1,600,000 Source of Funds: TUMF Regional Arterial Program Budget Adjustment: No GL/Project Accounting No.: 005105 81301 210 72 81301 Fiscal Procedures Approved: �� Date: 09/16/2013 Agenda Item 8 11 AGENDA ITEM 9 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 23, 2013 TO: Western Riverside County Programs and Projects Committee FROM: Brian Cunanan, Commuter and Motorist Assistance Manager THROUGH: Robert Yates, Multimodal Services Director SUBJECT: Awards for Construction Freeway Service Patrol Tow Truck Service During the Construction of the State Route 91 Corridor Improvement Project STAFF RECOMMENDATION: This item is for the Committee to: 1) Award Agreement No. 14-45-009-00 to Steve's Towing (Steve's) for construction Freeway Service Patrol (Construction FSP) tow truck services on State Route 91 Corridor Improvement Project (SR -91 CIP) Beat No. 1 for a three-year term, in an amount not to exceed $2,220,000; 2) Award Agreement No. 14-45-028-00 to Steve's for Construction FSP tow truck services on SR -91 CIP Beat No. 2 for a three-year term, in an amount not to exceed $1,480,000; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Forward to the Commission for final action. BACKGROUND INFORMATION: The Commission, acting in its capacity as the Service Authority for Freeway Emergencies (SAFE), is the principal agency in Riverside County, in partnership with Caltrans and the California Highway Patrol (CHP), managing the FSP program. The purpose of the FSP program is to provide a continuously roving tow service patrol along designated freeway segments, referred to as beats, to relieve freeway congestion and facilitate the rapid removal of disabled vehicles and those involved in minor accidents on local freeways. Contracts to provide FSP tow service are competitively bid as needed for each beat. Currently, the Commission contracts with four tow truck operators to provide regular FSP service on a total of nine beats Monday through Friday during the peak commute hours, 5:30 a.m. to 8:30 a.m. and 3:00 p.m. (1:00 p.m. on Fridays) to 7:00 p.m. In addition to normal FSP service hours, FSP is also used to provide support for construction projects (Construction FSP) as a transportation mitigation strategy in a project's Transportation Management Plan (TMP). Hours of service for Construction FSP will vary with the project needs — periodic night-time work, freeway closures, limited ramp closures, elimination of the freeway shoulders, and traffic flow. Agenda Item 9 12 DISCUSSION: Construction FSP is a major element of the TMP for the SR -91 CIP. During construction of the SR -91 CIP, shoulders will be inaccessible; therefore, quickly addressing vehicle breakdowns and accidents will be critical to maintaining traffic flow and motorist safety. Referencing the TMP as a guideline, staff met with the project and construction manager and the CHP to determine the beat parameters and appropriate hours of operation to support this project. Construction FSP service supporting the SR -91 CIP, awarded as part of this recommendation, will operate during various hours outside of the aforementioned regular FSP hours of operation. Construction FSP will involve mid -day service, extended evening service, weekend and holiday service, and some full 24 -hour service periods. SR -91 CIP Beat No. 1 will operate from the Orange County line to Lincoln Avenue with three tow trucks. SR -91 CIP Beat No. 2 will operate from Lincoln Avenue to Magnolia Avenue with two trucks. These beat configurations for Construction FSP mirror the regular peak hour service and provide the optimal service levels for this project. Therefore, staff sought a competitive solution to award tow service contracts to qualified firms for Beat Nos. 1 and 2 on the SR -91. Procurement Process This procurement was conducted in accordance with established Commission procurement policies and procedures. Staff determined the competitively negotiated procurement method was appropriate for these services. Minimum qualifications required of each potential proposer were established and staff developed a weighted evaluation criterion, including price, to select qualified tow services contractors for SR -91 CIP Beat Nos. 1 and 2. Non -price elements of the evaluation criteria included experience, the relative qualifications of the firms, proposed work plan, and the proposer's ability to respond to the requirements set forth under the terms of the request for proposals (RFP). RFP No. 14-45-009-00 was released and advertised by the Commission on July 29, 2013. A pre -proposal conference was conducted by the Commission on August 8, and was attended by four firms. Staff responded to all questions submitted by potential proposers prior to the August 20 proposal deadline. One responsive and responsible firm, Steve's submitted a proposal in response to the RFP for services on SR -91 CIP Beat No. 1. Two responsive and responsible firms — Patriot Towing (Patriot) and Steve's — submitted proposals in response to the RFP for services on SR -91 CIP Beat No. 2. Since staff received one proposal for the SR -91 CIP Beat 1, it reviewed the solicitation specifications for undue restrictiveness and surveyed potential sources that chose not to submit a proposal. Reasons for not submitting a proposal included staffing/resource issues, the significant distance between the beat and the yard, inability to offer competitive pricing, and inability to procure alternative fuel trucks in time for the start of services. In addition, a representative from Pepe's Towing (Pepe's) indicated he was not aware of the RFP. However, the regular Pepe's representative, who was not available during the survey period, was present Agenda Item 9 13 at a FSP Technical Advisory Council meeting when staff announced the Commission's upcoming procurement for SR -91 CIP Construction FSP services. Staff also mailed Pepe's a procurement advertisement postcard, which was not returned. Pepe's currently provides FSP service on several of the Commission's beats. Staff concluded that the requirements listed in the scope of work and other terms and conditions were not unnecessarily or excessively restrictive, an adequate opportunity to compete was provided, and factors other than the solicitation were responsible for the receipt of one proposal for SR -91 OP Beat No. 1. An evaluation committee comprised of representatives from the CHP Inland Division, San Bernardino Associated Governments (SANBAG), and Commission staff evaluated each proposal in accordance with the evaluation criteria set forth in the RFP. The Committee performed site visits, interviewed the proposing firms, and provided final scoring based on a comprehensive evaluation of each firm's written proposal and interview. SR -91 CIP Beat No. 1 Steve's is the only firm that submitted a responsive and responsible proposal in response to the RFP for services on SR -91 CIP Beat No. 1. The proposal was scored by the evaluation committee based upon the criteria set forth in the RFP. Steve's proposed hourly rate for tow services is $54.55. Based on the overall score according to the evaluation criteria listed in the RFP, the evaluation committee recommends Steve's for award of SR -91 CIP Beat No. 1. Steve's currently provides service to multiple SANBAG FSP beats. Steve's has performed satisfactorily and has a good working relationship with staff. SR -91 CIP Beat No. 2 Proposals submitted in response to SR -91 CIP Beat No. 2 were scored by the evaluation committee based upon the criteria set forth in the RFP. The two firms submitted hourly rates for tow services that ranged from a low of $54.55 per hour to a high of $58.22 per hour. The all-inclusive hourly service rate for this beat, as well as SR -91 CIP Beat No. 1, includes all direct costs (e.g., fuel, labor, equipment), indirect costs (e.g., fringe benefits, overhead), and profit to provide the subject services. The overall rankings, inclusive of pricing, listed from highest to lowest total evaluation score for SR -91 CIP Beat No. 2 are as follows: Firm Hourly Rate Overall Ranking Steve's $54.55 1st Patriot $58.22 2nd Based on the overall score according to the evaluation criteria listed in the RFP, the evaluation committee recommends Steve's for award of SR -91 CIP Beat No. 2. Agenda Item 9 14 Conclusion Staff is recommending Steve's for award of both SR -91 CIP Beat Nos. 1 and 2 based on the evaluation process discussed. The proposed all-inclusive hourly rate of $54.55 by Steve's for Beat Nos. 1 and 2 is considered fair and reasonable based upon adequate price competition under the RFP process and the historical cost experience of the Commission for comparable services. Staff recommends the award of Agreement No. 14-45-009-00 to Steve's for Construction FSP tow truck services on SR -91 CIP Beat No. 1 in an amount not to exceed $2,220,000 and Agreement No. 14-45-028-00 to Steve's for Construction FSP tow truck services on SR -91 CIP Beat No. 2 in an amount not to exceed $1,480,000. Funds for regular FSP operations (State FSP funds and local SAFE funds) will not be applied to this Construction FSP service. The SR -91 CIP Construction FSP service will be reimbursed by the SR -91 CIP design -build contractor, in accordance with a memorandum of understanding between the Commission and the design - build contractor that is anticipated to be presented at the October Commission meeting. The design -build contract price includes an amount for construction tow truck services. The Commission's standard form FSP services agreement will be entered into for each beat subject to any changes pursuant to legal counsel review. Financial Information In Fiscal Year Budget: Yes N/A Year: FY 2013/14 FY 2014/15+ Amount: $ 616,000 $ 3,084,000 Source of Funds: Design -build contractor reimbursements Budget Adjustment: No N/A GL/Project Accounting No.: 002173 81014 00000 0110 201 45 81002 Fiscal Procedures Approved: �� Date: 09/16/2013 Attachment: Standard Form FSP Services Agreement Agenda Item 9 15 SAMPLE CONTRACT FORM Agreement No. 14-45-009-00 RIVERSIDE COUNTY SERVICE AUTHORITY FOR FREEWAY EMERGENCIES AGREEMENT FOR THE SR -91 CORRIDOR IMPROVEMENT PROJECT CONSTRUCTION FREEWAY SERVICE PATROL SERVICES WITH JNAME OF CONTRACTOR] 1. PARTIES AND DATE. 1.1 This Agreement is made and entered into as of day of 2013, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") acting as the RIVERSIDE COUNTY SERVICE AUTHORITY FOR FREEWAY EMERGENCIES ("SAFE") and [NAME OF FIRM], a [LEGAL STATUS OF CONTRACTOR e.q., CORPORATION] (referred to herein as "CONTRACTOR"). SAFE and CONTRACTOR are sometimes individually referred to herein as "Party" and collectively as "Parties". 1.2 The California Highway Patrol herein referred to as "CHP" and California Department of Transportation, herein referred to as "Caltrans" are hereby expressly designated as third -party beneficiaries of CONTRACTOR's performance under this Contract. 2. RECITALS. 2.1 WHEREAS, RCTC is a California County Transportation Commission existing under the authority of Section 130050 et seq. of the California Public Utilities Code; 2.2 WHEREAS, RCTC is authorized, pursuant to Section 2550 et seq. of the California Streets and Highways Code, to act as SAFE for purposes of providing a motorist aid system, including provision of freeway service patrols; 2.3 WHEREAS, SAFE requires the services of a CONTRACTOR to provide the freeway service patrol professional services as described in the Scope of Services; 2.4 WHEREAS, SAFE has determined that CONTRACTOR is best qualified to perform the required services; 2.5 WHEREAS, the CONTRACTOR is able and willing to perform the required services under the terms and conditions of this Contract; 2.6 WHEREAS, RCTC is the short range transportation planning agency for Riverside County, and programs federal, state, and local funds. RCTC has entered into a Memorandum of Understanding with Caltrans and 43 16 CHP to fund peak period freeway service patrols on selected freeway segments in Riverside County; and 2.7 WHEREAS, Section 21718 (a) of the California Vehicle Code specifically authorized CHP to be responsible for freeway service patrols stopping on freeways for the purpose of rapid removal of impediments to traffic. Article 3, Section 91, of the Streets and Highways Code, states that Caltrans has responsibility to improve and maintain the state highways. Caltrans also has the responsibility for traffic management and removing impediments from the highways. NOW, THEREFORE, for the consideration hereinafter stated, SAFE and CONTRACTOR agree as follows: 3. TERMS. 3.1 General Scope of Services. 3.1.1. Contract Oversight. Caltrans and CHP will jointly oversee the Services. Both agencies will have responsibility for overseeing Service performance and ensuring that the CONTRACTOR abides by the terms of this Contract. CHP is responsible for dispatch services to incident locations within the CONTRACTOR's patrol limits. The dispatching will be done in accordance with this Contract. A Standard Operating Procedures ("SOP") manual will be given to the CONTRACTOR explaining the types of incidents to which his/her operators may be dispatched. 