HomeMy Public PortalAbout01 January 6, 1994 Budget & Finance•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
BUDGET & FINANCE COMMITTEE
(COMMISSIONERS RUSS BEIRICH, KAY CENICEROS;'
SYBIL JAFFY, CORKY LARSON)
THURSDAY, JANUARY 6, 1994
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LUND & GUTTRY
415 SO. PALM CANYON DRIVE .=
PALM SPRINGS, CALIFORNIA 92262
NOTE: LOCATION AND TIME CHANGE
AGENDA
1. CALL TO ORDER,
2. APPROVAL OF MINUTES.
3. PUBLIC COMMENTS.
4. AGENDA ADDITION/REVISION.
5 ADMINISTRATIVE/FINANCIAL ITEMS.
5A. Management Letter and TDA Recipient Audit Results,
Overview
Ernst & Young will be present at the Budget and Finance Committee to discuss the
results of the TDA audits and to provide their management letter with suggestions and
recommendations on accounting and operational improvements for the Commission and
TDA recipients.
5B. Comprehensive Annual Financial Report for Year Ended June 30, 1993.
Overview
The Comprehensive Annual Financial Report'(CAFR for the year ended June 30, 1993,
was issued as instructed by the Commission on December 20, 1993. The report was:
thoroughly reviewed by Russ Beirich, Chair of the Budget and Finance Committee and
a certified public accountant prior to its release.
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January 6, 1994
Budget and Finance Committee Meeting Agenda
5C. Extension of Authority to Refund 1991 Series A Bonds.
Overview
The Commission granted the Executive Director the authority to refund up to $75,000,000
of our 1991 Series A bonds. That authority expired December 31, 1993. Staff receives , a�
daily market update reports and regularly reviews other sources of information on market
performance and expectations. At the instruction of staff, our financial team regularly.;-,9qc
provides interest rate scales and a refunding simulation model to assess market rink
conditions and potential level of savings. Staff compares these various sources of
information so that an informed decision can be made on if and when to proceed with the
refunding. The market has been close, but not quite there to make a refunding —
economically feasible.
5D. Single Signature Authority Report.
Overview
For the period ending December 31, 1993, three contracts were executed under single
signature authority granted to the Executive Director by the Commission. There remains
approximately $18,500 capacity to enter into additional contracts for the remainder of the
fiscal year.
5E. Proposed Staffing to Proceed with Projects in Riverside County.
Overview
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During its December 8, 1993 meeting, the Commission considered a proposal to provide ,,ItgAinc
reimbursable services of RCTC contract employees to Cattrans to expedite project
development. The PECG vs. Cattrans ruling, and subsequent rulings, limits Cattrans u'c° u
ability to contract directly, or indirectly through local agencies, for consultant services;
no such limitation exists for reimbursable work performed for Caftrans by local agencies' .v
employees.
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6. HIGHWAYS/LOCAL STREETS & ROADS. ,c 01.051L
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6A. Gilman Grade Separation Project.
Overview
In October 1993, Caltrans District 08 requested, and the Commission approved an
advance of up to $1 million in Measure A funds to proceed with the purchase of right-of-
way necessary for the Gilman Springs/Route 79 Grade Separation Project. The
Commission approval was based on Caltrans providing assurance that RCTC would be
reimbursed early in FY 1994/95.
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January 6, 1994
Budget and Finance Committee Meeting Agenda
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6B. Cost Revisions for Press Enterprise Work - Final Bid Numbers.
Overview
In September, 1993 staff brought forward an agenda item to reconstruct the Press"'
Enterprise facilities. The facilities had been disrupted as part of the acquisition of :'r}`"
property for needed rail improvements for the Riverside -Downtown Commuter Rail Station '`
and operation of Commuter Rail on Union Pacific tracks. •
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6C. City of Perris RCTC Property - Conceptual Site Plan and Specific Plan Amendment.
Overview
With the RCTC acquisition of the San Jacinto Branch Line from Santa Fe, RCTC also
acquired approximately 14 acres in Downtown Perris. This property contains the railroad"
right-of-way, plus additional property currently being leased to the City of Perris•..and, J.
various private property owners. , .
6D. Caltrans District 11 Proposal to Rescind Fund Allocation for Route 86 Project.
Overview
A proposal is being presented by Caltrans District 11 relating to funding of Route 86
project.
7. TRANSIT/RIDESHARE/PARK-N-RIDE.
7A. Funding Agreement with SunLine Transit Agency.