3.1.2 Beat Descriptions. The Freeway Service Patrol ("FSP") will operate on selected freeway segments referred to herein as "beats". Each beat has specific turnaround locations and designated drop locations identified by the CHP. Exhibit "A-1" shows the specific limits, number of tow trucks, number of back-up trucks and hours of operation and Exhibit "A-2" details the fiscal years 2014, 2015, 2016 and 2017 holidays for the CONTRACTOR's specific beat. SAFE reserves the right to add or delete holidays to the work schedule, provided that SAFE provides CONTRACTOR seven (7) days advanced notice of such addition or deletion. Travel time to and from the beat will be at the expense of the CONTRACTOR. At any time during the term of this Contract, SAFE reserves the right to adjust beat specifications to better accommodate demand for the Services. These changes can occur during the course of this Contract through written change orders. If warranted and during the hours of operation of the Services, the CONTRACTOR may be requested to temporarily reassign his/her FSP operators/trucks to locations outside the assigned beat. 3.1.3 Description of Services. CONTRACTOR shall be responsible for those services set forth in this Section 3.1.3, hereinafter referred to as "Services." The purpose of the FSP program is to provide for the rapid removal of disabled vehicles and vehicles involved in minor accidents from the freeway. Where conditions permit, safe removal 44 17 of small debris will be required. CONTRACTOR vehicles shall be exclusively dedicated to the Services during the hours of operation. All vehicle maintenance activities shall be conducted during non -Services hours. When conducting the Services on an FSP shift, the CONTRACTOR's vehicle shall display all FSP markings and the vehicle operator shall wear an FSP uniform, as detailed in Exhibit "A-3". The CONTRACTOR's vehicle operators shall assist motorists involved in minor accidents and those with disabled vehicles. They shall be responsible for clearing the freeway of automobiles, small trucks and small debris. When and where conditions warrant, service may be executed on the freeway shoulders. Where conditions do not warrant, vehicle operators will remove the vehicles from the freeway to provide service. The FSP vehicles shall continuously patrol their assigned beat, respond to CHP dispatches for Services, use the designated turnaround locations and use the CHP identified designated drop locations. All FSP services shall be provided at no cost to the motorist. FSP vehicle operators shall not be accept gratuities, perform secondary towing services, recommend secondary tows, or recommend repair/body shop businesses. FSP vehicle operators may be required to change flat tires, provide "jump" starts, provide one gallon of gasoline or diesel fuel, temporarily tape cooling system hoses and refill radiators. Vehicle operators may spend a maximum of ten (10) minutes per disablement in attempting to mobilize a vehicle. If a vehicle cannot be mobilized within the ten (10) minute time limit, it shall be towed to a designated drop location identified by the CHP. The motorist can request the FSP vehicle operator to call the CHP Communications center to request a CHP rotational tow or other services. FSP operators shall not be allowed to tow as an independent contractor from an incident that occurred during the FSP shift unless called as a rotation tow by CHP. If called as a rotation tow after a FSP shift, the vehicle operator must remove all FSP markings and change his/her FSP uniform. There may be some instances where FSP operators may be requested to provide assistance to CHP officers. FSP operators shall follow the instructions of the CHP officer at the scene of any incident within the scope of the FSP program. 3.1.4. The SOP Manual. To promote a safe work environment and for the maintenance of professionalism, the most current version of the SOP manual shall, at all times, be followed by the CONTRACTOR and its vehicle operators. The SOP manual, as such manual may from time to time be amended, is incorporated into this Contract by reference. CONTRACTOR shall be notified and provided with a copy of any changes to the SOP manual. Drivers found not to be in compliance with FSP procedures, as set forth in the SOP manual or this Contract, may be suspended or terminated from the FSP program and the CONTRACTOR may be fined three (3) times the hourly Contract rate in one (1) minute increments until a replacement vehicle is provided (Driver and Truck must return to beat compliant with all FSP requirements), or fined for the entire shift at three (3) times the hourly rate at the discretion of the FSP Field Supervisors. 45 18 3.1.5 Check In. Upon arrival at the location for each instruction to provide Services, and upon completion of each such request, CONTRACTOR shall check in with the CHP field supervisor using the radio provided by SAFE as set forth in Section 3.2, entitled "Equipment Requirements". 3.2 Equipment Requirements. CONTRACTOR shall comply with all equipment requirements outlined in RFP No. FSP 14-45-009-00. Notwithstanding any other provision contained in the RFP, radio and AVL equipment shall be supplied by SAFE and installed (mounted) in all CONTRACTOR vehicles by SAFE's installation vendor, and shall remain mounted in all CONTRACTOR vehicles at all times. 3.3 Commencement of Services. The CONTRACTOR shall commence work upon receipt of a written Notice to Proceed from SAFE. 3.4 Term. The term of this Contract shall be from January 1, 2014 ("Effective Date") through December 31, 2016 unless earlier terminated as provided herein. SAFE, at its sole discretion, may renew this Contract for a total of two (2) separate one year terms, based on the option -year rates. SAFE shall also have the right to renew this Contract from one month up to a one year term after the initial term by providing notice as provided below. SAFE must provide written notice to CONTRACTOR no less than ninety (90) days prior to the end of the applicable term, indicating its renewal of the Contract. CONTRACTOR shall complete the Services within the term of this Contract, and shall meet any other established schedules and deadlines. All applicable indemnification provisions of this Contract shall remain in effect following the termination of this Contract. If SAFE, at its sole discretion, renews this Contract for one or both of the additional separate one year terms as provided, the option -year rates shall be as follows: SCHEDULE OF HOURLY RATES Classification Option Year 1 Hourly Rate Option Year 2 Hourly Rate Contract $ X per hour $ X per hour 3.5 SAFE's Representative. SAFE hereby designates the SAFE Executive Director or his or her designee, to act as its Representative for the performance of this Contract ("SAFE's Representative"). SAFE's Representative shall have the authority to act on behalf of SAFE for all purposes under this Contract. SAFE's Representative shall also review and give approval, as needed, to the details of CONTRACTOR's work as it progresses. CONTRACTOR shall not accept direction or orders from any person other than the SAFE's Representative or his or her designee. 3.6 CONTRACTOR'S Representative. CONTRACTOR hereby designates [INSERT NAME, TITLE1, to act as its representative for the performance of this Contract ("CONTRACTOR's Representative"). CONTRACTOR's Representative shall have full authority to act on behalf of CONTRACTOR for all purposes under this Contract. The CONTRACTOR's Representative shall supervise and direct the Services, using his best skill 46 19 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 Contract. CONTRACTOR shall work closely and cooperate fully with SAFE's Representative and any other agencies which may have jurisdiction over or an interest in the Services. CONTRACTOR's Representative shall be available to the SAFE staff at all reasonable times. Any substitution in CONTRACTOR's Representative shall be approved in writing by SAFE's Representative. 3.7 Substitution of Key Personnel. CONTRACTOR has represented to SAFE that certain key personnel will perform and coordinate the Services under this Contract. Should one or more of such personnel become unavailable, CONTRACTOR may substitute other personnel of at least equal competence upon written approval by SAFE's Representative. In the event that SAFE's Representative and CONTRACTOR cannot agree as to the substitution of the key personnel, SAFE shall be entitled to terminate this Contract for cause, pursuant to the provisions of Section 3.15. The key personnel for performance of this Contract are: [LIST NAMES AND TITLES]. 3.7.1 Availability of FSP Manager. Except in the case of unpreventable circumstances, the FSP Manager must be available at the CONTRACTOR's office for at least 50% of each Work Day to address time sensitive issues related to this Contract or the Services, including, but not limited to, FSP administrative responsibilities; SAFE, CHP, and Caltrans requests; driver matters; and truck maintenance issues. CONTRACTOR shall, within 24 hours, notify SAFE of each circumstance causing the FSP Manager not to be available as required herein. As used in this section, the term "Work Day" shall mean and refer to any day that FSP service is provided, during those hours of operation for Construction FSP as identified on the attached Exhibit "A-1". 3.8 Review of Work and Deliverables. All reports, working papers, and similar work products prepared for submission in the course of providing Services under this Contract may be required to be submitted to SAFE's Representative in draft form, and SAFE's Representative may require revisions of such drafts prior to formal submission and approval. In the event that SAFE's Representative, in his or her sole discretion, determines the formally submitted work product to be inadequate, SAFE's Representative may require CONTRACTOR to revise and resubmit the work at no cost to SAFE. Upon determination by SAFE that CONTRACTOR has satisfactorily completed the Services required under this Contract and within the term set forth in Section 3.4. SAFE shall give CONTRACTOR a written Notice of Final Completion. Upon receipt of such notice, CONTRACTOR shall incur no further costs hereunder, unless otherwise specified in the Notice of Completion. CONTRACTOR may request issuance of a Notice of Final Completion when, in its opinion, it has satisfactorily completed all Services required under the provisions of this Contract. 3.9 Appearance at Hearings. If and when required by SAFE, CONTRACTOR shall render assistance at public hearings or other meetings related to the performance of the Services. 47 20 3.10 Standard of Care: Licenses. CONTRACTOR represents and maintains that it is skilled in the professional calling necessary to perform all Services, duties and obligations required by this Contract. CONTRACTOR shall perform the Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. CONTRACTOR warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. CONTRACTOR further represents and warrants to SAFE that its employees and subcontractors have all licenses, permits, qualifications (including medical certification) 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 Contract. CONTRACTOR shall perform, at its own cost and expense and without reimbursement from SAFE, 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, and shall be fully responsible to SAFE for all damages and other liabilities provided for in the indemnification provisions of this Contract arising from the CONTRACTOR's errors and omissions. Any employee of CONTRACTOR or its subcontractors who is determined by SAFE to be uncooperative, incompetent, a threat to the adequate or timely completion of the Services, 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 SAFE, shall be promptly removed from performing the Services by the CONTRACTOR and shall not be re-employed to perform any of the Services. 3.11 Opportunity to Cure. SAFE may provide CONTRACTOR an opportunity to cure, at CONTRACTOR's expense, all errors and omissions which may be disclosed during performance of the Services. Should CONTRACTOR fail to make such correction in a timely manner, such correction may be made by SAFE, and the cost thereof charged to CONTRACTOR. 3.12 Inspection of Work. CONTRACTOR shall allow SAFE's Representative to inspect or review CONTRACTOR's performance of Services in progress at any time. SAFE/Caltrans/CHP also reserves the right to audit all paperwork demonstrating that CONTRACTOR participates in an employee alcohol/drug-testing program and the DMV Pull Notice Program. 3.13 Laws and Regulations. CONTRACTOR shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Services, including all Cal/OSHA requirements, and shall give all notices required by law. CONTRACTOR shall be solely liable for all violations of such laws and regulations in connection with Services. If the CONTRACTOR performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to SAFE, CONTRACTOR shall be solely responsible for all costs arising therefrom. CONTRACTOR shall defend, indemnify and hold SAFE, their officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 48 21 3.14 Damage Complaints. Upon receiving a damage complaint from a motorist assisted by the CONTRACTOR, that the CONTRACTOR damaged their vehicle while lending assistance, the CONTRACTOR shall notify CHP immediately regarding the nature of the damage complaint and its disposition. The CONTRACTOR shall reply to the motorist by telephone within twenty-four (24) hours of receiving the damage complaint notification. If necessary, the CONTRACTOR shall send either his or her authorized representative or his or her insurance company representative to inspect the vehicle and complete an incident report within forty-eight (48) hours after receiving the damage complaint. If the investigation shows that damage to the vehicle could have been caused by the CONTRACTOR, the CONTRACTOR shall negotiate in good faith to try and resolve the issue and shall report to the CHP the result of the negotiations. All complaints shall be resolved within a reasonable period of time after being received. 3.14.1 Complaint Review Committee. The FSP Technical Advisory Committee ("FSP TAC") is composed of voting members from CHP, SAFE and Caltrans. Voting members of the FSP TAC are hereby designated as the members of the Damage Complaint Review Committee ("DCRC"). If the DCRC finds that justifiable complaints are not resolved within a reasonable time frame, it can recommend that payment to the CONTRACTOR in the amount of the damage claim may be deducted from the CONTRACTOR's monthly invoice. 3.15 Termination. 3.15.1 Notice; Reason. SAFE may, by written notice to CONTRACTOR, terminate this Contract, in whole or in part, including, without limitation, the geographical territory covered by this Contract, at any time by giving written notice to CONTRACTOR of such termination, and specifying the effective date thereof ("Notice of Termination"). Such termination may be for SAFE's convenience or because of CONTRACTOR's failure to perform its duties and obligations under this Contract, including, but not limited to, the failure of CONTRACTOR to timely perform Services pursuant to the Scope of Services described in Section 3, entitled "Terms," as well as Section 7 of the RFP. CONTRACTOR may not terminate this Contract except for cause. 3.15.2 Discontinuance of Services. Upon receipt of the written Notice of Termination, CONTRACTOR shall discontinue all affected Services as directed in the Notice of Termination, and deliver to SAFE all Documents and Data, as defined in this Contract, as may have been prepared or accumulated by CONTRACTOR in performance of the Services, whether completed or in progress. 3.15.3 Effect of Termination For Convenience. If the termination is to be for the convenience of SAFE, SAFE shall compensate CONTRACTOR for Services fully and adequately provided through the effective date of termination as provided in the Notice of Termination. Such payment shall include a pro -rated amount of profit, if applicable, up through such effective date, but no amount shall be paid for anticipated profit on unperformed Services past such effective date. CONTRACTOR shall provide documentation deemed 49 22 adequate by SAFE's Representative to show the Services actually completed by CONTRACTOR prior to the effective date of termination. This Contract shall terminate on the effective date of the Notice of Termination. 3.15.4 Effect of Termination for Cause. If the termination is for cause, CONTRACTOR shall be compensated for those Services which have been fully and adequately completed and accepted by SAFE as of the effective date of termination as provided in the Notice of Termination. In such case, SAFE may take over the work and prosecute the same to completion by contract or otherwise. Further, CONTRACTOR shall be liable to SAFE for any reasonable additional costs or damages incurred to revise work for which SAFE has compensated CONTRACTOR under this Contract, but which SAFE has determined in its sole discretion needs to be revised, in part or whole. Termination of this Contract for cause may be considered by SAFE in determining whether to enter into future contracts with CONTRACTOR. 3.15.5 Cumulative Remedies. The rights and remedies of the Parties provided in this Section are in addition to any other rights and remedies provided by law or under this Contract. 3.15.6 Procurement of Similar Services. In the event this Contract is terminated, in whole or in part, as provided by this Section, SAFE may procure, upon such terms and in such manner as it deems appropriate, services similar to those terminated. 3.15.7 Waivers. CONTRACTOR, in executing this Contract, shall be deemed to have waived any and all claims for damages which may otherwise arise from SAFE's termination of this Contract, for convenience or cause, as provided in this Section. 3.15.8 Authorization to Terminate. The Executive Director of SAFE shall have the full authority and discretion to exercise SAFE's rights under this Section 3.15, entitled "Termination". 3.16 Trend Meetings. CONTRACTOR shall attend, or send a designated management -level representative, to all trend meetings (i.e. required FSP TAC meeting which meets every other month). These trend meetings will encompass focused and informal discussions concerning, but not limited to: scope, Services, schedule, current progress of Services, relevant cost issues, and future objectives. CONTRACTOR shall be responsible for having a representative attend all meetings (i.e. FSP TAC meetings) that has the ability to make management -level decisions on the behalf of the CONTRACTOR. If the CONTRACTOR cannot have a management -level representative at a meeting, CONTRACTOR shall notify SAFE and CHP prior to the meeting. Management -level attendance at these meetings shall be considered part of the CONTRACTOR's contractual responsibility. Meetings are scheduled, and CONTRACTOR will be notified of such schedule, no later than three (3) working days prior to the meeting. 5() 23 3.17 Fees and Payment. 3.17.1 Amount to be Paid. Subject to the provisions set forth below for Services satisfactorily performed hereunder, SAFE shall pay the CONTRACTOR on a Time and Materials basis a ceiling price NOT TO EXCEED DOLLARS ($ ). 3.17.2 Maximum Payment is the Ceiling Price. SAFE shall not be obligated to pay costs which exceed the ceiling price set forth above, except as provided in Sections 3.15 and 3.17.10. CONTRACTOR agrees to use its best efforts to perform the services and all obligations under this Contract within such ceiling price. 3.17.3 Hourly Rate. For its performance of the Services, the CONTRACTOR shall be paid for labor expended directly in the performance of the Services at the rates specified below. The CONTRACTOR shall not be entitled to reimbursements for any expenses unless approved in advance in writing. SCHEDULE OF HOURLY RATES Classification Hourly Rate Contract — tow truck operators Hourly rates may be adjusted as set forth in Chapter 9, Violations/Penalties, of the FSP Standard Operating Procedures (SOP). 3.17.4 Payment Coverage. The compensation herein above specified will cover and include all applicable labor surcharges such as taxes, insurance and fringe benefits, as well as indirect costs, overhead, general and administrative expense, and profit. 3.17.5 Cost Principles. A) CONTRACTOR agrees to comply with 2 CFR, Part 225, Cost Principles for State and Local Government, and 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. B) CONTRACTOR agrees that 1) Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual cost items, and 2) CONTRACTOR shall comply with Federal administrative procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. C) Any costs for which CONTRACTOR has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 225, 48 CFR, Chapter 1, Part 31 or 49 CFR, Part 18, are subject to repayment by CONTRACTOR to SAFE. Should CONTRACTOR fail to reimburse moneys due SAFE 51 24 within 30 days of demand, or within such other period as may be agreed in writing between the Parties hereto, SAFE is authorized to intercept and withhold future payments due CONTRACTOR from SAFE or any third -party source, including, but not limited to, the State Treasurer, the State Controller, and the California Transportation Commission. 3.17.6 Fines. Fines for starting late; leaving early; taking more than 15 - minutes worth of breaks per 3 -hour shift; or being ordered out of service by a CHP or Caltrans supervisor for Contract infractions shall be deducted from the CONTRACTOR's monthly invoice at three (3) times the hourly rate. 3.17.7 Accounting System. CONTRACTOR and its subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate expenditures by line item for the Services. The accounting system of CONTRACTOR and its subcontractors shall conform to Generally Accepted Accounting Principles (GAAP), enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices. 3.17.8 Invoices. Invoices for CONTRACTOR's Services shall be submitted monthly on forms approved by SAFE. Invoices will be routinely verified by CHP. To ensure prompt payment, most billing disputes may be resolved within ten (10) working days of written notice of dispute. However, at SAFE's discretion, reconciliation of disputed fines that sum to less than 2% of the months' Invoice may be corrected on the next month's Invoice to ensure prompt payment of the major portion of the invoice. Each Invoice shall include a cover sheet bearing a certification as to the accuracy of the statement signed by the CONTRACTOR's authorized officer. 3.17.8.1 Monthly Progress Reports. As part of its Invoice, CONTRACTOR shall submit a Monthly Progress Report, in a form determined by SAFE, which will cover the Invoice period and include spreadsheets showing hours expended for each day of the month per vehicle per beat, and the total for the term of the Contract to date. Submission of such Monthly Progress Report by CONTRACTOR shall be a condition precedent to receipt of payment from SAFE for each monthly Invoice submitted. 3.17.8.2 Payment Schedule. Invoice periods shall be based upon a calendar month, beginning with the first day of the month. SAFE shall reimburse CONTRACTOR for Services adequately provided under this Contract within thirty (30) days of receiving the current period invoice with no errors. If the Invoice is completed incorrectly by the CONTRACTOR it will delay payment. If SAFE fails to pay any amount owed to CONTRACTOR under this Contract within thirty (30) days after receipt of the invoice, CONTRACTOR may give SAFE a notice of failure to pay which shall set forth the invoice(s) and amount(s) which CONTRACTOR believes are thirty (30) days overdue. SAFE shall pay any undisputed invoice(s) and amount(s) within thirty (30) days of receipt of a notice of failure to pay. 3.17.9 Right to Audit. For the purpose of determining compliance with this Contract and other matters connected with the performance of CONTRACTOR's 52 25 contracts with third parties, CONTRACTOR and its subcontractors shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times for three years from the date of final payment of Funds to CONTRACTOR. SAFE, the State of California acting through the Department of Transportation or its duly authorized representative, the California State Auditor, or the United States Department of Transportation shall each have access to any books, records, and documents that are pertinent for audits, examinations, excerpts, and transactions, and CONTRACTOR shall furnish copies thereof if requested. 3.17.10 Taxes. CONTRACTOR shall pay any sales, use, or other taxes, if any, attributable to the provision of the Services. 3.17.11 Travel and Subsistence. 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. If the rates invoiced are in excess of those authorized DPA rates, then CONTRACTOR is responsible for the cost difference and any overpayments shall be reimbursed to SAFE on demand. 3.17.12 Employment Adverse to the Commission. CONTRACTOR shall notify SAFE, and shall obtain SAFE's written consent, prior to accepting work to assist with or participate in a third -party lawsuit or other legal or administrative proceeding against SAFE during the term of this Contract. 3.17.13 Extra Work. At any time during the term of this Contract, SAFE may request CONTRACTOR to perform Extra Work. "Extra Work" shall mean any work which is determined by SAFE to be necessary for proper completion of the Services, but which the Parties did not reasonably anticipate would be necessary at the time of the execution of this Contract and was not included in the Scope of Services. Extra Work, if any, shall be reimbursed at the same hourly rate as identified in Section 3.17.3. CONTRACTOR shall not perform, nor be compensated for Extra Work without obtaining authorization in the form of a written Extra Work Order issued by SAFE's Representative. For instance, Construction FSP services as it relates to construction activity can be considered Extra Work. In the event an Extra Work Order is not issued and signed by SAFE's Representative, CONTRACTOR shall not provide such Extra Work. However, no compensation or reimbursement for Extra Work shall be paid if it is not authorized by SAFE and if the cumulative total of such Extra Work under the Contract exceeds $25,000. All Extra Work in a cumulative total in excess of $25,000 must be approved in advance by amendment to this Contract. 3.17.13.1 Extra Work Cancellation Policy. If a tow operator is scheduled for Extra Work and they are notified of a cancellation with LESS than a 24 hour notice — then the tow operator will be reimbursed for three (3) hours of the agreed upon contract hourly rate. Note: The minimum of the three (3) hours should cover eight hours of 53 26 the drivers' hourly wage. Starting with "Less than a 24 hour cancellation notice" up to the time the tow operator is on the assigned Extra Work Beat, the "three contract hour cancellation rate" remains the same. Once the tow operator is on the Extra Work Beat, the cancellation policy changes. If a tow operator begins the Extra Work (the truck is on the Beat) and is then notified that Extra Work has been cancelled, the FSP operator will be paid for the entire shift period up to a maximum of eight (8) hours. A shift period for this policy is defined as: the time period of the actual Extra Work shift assigned or for a maximum of eight (8) contract hours, whichever is less. The supervising FSP CHP Officer for the Extra Work shift will make the final determination as to whether or not the tow operator will continue to work the Extra Work shift. Regardless, the tow operator will be reimbursed for the original shift period or a maximum or eight (8) hours, whichever is less. 3.17.14 Most Favored Customer. CONTRACTOR agrees that, throughout the term of this Contract, it shall not enter into any FSP services agreement with any government agency with whom it has either existing contractual relationship or has no contractual relationship that predates this Contract, pursuant to which CONTRACTOR agrees to charge FSP services fees less than those as indicated in this Contract for substantially the same level of FSP services contemplated by this Contract. Should SAFE establish that such lower fees have been agreed to by CONTRACTOR with another government agency, CONTRACTOR agrees to renegotiate the fees or to refund SAFE an amount equal to the difference between the fees indicated in this Contract and the fees charged to other government agency customer. 3.18 Delay in Performance. 3.18.1 Excusable Delays. Neither Party shall be considered in default in the performance of its obligations to the extent that the performance of any such obligation is prevented or delayed by an Excusable Delay. Should CONTRACTOR be delayed or prevented from the timely performance of any act or Services required by the terms of the Contract by an Excusable Delay, Contractor's schedule for completion of tasks affected by such delay may be extended as set forth in Section 3.18.2. But in every case, CONTRACTOR's failure to perform must be reasonably beyond the control, and without the fault or negligence of the CONTRACTOR. Excusable Delays are acts of God or of the public enemy, acts or omissions of SAFE or other governmental agencies in either their sovereign or contractual capacities, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes or unusually severe weather. 3.18.2 Written Notice. If CONTRACTOR believes it is entitled to an extension of time due to conditions set forth in subsection 3.18.1, CONTRACTOR shall provide written notice to the SAFE within seven (7) working days from the time CONTRACTOR knows, or reasonably should have known, that performance of the Services will be delayed due to such conditions. Failure of CONTRACTOR to provide such timely 54 27 notice shall constitute a waiver by CONTRACTOR of any right to an excusable delay in time of performance. 