Overview
SunLine Transit Agency is requesting that the Commission advance against S-unLine's five
percent share of Coachella Valley Measure A revenues. SunLine would like to use the -s
funds to expand its dial -a -ride and bus services. SunLine is proposing to repay the loan
within five years.
7B. Telecommuting WorkCenter of Riverside County.
Overview
Working within budget parameters, staff has been unable to negotiate a favorable third
year lease rate for the Telecommuting WorkCenter of Riverside County. Notice to vacate
the current site by January 31, 1994, has been given. Options regarding continuance of
the demonstration project will be presented by staff.
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January 6, 1994
Budget and Finance Committee Meeting Agenda
8.
SERVICE AUTHORITY FOR FREEWAY EMERGENCIES (SAFE)/FREEWAY SERVICE PATROL.
Request for Contract Amendment from Hamner Towing, Inc.
Overview
Hamner Towing, Inc., the sole provider of tow truck service for the four beats of Riverside
County's Freeway Service Patrol (FSP) program is requesting consideration of an adjustment to
their monthly bill for additional costs they are incurring due to new regulation on diesel fuel
standards. Hamner is requesting an increase of $0.80 per hour per beat and is willing to lock in
the adjusted rates for an additional year at the Commission's option if the Commission decides
to extend the program beyond the June 30, 1995, demonstration period.
9. COMMUTER RAIL.
9A. Renewal of Property Lease Agreement: 1) Framco in Perris; 2) Latimer Trust in Riverside;
and 3) Adams Outdoor Advertising.
Overview
RCTC staff has negotiated terms to revise the renewal of the property lease agreement.
9B. Phase 11 Development of the Downtown Riverside MetroLink Station.
Overview
In order to provide MetroLink commuter rail service from San Bernardino to Riverside to
Irvine and from Riverside to Los Angeles via Fullerton track improvements and a layover
facility must be constructed. Staff is requesting authorization to move forward with
implementation of the requisite improvements.
10. ADJOURNMENT.
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
BUDGET & FINANCE COMMITTEE
WEDNESDAY, DECEMBER 1, 1993
10:00 A.M.
LUND & GUTTRY
39-700 BOB HOPE DRIVE
THE BOB HOPE BUILDING, SUITE 309
RANCHO MIRAGE, CALIFORNIA 92270
MINUTES
1. CALL TO ORDER.
The meeting of the Budget and Finance Committee was called to order at 10:05 a.m. by
Commissioner Russ Beirich.
Members Present Members Absent
Russ Beirich
Sybil Jaffy
Corky Larson
Kay Ceniceros
2. APPROVAL OF MINUTES.
M/S/C to approve the minutes of the November 3, 1993, Budget and Finance
Committee meeting as presented.
3. PUBLIC COMMENTS.
There were no public comments.
4. AGENDA ADDITION/REVISION.
Paul Blackwelder requested the Budget and Finance Committee to include the following
urgency item as it arose subsequent to agenda mailout: Route 86 Alternatives under
Consideration to Expedite Supplemental Environmental Impact Report Statement.
M/S/C to include the following urgency item: Route 86 Alternatives under
Consideration to Expedite Supplemental Environmental Impact Report Statement.
5. FINANCIAL ITEMS.
5A. Draft of Comprehensive Annual Financial Report.
The Committee members reviewed in detail, with RCTC and Ernst & Young staff, the
Annual Financial Report. The Management Report will be presented to the Committee
and Commission in January.
M/S/C that the Commission receive and file.
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Budget & Finance Committee Meeting Minutes
December 1, 1993
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5B. Quarterly Financial Reports.
M/S(C that the Commission receive and file.
6.
ADMINISTRATIVE ITEMS.
6A. Pr esed 1994 RCTC Meeting Schedule.
M/S/C that the Commission approve the proposed Riverside County Transportation
Commission calendar of meetings for 1994.
6B. Amendment of D.J. Smith and Associates Contract.
M/S/C that the Commission approve and authorize Legal Counsel to prepare
amendment of D,,! Smith and Associates contract for FY 1993-94 totalling $85,000
(Legislative Services - $45,000; Project Advocacy Services - $36,000; Travel and
t .pe°nses - $4,000).
HIGHWAYS/LOCAL STREETS & ROADS.
7A. Reimbursement of Cut -of -Pocket Pre -Development Expenses for Spruce Industrial Park
Property Located at Spruce Street and Route 91 Freeway.