3.18.3 Mutual Contract. Performance of any Services under this Contract may be delayed upon mutual agreement of the Parties. Upon such agreement, CONTRACTOR's Schedule of Services (as defined in their Proposal) shall be extended as necessary by SAFE. CONTRACTOR shall take all reasonable steps to minimize delay in completion, and additional costs, resulting from any such extension. 3.19 Status of CONTRACTOR/Subcontractors. 3.19.1 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 Contract. SAFE retains CONTRACTOR on an independent contractor basis and not as an employee, agent or representative of the SAFE. CONTRACTOR retains the right to perform similar or different services for others during the term of this Contract. Any additional personnel performing the Services under this Contract on behalf of CONTRACTOR 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 and as required by law. CONTRACTOR shall be responsible for all reports and obligations respecting such personnel, including but not limited to, social security taxes, income tax withholdings, unemployment insurance, disability insurance, and workers' compensation insurance. 3.19.2 Assignment or Transfer. CONTRACTOR shall not assign, hypothecate, or transfer, either directly or by operation of law, this Contract or any interest herein, without the prior written consent of SAFE. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. Notwithstanding the foregoing, SAFE may transfer or assign any and all of its rights and obligations under this Contract, including, without limitation the rights to terminate this Contract, as assigned, pursuant to Section 3.15 hereof. 3.19.3 Subcontracting. CONTRACTOR shall not subcontract any portion of the work or Services required by this Contract, except as expressly stated herein, including the Scope of Services, without prior written approval of the SAFE. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Contract. SAFE shall have no liability to any subconsultant(s) for payment for services under this Contract or other work performed for CONTRACTOR, and any subcontract entered into by CONTRACTOR pursuant to the conduct of services under this Contract shall duly note that the responsibility for payment for the technical services or any other work performed shall be the sole responsibility of CONTRACTOR. 3.20 CONTRACTOR will maintain an inventory of all non -expendable equipment, defined as having a useful life of at least two years and an acquisition cost of 55 28 $500 or more, paid for with funds provided pursuant to this Contract. 3.21 Ownership of Materials and Confidentiality. 3.21.1 Documents & Data; Licensing of Intellectual Property. All plans, specifications, studies, drawings, estimates, materials, data, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, spreadsheets, or data magnetically or otherwise recorded on computer diskettes, prepared by or on behalf of CONTRACTOR under this Contract ("Documents and Data"), shall be made available to SAFE at all times during this Contract and shall become the property of SAFE upon the completion of the term of this Contract, except that CONTRACTOR shall have the right to retain copies of all such Documents and Data for its records. Should CONTRACTOR, either during or following termination of this Contract, desire to use any Documents and Data, it shall first obtain the written approval of SAFE. This Contract creates a no -cost, nonexclusive, and perpetual license for SAFE to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in the Documents and Data which are prepared or caused to be prepared by CONTRACTOR under this Contract ("Intellectual Property"). CONTRACTOR shall require all subcontractors to agree in writing that SAFE is granted a no -cost, nonexclusive, and perpetual license for any Intellectual Property the subcontractor prepares under this Contract. CONTRACTOR represents and warrants that CONTRACTOR has the legal right to license any and all Intellectual Property prepared or caused to be prepared by CONTRACTOR under this Contract. SAFE shall not be limited in any way in its use of the Intellectual Property at any time, provided that any such use not within the purposes intended by this Contract shall be at SAFE's sole risk. 3.21.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to CONTRACTOR in connection with the performance of this Contract shall be held confidential by CONTRACTOR to the extent permitted by law, including, without limitation, the California Public Records Act, Government Code section 6250 et seq. Such materials shall not, without the prior written consent of SAFE, be used by CONTRACTOR for any purposes other than the performance of the Services as provided herein. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services, except as provided herein. Nothing furnished to CONTRACTOR which is otherwise known to CONTRACTOR or is generally known, or becomes known, to the related industry shall be deemed confidential. CONTRACTOR shall not use SAFE's name or insignia, photographs, or any publicity pertaining to the Services in any magazine, trade paper, newspaper, television or radio production, or other similar medium without the prior written consent of SAFE. 3.22 Indemnification. CONTRACTOR shall indemnify and hold SAFE, RCTC, CHP, Caltrans and their directors, officials, officers, agents, contractors, consultants, employees, and volunteers free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or in equity, to property or persons, including wrongful death, in any manner arising out of, or incident to, alleged 56 29 negligent acts, omissions, or willful misconduct of the CONTRACTOR, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Services or this Contract, including without limitation, the payment of all consequential damages and other related costs and expenses. CONTRACTOR shall defend, at CONTRACTOR's own cost, expense and risk, any and all such aforesaid suits, actions, or other legal proceedings of every kind that may be brought or instituted against SAFE, RCTC, CHP, Caltrans or their directors, officials, officers, agents, contractors, consultants, employees, and volunteers. CONTRACTOR shall pay and satisfy any judgment, award, or decree that may be rendered against SAFE, RCTC, CHP, Caltrans or their directors, officials, officers, agents, consultants, employees, and volunteers, in any such suit, action, or other legal proceeding. CONTRACTOR shall reimburse SAFE, RCTC, CHP, Caltrans and their directors, officials, officers, agents, consultants, employees, and 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 not be restricted to insurance proceeds, if any, received by the CONTRACTOR, SAFE, RCTC, CHP, Caltrans or their directors, officials, officers, agents, consultants, employees, and volunteers. 3.23 Insurance. 3.23.1 Time for Compliance. CONTRACTOR shall not commence work under this Contract until it has provided evidence satisfactory to SAFE that it has secured all insurance required under this section. In addition, CONTRACTOR shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. 3.23.2 General Liability Insurance. CONTRACTOR shall procure a Commercial General Liability Insurance Policy in amounts and form set forth below: 3.23.2.1 Commercial General Liability Insurance. A policy of Commercial General Liability which provides limits of not less than: Per occurrence: Project Specific Aggregate: Products/Completed Operations: Personal Injury Limit: $2,000,000 $4,000,000 $1,000,000 $1,000,000 3.23.2.2 General Liability Policy Coverage. Any general Liability policy provided by CONTRACTOR hereunder shall include the following coverage: a. Premises and Operations b. Products/Completed Operations with limits of at least one million dollars ($1,000,000) per occurrence to be maintained for three (3) years following acceptance of the work by SAFE. c. Contractual Liability expressly including liability assumed under this Contract. d. Independent Contractor's Liability. 57 30 If CONTRACTOR is unable to provide Commercial General Liability Insurance with the four million dollar ($4,000,000) project specific aggregate limits indicated in Section 3.22.2.1 above, or the two million dollar ($2,000,000) per occurrence limits in Section 3.22.2.2 above, CONTRACTOR shall provide an Excess or umbrella option which achieves twice the per occurrence limits. 3.23.2.3 Additional Insured Endorsement. Any general liability policy provided by CONTRACTOR hereunder shall also contain an additional insured endorsement which applies its coverage to RCTC, SAFE, CHP Caltrans and their officers, agents and employees. Any self -funded program and/or insurance policy of any of the foregoing referenced agencies shall be excess only and not contributing to such coverage. 3.23.2.4 Form of General Liability Insurance Policies. All general liability policies shall be written to apply to all bodily injuries, including death, property damage, personal injuries and other covered loss, however, occasioned, occurring during the policy term, and shall specifically insure the performance by CONTRACTOR of that part of the indemnity agreement contained in this Contract relating to liability for injury to or death of persons and damage to property per project, per location aggregate endorsement. If the coverage contains one or more aggregate limits, a minimum of 50% of any such aggregate limit must remain available at all times; if over 50% of any aggregate limit has been paid or reserved, SAFE may require additional coverage to be purchased by CONTRACTOR to restore the required limits. CONTRACTOR may combine primary, umbrella and as broad as possible excess liability coverage to achieve the total limits indicated above. Any umbrella or excess liability policy shall include the Additional Insured Endorsement described above. 3.23.3 Comprehensive Automobile Liability Insurance. CONTRACTOR shall procure Comprehensive Automobile Liability Insurance written for bodily injury, including death, and property damage, however occasioned occurring during the policy term, in the amount of not less than one million dollar ($1,000,000), combined single limits per occurrence, applicable to all owned, non -owned and hired vehicles. This coverage shall include contractual liability. 3.23.4 Statutory Worker's Compensation and Employer's Liability Insurance. CONTRACTOR shall maintain a policy of California Worker's Compensation coverage in statutory amount and Employer's Liability coverage for not less than one million dollars ($1,000,000) per occurrence for all employees of CONTRACTOR engaged in services or operations under this Contract. CONTRACTOR's policy shall contain the following provision, or CONTRACTOR shall provide endorsements on forms approved by SAFE to add the following provision to its insurance policy: the insurer shall agree to waive all rights of subrogation against SAFE, RCTC, CHP, Caltrans and the members of their Board of Directors and their officers, agents, employees and volunteers. Coverage shall include the following endorsements: 3.23.4.1 Broad Form All — States endorsement. 58 31 3.23.5 On -Hook Insurance. CONTRACTOR shall maintain a policy of On -Hook Towing Insurance to include the care, custody or control exposure present while vehicles are being serviced roadside, on -hook, or in a storage yard for not less than one hundred thousand dollars ($100,000). 3.23.6 Subcontractor's Insurance. CONTRACTOR shall make certain that any and all subcontractors hired by the CONTRACTOR are insured in accordance with this Contract. If any subcontractor's coverage does not comply with the foregoing provisions, CONTRACTOR shall indemnify and hold SAFE, RCTC, CHP and Caltrans harmless of and from any damages, loss or cost or expense pursuant to Section 3.21, Indemnification, incurred by any of them as a result thereof. 3.23.7 General Provisions. 3.23.7.1 Evidence of Insurance. CONTRACTOR shall, as soon as practicable following the placement of insurance required hereunder, but in no event later that the effective date of this Contract, deliver to SAFE certificates of insurance evidencing the same, together with appropriate separate endorsements thereto, evidencing that CONTRACTOR has obtained such coverage for the period of this Contract. CONTRACTOR shall deliver certified copies of the actual insurance policies specified herein, within thirty (30) days after commencement of work. Thereafter, copies of renewal policies, or certificates and appropriate separate endorsements thereof, shall be delivered to SAFE within thirty (30) days prior to the expiration of the term of any policy required herein. CONTRACTOR shall permit SAFE at all reasonable times to inspect any policies of insurance of CONTRACTOR which CONTRACTOR has not delivered to SAFE. 3.23.7.2 Claims Made Coverage. If coverage is written on a "claims made" basis, the Certificate of Insurance shall clearly so state. In addition to the coverage requirements specified above, such policy shall provide that: The policy retroactive date coincides with or preceded CONTRACTOR's commencement of work under this Contract (including subsequent policies purchased as renewals or replacements). CONTRACTOR will make every effort to maintain similar insurance during the required extended period of coverage following expiration of this Contract, including the requirement of adding all additional insureds. If insurance is terminated for any reason, CONTRACTOR shall purchase an extended reporting provision of at least two (2) years to report claims arising in connection with this Contract. The policy allows for reporting of circumstances or incidents that might give rise to future claims. 59 32 3.23.8 Failure to Obtain or Maintain Insurance: SAFE Remedies. CONTRACTOR's failure to procure the insurance specified herein, or failure to deliver certified copies or appropriate certificates of such insurance, or failure to make the premium payments required by such insurance, shall constitute a material breach of this Contract, and SAFE may, at its option, obtain and pay for such insurance and deduct from payments due to CONTRACTOR such amounts paid, or terminate this Contract for any such default by CONTRACTOR. 3.23.9 No Litigation of Obligations. The foregoing requirements as to the types and limits of insurance coverage to be maintained by the CONTRACTOR, and any approval of said insurance by SAFE or its insurance contractor(s), are not intended to or shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the CONTRACTOR pursuant to this Contract, including, but not limited to, the provisions concerning indemnification. 3.23.10 Notice of Cancellation of Change of Coverage. All insurance and the certificates of insurance provided by CONTRACTOR must evidence that the insurer providing the policy will give SAFE thirty (30) days written notice, at the address shown in Section 3.30, Notices, of this Contract, in advance of any lapse, cancellation, reduction or other adverse change respecting such insurance. 3.23.11 Qualifying Insurer. All policies of insurance required hereby shall be issued by companies which have been approved to do business in the State of California by the State Department of Insurance, and which hold a current policy holder's alphabetic and financial size category rating of not less than A: VIII according to the current Best Current Rating Guide, or a company of equal financial stability as determined by SAFE. 3.23.12 Review of Coverage. SAFE retains the right at any time to review the coverage, form and amount of insurance required herein and may require CONTRACTOR to obtain additional insurance reasonably sufficient in coverage, form, amount to provide adequate protection against the kind and extent of risk which exists at the time of change in insurance required. 3.23.13 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 inspection and maintenance of all safety measures. 60 33 3.24 Prohibited Interests. 3.24.1 Solicitation. CONTRACTOR maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONTRACTOR, to solicit or secure this Contract. 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, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, SAFE shall have the right to rescind this Contract without liability. 3.24.2 Conflict of Interest. For the term of this Contract, no member, officer or employee of SAFE, during the term of his or her service with SAFE, shall have any direct interest in this Contract, or obtain any present or anticipated material benefit arising therefrom. 3.24.3 Conflict of Employment. Employment by the CONTRACTOR of personnel currently on the payroll of SAFE shall not be permitted in the performance of this Contract, even though such employment may occur outside of the employee's regular working hours or on weekends, holidays, or vacation time. Further, the employment by the CONTRACTOR of personnel who have been on SAFE payroll within one year prior to the date of execution of this Contract, where this employment is caused by, and or dependent upon, the CONTRACTOR securing this or related Contracts with SAFE, is prohibited. 3.25 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, ancestry, sex, age, disability (including HIV and AIDS), mental disability, medical condition (cancer), marital status, denial of family and medical care leave, or denial of pregnancy disability leave. 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. Employment and Housing Act (Gov. Code Section 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Admin. Code, Tit. 2, Section 7285.0 et seq.): The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Sec 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code, Sec 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this Contract by reference and made a part hereof as if set forth in full. CONTRACTOR shall include the provisions of this Section in all of CONTRACTOR's subcontracts with respect to work under this Agreement, unless exempted by the Regulations. CONTRACTOR shall also comply with all relevant provisions of SAFE's Minority Business Enterprise program, Affirmative Action Plan, or other related SAFE programs or guidelines currently in effect or hereinafter enacted. 61 34 3.26 Right to Employ Other CONTRACTORs. SAFE reserves the right to employ other CONTRACTORs in connection with the Services. 3.27 Governing Law. The validity of this Contract and of any of its terms or provisions, as well as the rights and duties of the parties hereunder, shall be governed by and construed with the laws of the State of California. 3.28 Venue. The Parties acknowledge and agree that this Contract was entered into and intended to be performed in Riverside County, California. The Parties agree that the venue for any action or claim brought by any Party will be the Central District of Riverside County. Each Party hereby waives any law or rule of court which would allow them to request or demand a change of venue. If any action or claim concerning this Contract is brought by any third party, the Parties agree to use their best efforts to obtain a change of venue to the Central District of Riverside County. 3.29 Time of Essence. Time is of the essence for each and every provision of this Contract. 3.30 Headings. Article and section headings, paragraph captions, or marginal headings contained in this Contract are for convenience only and shall have no effect in the construction or interpretation of any provision herein. 3.31 Notices. All notices hereunder and communications regarding interpretation of the terms of this Contract or changes thereto shall be given to the respective Parties at the following addresses, or at such other addresses as the respective Parties may provide in writing for this purpose: CONTRACTOR: SAFE: Name Riverside County Service Authority for Title Freeway Emergencies Address FSP Program City, State Zip P.O. Box 12008 Attn: Riverside, CA 92502-2208 Attn: Brian Cunanan 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. 3.32 Contract Documents and Conflicting Provisions. This Contract consists of, in addition to the Exhibits attached hereto and incorporated by reference herein, the following documents ("Contract Documents"): (1) Request for Proposal No. FSP 14-45-009- 00, including all of the Exhibits attached thereto and incorporated therein by reference and 62 35 any amendment or addendum thereto (the "RFP"); and (2) CONTRACTOR's response thereto, including any amendments or addendums ("CONTRACTOR's Proposal"). In the event that provisions of this Contract conflict in any way with the provisions of the RFP, and/or CONTRACTOR's Proposal, the terms of this Contract shall control. In the event that the provisions of the RFP conflict with CONTRACTOR's Proposal, the terms of the RFP shall control. Otherwise, the Contract Documents are intended to be complementary. Services required by one of the Contract Documents and not by others shall be performed as required by all. In the event that provisions of any attached Exhibits conflict in any way with the provisions set forth in this Contract, the language, terms and conditions contained in this Contract shall control the actions and obligations of the Parties and the interpretation of the Parties' understanding concerning the performance of the Services. 3.33 Amendment or Modification. No supplement, modification, or amendment of this Contract shall be binding unless executed in writing and signed by both Parties. 3.34 Entire Contract. This Contract contains the entire Contract of the Parties relating to the subject matter hereof and supersedes all prior negotiations, Contracts or understandings. 3.35 Invalidity; Severability. If any portion of this Contract is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.36 No Waiver. Failure of CONTRACTOR to insist on any one occasion upon strict compliance with any of the terms, covenants or conditions hereof shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any rights or powers hereunder at any one time or more times be deemed a waiver or relinquishment of such other right or power at any other time or times. 3.37 Eight -Hour Law. Pursuant to the provisions of the California Labor Code, eight hours of labor shall constitute a legal day's work, and the time of service of any worker employed on the work shall be limited and restricted to eight hours during any one calendar day, and forty hours in any one calendar week, except when payment for overtime is made at not less than one and one-half the basic rate for all hours worked in excess of eight hours per day ("Eight -Hour Law"), unless Consultant or the Services are not subject to the Eight -Hour Law. Consultant shall forfeit to SAFE as a penalty, $50.00 for each worker employed in the execution of this Agreement by him, or by any sub -consultant under him, for each calendar day during which such workman is required or permitted to work more than eight hours in any calendar day and forty hours in any one calendar week without such compensation for overtime violation of the provisions of the California Labor Code, unless Consultant or the Services are not subject to the Eight -Hour Law. 3.38 Subpoenas or Court Orders. Should Consultant receive a subpoena or court order related to this Agreement, the Services or the Project, Consultant shall immediately provide written notice of the subpoena or court order to the SAFE. Consultant shall not respond to any such subpoena or court order until notice to the SAFE is provided as 63 36 required herein, and shall cooperate with the SAFE in responding to the subpoena or court order. 3.39 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification and confidentiality obligations, and the obligations related to receipt of subpoenas or court orders, shall survive any such expiration or termination. 3.40 Counterparts. This Contract may be signed in one or more counterparts, any one of which shall be effective as an original document. 3.41 Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this Agreement as though fully set forth herein. 3.42 Conflicting Provisions. In the event that provisions of any attached exhibits conflict in any way with the provisions set forth in this Agreement, the language, terms and conditions contained in this Agreement shall control the actions and obligations of the Parties and the interpretation of the Parties' understanding concerning the performance of the Services. 3.43 Attorneys' Fees and Costs. If any legal action is instituted to enforce or declare any Party's rights hereunder, each Party, including the prevailing Party, must bear its own costs and attorneys' fees. This paragraph shall not apply to those costs and attorneys' fees directly arising from any third party legal action against a Party hereto and payable under Section 3.21, Indemnification. 3.44 Consent. Whenever consent or approval of any Party is required under this Contract, that Party shall not unreasonably withhold nor delay such consent or approval. 3.45 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. [Signatures on following page] 64 37 SIGNATURE PAGE TO AGREEMENT 14-45-009-00 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first herein written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION ACTING AS THE RIVERSIDE COUNTY SERVICE AUTHORITY FOR FREEWAY EMERGENCIES [LEGAL STATUS OF CONTRACTOR' By: By: Karen S. Spiegel, Chair APPROVED AS TO FORM: Name Title Attest: By: By: Best Best & Krieger LLP, Counsel to the Riverside County Its: Secretary Service Authority for Freeway Emergencies 65 38 EXHIBIT "A" The SR -91 CIP service area is approximately eight miles long and is located in Orange County, Riverside County and the City of Corona. The proposed project limit along SR -91 is from the junction of SR -91 and State Route 241 (SR -241) in Orange County to the junction of the SR -91 and Pierce Street in Riverside County, including the connections to Interstate 15 (1-15) in Riverside County. The project also includes improvements on 1-15 in Riverside County, between the Ontario Avenue interchange and SR -91, and the addition of and modification to direct connectors at the 1-15/SR-91 system interchange. The project location and Construction FSP service area is shown in Attachment G. Construction FSP Beat # Beat Description One -Way Length in Miles # Primary Construction FSP Trucks # Back-up Construction FSP Truck(s) 91 CH' Beat 1 State Route (SR) 91 from Orange County line to Lincoln Ave. 5.50 3 1 91 CIP Beat 2 State Route (SR) 91 from Lincoln Ave. to Magnolia Ave 5. 60 1 Hours of Operation: Standard FSP hours of operation are 5:30 a.m. to 8:30 a.m. and 3:00 p.m. to 7:00 p.m., Monday through Thursday; and 5:30 a.m. to 8:30 a.m. and 1:00 p.m. to 7:00 p.m., on Friday. Construction FSP service supporting the SR -91 CIP project, awarded as part of this RFP, will operate during hours outside of the aforementioned standard FSP hours of operation. Construction FSP will involve mid -day service, extended pm service, weekend and holiday service, and some full 24 -hour service periods: • Mid -Day Service Monday — Friday o Monday — Thursday 8:30 a.m. to 3:00 p.m. (6 %z hour shift) o Friday 8.30 a.m. to 1:00 p.m. (4 1/2 hour shift) • Extended PM Service o Monday - Friday 7: 00 p. nt. to 10:00 p.m. (3 hour shift) • Weekend Service o Saturday 9:00 a.m. — 11:00 p.m. (14 hour shift) o Sunday 9:00 a.m. — 9:00 p.m. (12 hour shift) • Night Closures — will require 24 hour service and unlike regular FSP there may be service on various holidays. Construction FSP will require three and two primary CFSP trucks for Beat 1 and Beat 2, respectively. Contractor vehicles shall be exclusively dedicated to the service during Construction FSP service hours. All vehicle maintenance activities shall be conducted during non -service hours. During Construction FSP service, at least one backup truck for each beat must be available at all times. RCTC reserves the right to change Beat hours and operational requirements during the course of the contract. Total estimated service hours per vehicle/per year: 3,800. 