IWS/C thz*, the Commission:
1) Authorize expenditure of $11,302.43 to reimburse Spruce Industrial Park
Limited Partnership for their approved out-of-pocket predevelopment expenses
related to the sale of their property to RCTC in August of 1992.
2) Direct staff to pursue reimbursement from Caltrans when the subject property
is attained by Caltrans for needed right-of-way for the westbound to
southbound connector.
7B. Acquisition Settlements for the Route 79, Gilman Springs Road to First Street in the
City of Beaumont, Measure A Highway Improvement Project.
MISIC that the Commission grant the Executive Director the authority to approve the
settlement for property acquisition for the following parcells).
Parcel Appraised Value Purchased Value
13157-1 $ 4,100 $ 4,100
13157-2 $ 875 $ 875
131C2-1 $ 4,770 $ 4,770
The funds for these property acquisitions were included in the RCTC 93/94 budget.
Tho funds will come from the Western County Measure A Highway Account.
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Budget & Finance Committee Meeting Minutes
December 1, 1993
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8. TRANSIT/RIDESHARE/PARK-N-RIDE
8A. Request for Additional Allocation of Local Transportation Funds from the Riverside
Transit Agency.
M/S/C that Commission approve an additional allocation of $35,592 in local
transportation funds from the Western County apportionment to the Riverside Transit
Agency to cover the increased cost to operate the Inland Empire Connection Routes
110/496.
8B. Measure A Park -n -Ride Lease Program Update.
M/S/C that the Commission:
1) Authorize the Executive Director to sign all lease agreements and annual
amendments having a cost per space of $20 or less and that such authorization
shall be in effect for the period January, 1994 to December, 1998;
2) Approve, subject to Legal Counsel review, an amendnnent`. to the existing
contract for lease park -n -ride service with Inland Transportation Services
through December 31, 1994 at hourly rates of .$65/project manager and
$45/marketing specialist;
3) Authorize the Executive Director to execute the amended agreement on behalf
of the Commission; and
4) Allocate Measure A highway funds in an amount not to exceed $10,000.
9. SERVICE AUTHORITY FOR FREEWAY EMERGENCIES (SAFE).
Or
Cooperative Agreement Between Riverside County SAFE and Caltrans District 11 for
Installation of Motorist Aid Call Boxes in Riverside County.
S ;Q,? M/S/C that the Commission approve, contingent upon Legal : Counsel review, the
Cooperative Agreement between the Riverside County Service .Authority for Freeway
Emergencies and Caltrans District 11 for the installation of motorist aid call boxes in
,,own ;: Riverside County and authorize the Chairman to execute the agreement.
10. COMMUTER RAIL.
1 OA. Contract with Boyle Engineering Corporation for the San Jacinto Branch/ine Rail
Corridor Study.
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Proposed Parking Agreement between City of Perris and RCTC for RCTC Property.
M/S/C that this item be brought before the Commission for recommendation and
action.
M/S/C that the Commission authorize the Executive Director to enter into an agreement
with Boyle Engineering Corporation for an amount less than $250,000 (final price to
be determined after staff negotiations are complete) with a 15% contingency. The
contract will be subject to RCTC Legal Counsel review.
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Budget & Finance Committee Meeting Minutes
December 1, 1993
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11. ADJOURNMENT.
There being no further business to come before the Budget and Finance Committee, the
meeting was adjourned at 12:01 p.m.
Respectfully submitted,
-----6-\Na K:•enha''er
Clerk of the Commission
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: January 5, 1994
TO: Administrative Committee
Budget and Finance Committee
FROM: Dean Martin, Controller
SUBJECT: Management Letter and TDA Recipient Audit Results
Ernst & Young will be present at the Budget and Finance Committee to discuss the
results of the TDA audits and to provide their management letter with suggestions and
recommendations on accounting and operational improvements for the Commission
and TDA recipients.
Staff Recommendation:
That the Commission discuss and take possible action.
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DATE:
TO:
FROM:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
Administrative Committee
Budget and Finance Committee
Dean Martin, Controller
SUBJECT: Comprehensive Annual Financial Report for Year Ended June 30, 1993
The Comprehensive Annual Financial Report (CAFR) for the year ended June 30,
1993, was issued as instructed by the Commission on December 20, 1993. The
report was thoroughly reviewed by Russ Beirich, Chair of the Budget and Finance
Committee and a certified public accountant, prior to its release. Staff herewith
presents the CAFR for the Commission to receive and file.
Staff Recommendation:
That the Commission receive and file.