66 39 EXHIBIT "B" Compensation and Payment [INSERT FINAL PRICE PROPOSALS FROM CONTRACTOR'S PROPOSAL] 67 40 EXHIBIT "C" FSP UNIFORM REQUIREMENTS 68 41 EXHIBIT "D" SR -91 CIP CONSTRUCTION FSP SERVICE MAPS SR -91 CIP BEAT NO. 1 AREA MAP Beat # 1 SR -91 CIP BEAT NO. 2 AREA MAP 69 Corona CW.1 P.rgku:.,i Me•7>csd L>n;e, PatA 42 AGENDA ITEM 10 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 23, 2013 TO: Western Riverside County Programs and Projects Committee FROM: Brian Cunanan, Commuter and Motorist Assistance Manager THROUGH: Robert Yates, Multimodal Services Director SUBJECT: Fiscal Year 2013/14 Agreements for Regional Rideshare Services STAFF RECOMMENDATION: This item is for the Committee to: 1) Approve Agreement No. 14-41-031-00 with the San Bernardino Associated Governments (SANBAG) as part of the Commission's continuing bi-county partnership with SANBAG to deliver commuter/employer rideshare services, regional ridematching services, and operation of the Inland Empire 511 (1E511) system for FY 2013/14 for an amount not to exceed $1.9 million; 2) Approve the following FY 2013/14 agreements for regional ridematching services: a) Agreement No. 09-41-075-04, Amendment No. 4 to Agreement No. 09-41-075-00, with the Los Angeles County Metropolitan Transportation Authority (Metro) for an amount not to exceed $196,243; b) Agreement No. 11-41-139-03, Amendment No. 3 to Agreement No. 11-41-139-00, with the Orange County Transportation Authority (OCTA) for an amount not to exceed $59,566; and c) Agreement No. 06-41-082-08, Amendment No. 8 to Agreement No. 06-41-082-00, with the Ventura County Transportation Commission (VCTC) for an amount not to exceed $16,198; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 4) Forward to the Commission for final action. BACKGROUND INFORMATION: Since 1993, SANBAG has contracted with the Commission to develop, implement, and manage a commuter assistance program (CAP) for San Bernardino County commuters. The program consists of several projects: • The first, Rideshare Incentives, developed as a sister incentive project to the Commission's Measure A commuter incentive project, focuses on encouraging solo drivers to try alternative commute modes; Agenda Item 10 43 • RidesharePlus, modeled after the Commission's rideshare rewards program, provides Entertainment© discounts to local and national merchants for long-term ridesharers. • Inland Empire Commuter Services (IECS) was jointly established by SANBAG and the Commission in FY 1995/96 when it was determined by the two agencies that the Inland Empire would assume direct responsibility for the provision of local employer rideshare services. IECS provides various services to employers in the bi-county area including the provision of marketing promotions, rideshare survey processing, technical assistance, employer network meetings, and newsletters; • In FY 2002/03, the Commission and SANBAG began providing Ridematching and Information Services directly; and • In FY 2009/10, 1E511 was implemented to provide traveler information to Riverside and San Bernardino County commuters. In partnership with SANBAG, a FY 2013/14 work plan and budget for continuation of SANBAG's CAP and the ongoing maintenance and operation of a 511 travel information services system was developed by Commission staff. The proposed agreement between SANBAG and the Commission is scheduled to be presented at the next SANBAG Board meeting following approval of the agreement by the Commission. Staff is seeking Commission approval for an agreement with SANBAG for a total not to exceed amount of $1.9 million to be reimbursed to the Commission. The Commission's role in transportation demand management also extends beyond the boundaries of the Inland Empire. Since 2002, the Commission has led the way in implementing, operating, and maintaining the regional rideshare database (regional database) to support a coordinated and efficient ridematching service throughout a five -county region. Specifically, this entails processing commuter surveys, data retrieval, project reporting, rideguide generation, network security, system maintenance, and operation through transportation demand management consultants and ridematching software vendors. Metro, OCTA, SAN BAG, and VCTC have contracted with the Commission for the administration of the regional database for the past 11 years. Funding of the regional ridematching system ($348,311) is split among the five county transportation commissions based on the population percentage split as defined by the most recent census. SANBAG's portion of this work ($37,568) is included in the rideshare/IE511 agreement discussed above. Metro, OCTA, and VCTC are in the process of amending and seeking approval of their respective agreements with the Commission to extend the term through FY 2013/14. Staff is seeking Commission approval to enter into these agreements with Metro, OCTA, and VCTC for FY 2013/14 services provided by the Commission for an aggregate amount not to exceed $272,007 as reimbursements to the Commission. Agenda Item 10 44 Financial Information In Fiscal Year Budget: Yes Year: FY 2013/14 Amount: $2,172,007 Source of Funds: SANBAG, Metro, OCTA and VCTC funds Budget Adjustment: No GLA No.: 002111 002112 632113 002139 002146 263 41 41203 $1,680,007 452124 416 41605 0000 202 45 41203 002178 002182 002188 $492,000 002191 416 41605 0000 Fiscal Procedures Approved: /_-/e-i.,e.,.4, Date: 09/16/2013 Attachments: 1) Draft FY 2013/14 SANBAG Agreement and Scope of Work 2) Draft FY 2013/14 Regional Ridematching Services Scope of Work Agenda Item 10 45 ATTACHMENT 1 AGREEMENT XXXXXX 14-41-031-00 BY AND BETWEEN SAN BERNARDINO ASSOCIATED GOVERNMENTS AND RIVERSIDE COUNTY TRANSPORTATION COMMISSION FOR IMPLEMENTATION OF SAN BERNARDINO COUNTY FISCAL YEAR 2013/2014 EMPLOYER AND COMMUTER TRIP REDUCTION/RIDESHARE PROGRAMS THIS AGREEMENT ("Agreement") is entered into as of this 1st day of July 2013, in the State of California by and between SAN BERNARDINO ASSOCIATED GOVERNMENTS, referred to herein as "SANBAG," and the RIVERSIDE COUNTY TRANSPORTATION COMMISSION, referred to herein as "RCTC." WHEREAS, SANBAG approved allocation of Measure I - Valley Traffic Management Systems (VTMS) funds, and Victor Valley Traffic Management Systems funds, and Safe, Accountable, Flexible, Efficient Transportation Equity Act — A Legacy to Users (SAFE -TEA LU) Congestion Mitigation and Air Quality (CMAQ) funds, the allocation of SAFE -TEA LU (initially approved in October of 2005 by SANBAG board), to provide trip reduction services as well as incentives for the commuter programs. WHEREAS, SANBAG receives SAFE -TEA LU and other federal funds and may use these funds to reimburse RCTC for its services in performing Employer and Commuter Trip Reduction/Rideshare Services. WHEREAS, SANBAG requires professional and consulting services with respect to the provision of commuter services and programs within San Bernardino County. WHEREAS, RCTC has managed the bi-county Inland Empire Commuter Services program since November 3, 1993, and has the expertise and resources necessary to manage such services for SANBAG. WHEREAS, for the avoidance of doubt, the parties to this Agreement scknowledge and agree that RCTC is acting in the capacity of a third party contractor to SABNAG under this Agreement, and is not a subrecipient of federal funds from SANBAG. NOW, THEREFORE, the parties agree as follows: A. Contract Services. 1. RCTC will administer, market, and implement a commuter services and 511 programs in coordination with RCTC's commuter services program and in coordination with the regional ridesharing core services program in compliance with and as specified in the scope of work, Attachment "A," attached hereto and incorporated herein by reference. 2. RCTC shall provide program administration and oversight and assure that its consultants and/or staff performs its services within the budgets set forth in the scope of work, Attachment "A." 46 3. RCTC shall provide SANBAG with the following reports, on a monthly or quarterly basis, as set forth below, relative to tasks identified in the scope of work, Attachment "A", to this Agreement: (a) Quarterly Commuter Assistance Report (b) Quarterly Commuter Assistance Activity Master Report (c) Quarterly Regional Database Report (d) Monthly IE511 All Hands Meeting Minutes/Agenda/Stats 4. RCTC will notify and work collaboratively with SANBAG regarding any possible program changes that would impact the SANBAG Rideshare Program. 5. SANBAG shall timely respond to RCTC on matters requiring RCTC to coordinate with SANBAG, as set forth in Attachment "A". B. Compensation. 1. It is understood that SANBAG funding for the program under this Agreement will not exceed one million nine hundred thousand, and no cents ($1,900,000.00) and is being provided from the following sources: (a) One million six hundred and ninety-one thousand dollars and no cents ($1,691,000) from CMAQ funds, and (b) Two hundred and nine thousand dollars and no cents ($209,000.00) from San Bernardino County local '/2 cent sales tax, Measure I -Valley Funds. 2. SANBAG receives SAFETEA-LU and other federal funds and may use these funds to reimburse RCTC for its services in performing Employer and Commuter Trip Reduction/Rideshare Services. 3. It is agreed that SANBAG Measure I Funds will reimburse RCTC for the cost of purchasing any items not reimbursable by CMAQ, and invoices submitted to SANBAG shall clearly delineate CMAQ non -reimbursable expenditures. It is agreed that in the event sufficient funds from the sources set forth in (a) and (b) above do not become available to SANBAG for this Agreement, SANBAG may immediately terminate this Agreement with written notice, but shall pay to RCTC from other sources any amounts required to cover RCTC's costs to the date of Agreement termination. 4. SANBAG shall pay RCTC on a cost -reimbursement basis, based upon invoices which delineate charges based on tasks identified in the scope of work, Attachment "A." All invoices shall be provided to SANBAG no more frequently than on a bi-monthly basis and no less than a quarterly basis. All invoices will be received by SANBAG no later than 60 days after the quarter. 5. SANBAG shall be fully responsible for obtaining cost reimbursements of CMAQ funds. SANBAG shall ensure that the SAFE -TEA LU funds are used for authorized C12553.docx 47 Page l of 9 purposes in compliance with laws, regulations, and the provision of the terms in this agreement, and that performance goals are achieved 6. SANBAG shall review all billings submitted by RCTC for accuracy and process payment based thereon to RCTC in a timely manner. 7. RCTC shall maintain during the term of this Agreement and for three years thereafter accounting records which cover the receipt and disbursement of all funds provided for the programs administered and implemented under this Agreement. Such records shall be made available for inspection during normal business hours by duly authorized representatives of SANBAG, SANBAG's auditors, Caltrans, Federal Highway Administration, and the United States Department of Transportation, so that SANBAG can comply with the Single Audit Act and OMB Circular No. A-133. C. Term. 1. This Agreement shall commence on July 1, 2013 and terminate on June 30, 2014, unless it is extended by a written amendment approved by the parties. 2. Either party may terminate this Agreement by giving thirty (30) days written notice to the other for no or any reason, including, but not limited to, changes in legislation, rules and regulations impacting trip reduction programs. SANBAG shall pay for any service provided up to the effective date of the termination. 3. The Executive Directors of both RCTC and SANBAG shall have the authority in their sole discretion to give notice of termination on behalf of their respective agencies. D. Indemnification and Insurance. 1. (a) It is understood and agreed that neither RCTC nor any officer, official, employee, director, consultant, agent, or volunteer thereof is responsible for any damage or liability occurring by reasons of anything done or omitted to be done by SANBAG under or in connection with any work authority or jurisdiction delegated to SANBAG under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, SANBAG shall fully defend, indemnify and save harmless RCTC, and all its officers, employees, consultants and agents from all claims, suits or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by SANBAG under or in connection with any work, authority or jurisdiction delegated to SANBAG under this Agreement. (b) It is understood and agreed that neither SANBAG nor any officer, official, employee, director, consultant, agent, or volunteer thereof is responsible for any damage or liability occurring by reasons of anything done or omitted to be done by RCTC under or in connection with any work authority or jurisdiction delegated to RCTC under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, RCTC shall fully defend, indemnify and save harmless SANBAG, and all its officers, employees, consultants and agents from all claims, suits or actions of every name, kind, and description brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by RCTC or its consultants under or in connection with any work, authority or jurisdiction delegated to RCTC under this Agreement. 2. Insurance Requirements C12553.docx Page 2 of 9 48 Without anyway affecting the indemnity provision identified in this Contract, RCTC shall, at the RCTC's sole expense, and prior to the commencement of any work, procure and maintain in full force, insurance through the entire term of this Agreement. and shall be written with at least the following limits of liability: (a) Professional Liability - Shall be provided in an amount not less than $1,000,000, per claim and $2,000,000 in the aggregate. RCTC shall secure and maintain this insurance or "tail" coverage provided throughout the term of this Contract and for a minimum of three (3) years after Contract completion. (b) Workers' Compensation - Worker's Compensation insurance shall be provided in an amount and form to meet all applicable requirements of the Labor Code of the State of California, including Employers Liability with $250,000 limits, covering all persons providing services on behalf of RCTC and all risks to such persons under this Agreement. (c) Commercial General Liability - To include coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, Broad -Form Property Damage and Independent Contractors' Liability, in an amount of not less than $1,000,000 per occurrence, combined single limit, and $2,000,000 in the aggregate written on an occurrence form. For products and completed operations a $2,000,000 aggregate shall be provided. (d) Automobile Liability - To include owned, non -owned and hired automobiles, in an amount of not less than $1,000,000 per occurrence, combined single limit, and in the aggregate written on an occurrence form. (e) Network and Privacy Insurance. RCTC shall carry, or shall cause its third party contractor to carry, Network and Privacy (Errors and Omissions) insurance in an amount of not less than $1,000,000 per claim and $1,000,000 in the annual aggregate, protecting RCTC and SANBAG from the following exposures relating to RCTC's or any of its subcontractors performance under the Agreement: (i) the theft, dissemination and/or unauthorized disclosure of use of confidential information and personally identifiable information (not to be limited bank information, social security numbers, health information, credit card account information, and confidential corporate information). Such insurance shall also include coverage for credit monitoring, notification expenses and other related costs associated with mitigating a data security or privacy breach; and (ii) the introduction of a computer virus into, or otherwise causing damage to, a computer, computer system, network or similar computer -related property and the data, software, and programs used herein. If such insurance is maintained on an occurrence basis, RCTC or its third party contractor shall maintain such insurance for an additional period of one year following the end of the applicable Term. If such insurance is maintained on a claims -made basis, RCTC or its third party contractor shall maintain such insurance for an additional period of three year following the end of the applicable Term. (f). Proof of Coverage - RCTC shall furnish certificates of insurance to SANBAG evidencing the insurance coverage required above, prior to the commencement of performance of services hereunder, and such certificates shall include San Bernardino Associated Governments/San Bernardino County Transportation Authority) as additional insured on Comprehensive General Liability C12553.docx 49 Page 3 of 9 Insurance or Commercial General Liability Insurance and auto insurance. Prior to commencing any work, RCTC shall furnish SANBAG with a certificate(s) of insurance, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements set forth in this Article. If the insurance company elects to cancel or non -renew coverage for any reason, the CONSULTANT will provide SANBAG 30 days' notice of such cancellation or nonrenewal. If the policy is cancelled for nonpayment of premium, the RCTC will provide SANBAG ten (10) days' notice. RCTC shall maintain such insurance from the time RCTC commences performance of services hereunder until the completion of such Services. All certificates of insurance are to include the contract number and Project Manager' name. (g) Additional Insured- All policies, except for Workers Compensation and Professional Liability policies, shall contain endorsements naming SANBAG and its officers, employees, agents, and volunteers as additional insureds with respect to liabilities arising out to the performance of Services hereunder. The additional insured endorsements shall not limit the scope of coverage for SANBAG to vicarious liability but shall allow coverage for SANBAG to the full extent provided by the pol icy. (h) Waiver of Subrogation Rights - RCTC shall require the carriers of the above required coverages to waive all rights of subrogation against SANBAG, its officers, employees, agents, volunteers, contractors, and subcontractors. All general auto liability insurance coverage provided shall not prohibit RCTC or CONSULTANT'S employees or agents from waiving the right of subrogation prior to a loss or claim. CONSULTANT hereby waives all rights of subrogation against SANBAG. (i) All policies required herein are to be primary and non-contributory with any insurance carried or administered by SANBAG. (j) Certificates/Insurer Rating/Cancellation Notice. (1) RCTC shall maintain and shall require its consultants to maintain such insurance from the time the Services commence until the Services are completed, except as may be otherwise required by this Section. (2) RCTC may legally self -insure, but shall require its consultants to place insurance with insurers having an A.M. Best Company rating of no less than A: VIII and licensed to do business in California. (3) RCTC and its consultants shall replace certificates, policies and endorsements for any insurance expiring prior to completion of the Services. E. Rights of SANBAG and RCTC. The Executive Directors of both SANBAG and RCTC shall have full authority to exercise their respective entity's rights under this contract. F. Ownership of Materials/Confidentiality/Use of Data. 1. Ownership. The following documents and data prepared by RCTC or RCTC's subconsultant pursuant to this Agreement shall become the common property of RCTC and SANBAG: (i) data regarding commuters in San Bernardino County, (ii) San Bernardino County employer information, (iii) park and ride information specific to San Bernardino County; C12553.docx 50 Page 4 of 9 (iv) any monthly or quarterly reports produced by RCTC as required by this Agreement, and (v) advertisements and collateral material funded in whole or in part by SANBAG under this Agreement ("Documents and Data"). RCTC and SANBAG shall not be limited in any way in its use of such data at any time, provided that any such use not within the purposes intended by this Agreement shall be at the respective party's sole risk and provided that the other party shall be indemnified against any damages resulting from such use, including the release of this material to third parties for a use not intended by this Agreement. Neither party to this Agreement shall sell the data or other materials prepared under this Agreement without the written permission of both parties. (2) Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other materials described in subsection (1) either created by or provided to RCTC in connection with the performance of this Agreement shall be held confidential by RCTC. Such materials shall not, without the prior written consent of SANBAG, be used by RCTC for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services. Nothing furnished to RCTC that is otherwise known to RCTC or is generally known, or has become known, to the related industry shall be deemed confidential. RCTC shall not use SANBAG's name or insignia, photographs of the project, or any publicity pertaining to the Services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of SANBAG. (3) Use of Data. All Documents and Data, as definted above, shall be provided to SANBAG in hard copy and electronic media. Documents and Data in electronic media shall be provided in a form that will allow SANBAG to use, access, and manipulate the data to prepare reports and perform other ride matching activities contemplated by this Agreement. All Documents and Data shall be provided to SANBAG within 30 days upon written notice. G. Independent Contractor. SANBAG retains RCTC on an independent contractor basis and RCTC and its consultants shall not be employees of SANBAG. The consultants and other personnel performing the Services under this Agreement on behalf of RCTC shall at all times be under RCTC's exclusive direction and control. RCTC shall pay all wages, salaries, and other amounts due its employees in connection with their performance of Services under this Agreement and as required by law. RCTC shall be responsible for all reports and obligations respecting such employees, including, but not limited to, social security taxes, income tax withholding, unemployment insurance, and workers' compensation insurance. H. Attorneys' Fees and Costs. If any legal action is instituted to enforce or declare any party's rights hereunder, each party, including the prevailing party, must bear its own costs and attorneys' fees. This paragraph shall not apply to those costs and attorneys' fees directly arising from any third party legal action against a party hereto and payable under Paragraph 3E, Indemnification and Insurance. I. Consent. Whenever consent or approval of any party is required under this Agreement, that party shall not unreasonably withhold nor delay such consent or approval. C12553.docx 51 Page 5 of 9 SIGNATURE PAGE TO AGREEMENT XXXXX BY AND BETWEEN SAN BERNARDINO ASSOCIATED GOVERNMENTS AND RIVERSIDE COUNTY TRANSPORTATION COMMISSION FOR IMPLEMENTATION OF SAN BERNARDINO COUNTY FISCAL YEAR 2013/2014 EMPLOYER AND COMMUTER TRIP REDUCTION/RIDESHARE PROGRAMS IN WITNESS THEREOF, THE AUTHORIZED PARTIES HAVE BELOW SIGNED AND EXECUTED THE AGREEMENT ON THE EFFECTIVE DATE: SAN BERNARDINO ASSOCIATED RIVERSIDE COUNTY GOVERNMENTS TRANSPORTATION COMMISSION Larry McCallon, President Karen Spiegel, Chair APPROVED AS TO LEGAL FORM APPROVED AS TO LEGAL FORM SANBAG FOR RCTC Penny Alexander -Kelley, SANBAG Counsel Best, Best & Krieger, LLP, General Counsel CONCURRENCE: Kathleen Murphy -Perez Contracts Manager C12553.docx Page 6 of 9 52 Attachment "A " Scope of Work San Bernardino Employer and Commuter Assistance Programs Fiscal Year 2013-14 Inland Empire Rideshare Services Provide a variety of services to employers and commuters, who participate in trip reduction activities. Activities shall include, but not be limited to: RideGuide/survey services, employer technical assistance, promotions, RideGuide production, coordination/dissemination of surveys and resulting report analysis for target marketing, Rideshare Connection broadcast e -mails, CommuteSmart News, networking meetings and coordination with other rideshare agencies and service providers. Assist multi -site and multi jurisdictional headquarters employers within the County as well as related worksites outside of the County. Oversee and maintain a regional website (CommuteSmart.info), IE511.org website, social media platforms, and other regional products/outreach as assigned. Respond and coordinate inquiries with SANBAG that are San Bernardino specific and generated from 511, 1-866-RIDESHARE, CommuteSmart.info, as well as direct referrals. Oversee and maintain a regional database of commuters, working with the five county transportation commission's (CTCs) throughout the region, with SANBAG owning all Documents and Data (hard copy and electronic formats), as that term is defined in Section F(1) of the Agreement. Market the regional Guaranteed Ride Home Program to employers in San Bernardino County. Assist in the County's leased Park and Ride lot program. Operate the 511 program through phone and web services, providing enhancements, resolving issues, conducting marketing and periodic surveys. RCTC is to keep SANBAG advised regarding potential enhancements, issues, and periodic surveys if such tasks could potentially change/alter the current Rideshare and/or 511 programs in San Bernardino County. Conduct special projects and studies, as assigned, and coordinate/inform SANBAG rideshare staff if special projects and/or studies impact the San Bernardino Rideshare Program. Related Expenses: Includes labor, office expenses, marketing materials, office equipment, computer programming, telephone and other direct expenses. Goals: 1. Implementation of commuter assistance programs to approximately 360 regulated and non -regulated employer worksites in San Bernardino County, to assist in the development and implementation of trip reduction programs and for technical assistance. 2. Work with 85 employers on AVR/Transportation surveys and AVR calculations. 3. Maintain an accurate database of 50,000 active San Bernardino County commuter registrants, resulting from completed commuter surveys at 85 San Bernardino County employers. 4. Disseminate 6,300 RideGuides to San Bernardino County commuters at 360 worksites. 5. Provide assistance to five multisite/multijurisdictional headquarters located in San Bernardino County representing 34 worksites in San Bernardino, Riverside, as well as Los Angeles and Orange counties. C12553.docx Page 7 of 9 53 6. Develop and implement three employer transportation network meetings, one promotional marketing campaign at San Bernardino employer worksites, and other events. 7. Produce and disseminate other regional marketing materials, as standalone campaigns within the Inland Empire or regional campaigns in coordination with the five CTCs. 8. Broadcast 12 Rideshare Connection e -mails to San Bernardino County employers. 9. For the two -county area, respond to 2,000 inquires/calls from commuters who work or reside in San Bernardino or Riverside counties, via 1-866-RIDESHARE, 1 -800 -COMMUTE, CommuteSmart.info, 511, direct referrals and other internet sources. Of these 2,000 inquiries, 200 RideGuides will be generated. In addition, 575 Inland residents will register in the database via the www.ridematch.info and the www.ie511.org website. SANBAG will be copied on responses that are specific to San Bernardino County. 10. Manage and operate the 511 system which will be available to commuters 24 hours a day, 7 days per week, 365 days per year. 11. The 511 phone system will provide assistance to 30,000 callers per month throughout the year. The system will have the capacity to handle 100,000 concurrent callers. 12. The www.ie511.org website will potentially receive 40,000 unique visitors per month . Website will be able to handle 100,000 concurrent users. 13. Continue 511 marketing/outreach and coordinating development of the marketing plan, campaign themes, surveys, studies and potential collateral materials for San Bernardino County with SANBAG rideshare staff, before the tasks are implemented. 14. Conduct and coordinate periodic surveys with SANBAG to determine the 511 program use, effectiveness and customer satisfaction. 