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO:
January 5, 1994
Administrative Committee
Budget and Finance Committee
FROM: Dean Martin, Controller
SUBJECT: Extension of Authority to Refund 1991 Series A Bonds
The Commission granted the Executive Director the authority to refund up to
$75,000,000 of our 1991 Series A bonds. That authority expired December 31,
1993. Staff receives daily market update reports and regularly reviews other sources
of information on market performance and expectations. At the instruction of staff,
our financial team regularly provides interest rate scales and a refunding simulation
model to assess market conditions and potential level of savings. Staff compares
these various sources of information so that an informed decision can be made on if
and when to proceed with the refunding. The market has been close, but not quite
there to make a refunding economically feasible.
The current bond market has declined (i.e., interest rate yields have gone up)
substantially the last month due to signs of a moderate but growing economic
recovery in many parts of the country, and heightened concerns, despite signs to the
contrary, of rising inflation. Another factor resulting in the decline has been an over
abundance of bonds in the market, including the secondary market, with unmatched
demand.
With the above statements, why is staff requesting an extension to the authorization
to refund? The prevailing economic "wisdom" is that inflation is under control and the
recovery is not yet strong enough to generate any significant upward pressure in
interest rate yields. After the first of the year, there will be excess cash (due to bond
redemptions) chasing a tight supply of bonds. With inflation under control, and
demand exceeding supply, considerable downward pressure will be placed upon bond
yields. If yields drop far enough, if even briefly, then .the Commission would want to
be in the position to take advantage of the lower yields.
Staff has requested bond counsel and the Commission's financial team to prepare
documents so that the Commission can act quickly if a window of opportunity opens.
Attached for your consideration and approval is a revised resolution and a Third
Supplemental Indenture authorizing the issuance of up to $75,000,000 in refunding
bonds. The refunding cannot be done if the savings generated would be less than two
percent, and the authorization would expire December 31, 1994.
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Staff Recommendation:
That the Commission:
1) Adopt Resolution No. 94-003, authorizing the issuance of up to $75,000,000
in 1994 Series A Refunding Bonds; and
2) Authorize the Executive Director to execute all documents related thereto
subject to bond counsel review.
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Attachments
F:\USERS\PREPRINT\JAN.94\REFUAUTH.DM
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RESOLUTION NO.
A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE RIVERSIDE
COUNTY TRANSPORTATION COMMISSION, PROVIDING FOR THE
EXECUTION AND DELIVERY OF A THIRD SUPPLEMENTAL INDENTURE, A
PURCHASE AGREEMENT AND A PRELIMINARY OFFICIAL STATEMENT AND
AUTHORIZING THE ISSUANCE AND SALE OF RIVERSIDE COUNTY.
TRANSPORTATION COMMISSION SALES TAX REFUNDING REVENUE BONDS
(LIMITED TAX BONDS), AND OTHER MATTERS RELATED THERETO
Adopted , 1994
WHEREAS, the Riverside County Transportation Commission (the
"Commission") issued its Revenue Bonds, 1991 Series A, (the "1991 Bonds") to fund
certain transportation projects (the "Projects") in the County of Riverside (the "County")
as described in Ordinance No. 88-1, the Transportation Expenditure Plan and Retail
Transaction and Use Tax Ordinance (the "Ordinance") heretofore adopted by the
Commission and approved by the qualified voters of the County; and
WHEREAS, the Commission proposes to issue and sell bonds backed by a pledge
of all sales tax revenues as provided in the Ordinance to refund all or a portion of the
1991 Bonds, and all costs and estimated costs incidental to, or connected therewith,
including, without limitation, legal, fiscal agent, financial consultant and other fees, bond
and other reserve funds, capitalized interest and expenses of all proceedings for the
authorization, issuance and sale of such bonds in an aggregate principal amount not to
exceed $75,000,000; and
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WHEREAS, the Commission is authorized to undertake all of the above pursuant
to the Government Code, the Public Utilities Code and other applicable laws of the
State of California;
NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of
the Riverside County Transportation Commission finds, determines and declares as
follows:
SECTION 1. The form of Third Supplemental Indenture (the 'Third
Supplemental Indenture"), by and between the Commission and the Trustee
named therein and attached hereto as Exhibit A is hereby approved. The
F Recetvve Dieecor of the Commission and his designees are, and each of them
acting alone is, hereby authorized and directed for and in the name of and on
behalf of the Commission, to execute and deliver the Third Supplemental
Indenture in substantially the form attached hereto as Exhibit A and presented to
and considered at this meeting, with such changes therein as the officer executing
the same on behalf of the Commission may approve, in his discretion, as being in
the best interests of the Commission, such approval to be conclusively evidenced
by such officer's execution and delivery thereof.