15. Provide website and phone enhancements/upgrades as needed. Rideshare Incentive Programs Option Rideshare offers San Bernardino County residents who commute to work, up to $2 a day (in local merchant gift cards) for each day they participate in a rideshare mode, during a three- month period. The Vanpool Incentive Program provides up to $1,800 over nine months in discounted vanpool fares. Team Ride provides ongoing ridesharers who reside in San Bernardino County a Rideshare Plus Rewards Book, with discount coupons from more than 135,000 merchants throughout the southland. RCTC to manage and operate the Incentive Programs listed above, and to coordinate and discuss with SANBAG when potential changes to the Incentive Programs are being considered. Related Expenses: Includes labor, office expenses, marketing materials, office equipment, computer programming, telephone, direct commuter incentives (gift cards/ subsidies) and other direct expenses. Goals: 1. The Option Rideshare program will enlist 1,200 County residents, who commute to work to 125 employers in Southern California. These participants on average have a one-way commute distance of 27.59 miles and the goal is to reduce 109,000 one way vehicle trips from the roadways. 2. Team Ride registrants will consist of 6,100 members when the program is at its highest membership. Members will work at employment sites from 350 employers throughout Southern California. C12553.docx 54 Page 8 of 9 ATTACHMENT 2 Riverside County Transportation Commission REGIONAL RIDEMATCH DATABASE SERVICES FY 13/14 SCOPE OF WORK Manage the regional ridematch database system on behalf of and in partnership with the County Transportation Commissions (CTCs). The system will be secured from tampering yet accessible to multiple users' needs with timely and accurate software. Monitor and maintain the performance of the hardware and connectivity software of the regional ridematch local area network and ridematching website. Maintenance of the ridematching software and associated modules will be coordinated with our Komotor software support vendor, and their designated product support staff. Monitor bandwidth and website load times to ensure that quality and throughput are optimum and that system integrity is maintained. Task 1: Day to Day Operations Manage and coordinate the regional rideshare database system in partnership with the CTCs to ensure the effective delivery of ridematching services to employers, TMAs and commuters of the five county region. a. Review application error logs on a daily basis, assess error messages to determine next steps, take action with the appropriate entities (i.e., internal action, CTCs or Komotor product support staff) to secure resolution of issues. b. Review all security logs as they are collected through the dedicated firewall, web server, and database logs. c. Report any scheduled or unscheduled system downtime to CTCs, troubleshoot as necessary and identify reason for downtime and estimated time to be back on line. Task 2: Upgrades, Patches, and System Administration Coordinate software and database maintenance and installation of enhancements. Work with CTC staffs to identify needs or program refinements on an annual basis, including AVR Program refinements as required by the South Coast Air Quality Management District (SCAQMD) and/or Ventura County Air Pollution Control District (VCAPCD). Work with Komotor product support staff to develop programs to satisfy identified needs, and to coordinate the installation and testing of periodic updates from Komotor product support on an as -needed basis. Coordinate the monitoring of the system and augmenting of security and data access controls as needed to maintain the confidentiality of information, including an annual 55 vulnerability and penetration test by a contractor secured by Riverside County Transportation Commission (RCTC). Task includes annual license maintenance fees including our first year of Google Premier support in order to assist us during our transition between two geocode based systems.. Also includes the annual cost of testing for web site security. a. Facilitate collective policy decisions relating to operational and procedural functionality of the system. b. Coordinate feedback from CTCs regarding programming functionality, programming issues and development ideas. Provide testing of new programs and enhancements as well as custom ad -hoc reporting to ensure that all program modules are functioning correctly and that any program compatibility issues are resolved. c. Provide liaison between the CTCs and the SCAQMD for maintenance and required updates to the AVR functions of the databases. d. Coordinate changes to reporting and functionality between internal staff, CTCs, SCAQMD, and selected vendors. e. Work with selected contractor to facilitate web testing for security and to monitor performance of the servers, routers and switches to ensure system is operating at peak performance. f. Perform ongoing analysis of capacity issues and recommendations for additions or improvements. Task 3: Support Roles Provide technical and help desk support services to CTC staffs. Provide assistance with troubleshooting of problems related to functionality of software. Provide training or instructional materials on new programs and functions within the Komotor rideshare web application and associated modules to CTC staffs. a. Respond daily to on-line and telephone technical inquires and trouble reports. b. Assess source of reported problems, determine appropriate actions, and facilitate resolution by appropriate staff c. Prepare and distribute quarterly summary of reported problems and actions taken. d. Provide "help" information as needed to all users. 2 56 e. Provide liaison between CTCs and Komotor product support staff. Task 4: Operating Equipment and Network Connectivity A. Operating Equipment Monitor server performance and bandwidth use, consistent with the specifications provided by Komotor product support staff, to accommodate the regional rideshare database and associated modules. Rackspace, the selected server management company, will be responsible for repair or replacement of all hardware items to be handled on an as -needed basis or as recommended by the "End of Life" (EOL) cycle by the product manufacture on a 365/24/7 basis with a one hour replacement time guarantee. Rackspace will also be responsible for updates for server operating system and core system applications as well as firewalls, network switches, and load balancers. B. Network Connectivity Keycard protocols, biometric scanning protocols and round-the-clock interior and exterior surveillance monitor access to every Rackspace data center. To provide multiple redundancies the data center housing the regional ridematch local area network is also linked to the internet through a minimum of 5-9 different internet service providers on high performance bandwidth. Rackspace will monitor and troubleshoot access lines to ensure operational integrity and security. 3 57 AGENDA ITEM 11 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: September 23, 2013 TO: Western Riverside County Programs and Projects Committee FROM: Henry Nickel, Staff Analyst Sheldon Peterson, Rail Manager THROUGH: Robert Yates, Multimodal Services Director SUBJECT: Amendment to Commission's Rail Program Short Range Transit Plans STAFF RECOMMENDATION: This item is for the Committee to: 1) Amend the Commission's Commuter Rail Program's FY 2009/10 and FY 2011/12 Short Range Transit Plans (SRTPs), as follows: a) Add the station upgrade project to the FY 2011/12 SRTP; b) Reallocate $295,568 of FY 2008/09 Proposition 1B Public Transportation Modernization, Improvement, and Service Enhancement Account (PTMISEA) funds in the FY 2009/10 SRTP plus accrued interest from the Perris Multimodal Transit Center to the station upgrade project in the FY 2011/12 SRTP; c) Reallocate $1,900,000 of FY 2010/11 Proposition 1B PTMISEA funds from the Perris Valley Line Closed Circuit Television (CCTV) project to the station upgrade project; and d) Allocate $554,941 of FY 2011-13 Proposition 1B PTMISEA funds from the Perris Valley Line CCTV project to the station upgrade project; 2) Approve budget adjustments of $194,941 to increase revenues and $490,509 to increase expenditures; and 3) Forward to the Commission for final action. BACKGROUND INFORMATION: The SRTPs include plans for the Commission's Commuter Rail Program and provide detailed information about existing services and facilities, financial forecasts, and plans, as well as planned and proposed improvements to be implemented. The Commission oversees transit service in Riverside County primarily through the approval of SRTPs that detail the operating and capital costs planned for transit services. Each operator adopts such a plan and then provides data to the Commission on performance. As SRTPs are based upon estimates of future projects, it is necessary to subsequently amend these documents upon completion or changes to specified projects and circumstances. The Commission's Commuter Rail Program is thus requesting amendments to its FY 2009/10 and FY 2011/12 Commuter Rail SRTPs in order to clean up unused funds through reallocation and use state grant funds to preserve local funds. Agenda Item 11 58 The station upgrade project combines the following facility capital enhancements to upgrade and improve the Commission's existing Metrolink stations, as the Metrolink stations are now in excess of 20 years old: • Pedestrian crossing; • Signage; • Reseal parking lots; • Stair and walkway decking; • Drought tolerant landscaping; • Replacement of bridge windows; • Elevator replacement; • ADA improvements; and • Painting of station. Staff recommends approving and adding the station upgrade project to the FY 2011/12 SRTP in lieu of the Perris Valley Line CCTV project. FY 2009/10 and FY 2011/12 SRTP Proposed Amendments At its June 10, 2009 meeting, the Commission approved the allocation of $800,000 of unobligated PTMISEA funds for construction of the Perris Multimodal Transit Center. Construction is now substantially complete. An unobligated balance of grant funds totaling approximately $295,568 plus interest remains allocated to the project. Staff recommends amending the FY 2009/10 SRTP to reallocate this balance and all subsequently earned interest to the FY 2011/12 SRTP station upgrade project. The amount of accrued interest is not significant. At its June 8, 2011 meeting, the Commission approved the allocation of $1.9 million of unobligated FY 2010/11 — FY 2012/13 PTMISEA funds for the Perris Valley Line CCTV project in the FY 2011/12 SRTP. This project remains on hold indefinitely. Staff recommends amending the FY 2011/12 SRTP to reallocate this amount and allocate unobligated FY 2010/11 — FY 2012/13 PTMISEA funds of $554,941 to the FY 2011/12 SRTP station upgrade project. The SRTP amendments are summarized as follows: Agenda Item 11 59 Proposition 1B PTMISEA Funding Year From To Amount FY 2008/09 Perris Multimodal Transit Center Station Upgrade Project $ 295,568+ FY 2010/11— FY 2012/13 Perris Valley Line CCTV 1,900,000 Unobligated Funds 554,941 Total $ 2,750,509+ The FY 2008/09 Proposition 1B PTMISEA funds were received in a prior year, and the FY 2013/14 budget includes $2,260,000 in Proposition 1B PTMISEA revenues and related expenditures. This SRTP amendment results in a revised revenue amount of $2,454,941 related to the FY 2010/11 — FY 2012/13 Proposition 1B PTMISEA funding and expenditure amount of $2,750,509. Therefore, staff recommends a revenue budget adjustment of $194,941 and expenditure budget adjustment of $490,509 related to the additional funds identified. Financial Information In Fiscal Year Budget: No Years: FY 2013/14 Amount: $2,750,509 Source of Funds: Proposition 1B PTMISEA Budget Adjustment: No Yes* GLA No.: 004011 415 41507 265 33 41502 $ 2,260,000 Revenues 004011 415 41507 265 33 41502 194,941* Revenues 004011 81301 265 33 81301 2,260,000 Expenditures 004011 81301 265 33 81301 490,509* Expenditures Fiscal Procedures Approved: \."4,--1-,,i4A Date: 09/16/2013 Agenda Item 11 60 RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS SIGN -IN SHEET SEPTEMBER 23, 2013 NAME AGENCY E_MAIL ADDRESS 1,4795&/1.14 w I/ G'L.E - 40VrS -Wc -2,/"/ os sysT ,/1'j ",/le 7k/2( o Ai 4.i/4-L� °1 /Z 1 ✓/ c cv r7 n / RIVERSIDE COUNTY TRANSPORTATION COMMISSION WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE ROLL CALL SEPTEMBER 23, 2013 County of Riverside, District I )71 Present Absent County of Riverside, District V City of Banning ❑ ' ❑ City of Corona City of Eastvale ❑ City of Jurupa Valley City of Menifee City of Moreno Valley City of Norco ❑ ❑ ❑ City of Perris City of San Jacinto City of Wildomar Riverside County Transportation Commission TO: Riverside County Transportation Commission FROM: Jennifer Harmon, Office and Board Services Manager DATE: September 18, 2013 SUBJECT: Possible Conflicts of Interest Issues —Western Riverside County Programs and Projects Committee Agenda of September 23, 2013 The September 23, 2013 agenda of the WRC Programs and Projects Committee includes items which may raise possible conflicts of interest. A RCTC member may not participate in any discussion or action concerning a contract or amendment if a campaign contribution of more than $250 is received in the past 12 months or 3 months following the conclusion from any entity or individual listed. Agenda Item No. 7 — Amendment No. 11 to Agreement No. 06-66-027-00 for On -Call Strategic Partnership Advisor Services with Parsons Brinckerhoff, Inc. Consultant(s): Parsons Brinckerhoff, Inc. 451 E. Vanderbilt Way, Suite 200 San Bernardino, CA 92408 Douglas Sawyer, Senior Vice President Agenda Item No. 9 — Awards for Construction Freeway Service Patrol Tow Truck Service During the Construction of the State Route 91 Corridor Improvement Project Consultant(s): E & S Towing Enterprises, Inc. DBA Steve's Towing 5527 28th Street Riverside, CA 92509 Miguel Leyva, Vice President Alexandra Rackerby From: Alexandra Rackerby Sent: Wednesday, September 18, 2013 1:54 PM To: Alexandra Rackerby Subject: RCTC Western Riverside County Programs and Projects Committee Attachments: Conflict of Interest Memo.pdf; Conflict of Interest Form.pdf Good afternoon Commissioners, The Western Riverside County Programs and Projects Committee agenda for Monday September 23, 2013 is posted on our website at http://www.rctc.org/uploads/media items/western-riverside-county- programs-and-pro jects-committee-september-23-2013.original.pdf Also, attached is the Conflict of Interest Memo and Form for your information. Let me know if you have any questions or concerns. Thank you. Respectfully, Allie Rackerby Riverside County Transportation Commission (951) 787-7141 1