SJ ILON 2. The execution and delivery, pursuant to the Third
Supplemental Indenture, of a series of Riverside County Transportation
Commission Sales Tax Refunding Revenue Bonds (Limited Tax Bonds) (the
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"Refunding Bonds") for the purpose of refunding all or a portion of the 1991
Bonds, in an aggregate principal amount not to exceed $75,000,000, for 'a
maximum term not to extend beyond the date of termination of the imposition of
the retail transactions and use tax specified in the Ordinance, in denominations
not less than $5,000 at maturity, which shall result in a present value savings to
the Commission of not less than 2% with respect to the Bonds being refunded
and in such form as either the Executive Director of the Commission or any of his
designees may determine, in his discretion, is hereby approved.
SECTION 3. The Executive Director of the Commission and his designees
are, and each of them acting alone is, hereby authorized to enter into a contract
with underwriters for the public distribution and sale of the Refunding Bonds, for
an underwriters' discount, which together with other costs of issuance of such
Refunding Bonds, shall not exceed 2% of the gross proceeds from such sale.
_SECTION 4. The Executive Director of the Commission and his designees
are, and each of them acting alone is, hereby authorized to prepare a preliminary
official statement in connection with the public distribution and sale of the
Refunding Bonds.
SECTION 5. All actions heretofore taken by any officer or officers of the
Commission with respect to the issuance and sale of the Refunding Bonds or in
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connection with or related to any of the agreements referenced herein, are hereby
approved, confirmed and ratified.
SECTION 6. The Executive Director of the Commission and his designees
are, and each of them acting alone is, hereby authorized and directed to take such
actions and to execute such documents and certificates as may be necessary to
effectuate the purposes of this resolution.
This resolution shall take effect immediately upon its passage and the
authorization contained herein shall expire one year from the date hereof.
APPROVED and ADOPTED this day of , 1994
Chairman of the Riverside
County Transportation Commission
ATTEST:
Clerk of the Riverside
County Transportation Commission
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Draft as of April ^ 7, 1993
THIRD SUPPLEMENTAL INDENTURE
by and
between the
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
and
BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION
as Trustee
Dated as of , 1993
AUTHORIZING THE ISSUANCE OF
$ IN AGGREGATE AMOUNT OF BOND OBLIGATION OF
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
SALES TAX REFUNDING REVENUE BONDS (LIMITED TAX BONDS),
1993 SERIES A
(Supplemental to the Indenture dated
as of January 1, 1991, as amended and supplemented by
the First Supplemental Indenture
dated as of January 1, 1991 and as amended and supplemented by
the Second Supplemental Indenture
dated as of January 1, 1993)
Section
SECTION 16.01.
SECTION 17.01.
SECTION 17.02.
SECTION 17.03.
SECTION 17.04.
SECTION 17.05.
SECTION 17.06.
SECTION 17.07.
SEC I'ION 17.08.
SECTION 17.09.
SECTION 17.10.
SECTION 17.11.
Third Supplemental Indenture
Definitions
Authorization and Terms of 1993 Series A Refunding Bonds .. 2
Redemption of 1993 Series A Refunding Current
Interest Bonds
Selection of Bonds for Redemption
Notice of Redemption
Partial Redemption of Bonds
Effect of Redemption
1993 Series A Refunding Current Interest Sinking Account . .
Form of 1993 Series A Refunding Bonds
Issuance of 1993 Series A Refunding Bonds
Application of Proceeds of 1993 Series A Refunding Bonds .
Establishment and Application of 1993 Series A Refunding
TABLE OF CONTENTS
Bonds
Page
1
4
5
5
5
"6
6
7
7
8
Bonds Reserve Account in Bond Reserve Fund 8
SECTION 17.12. Establishment and Application of 1993 Series A Refunding
Bonds Costs of Issuance Fund^ 9
SECTION 17.13 Redemption of the 1991 Series A Current Interest Bonds 9
SECTION ^ 17.14. Use of Depository ^ 10
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SECTION ^ 17.15. Terms of 1993 Series A Refunding Bonds Subject
to the Indenture A 12
SECTION ^ 17.16. Effective Date of Third Supplemental Indenture ^ 12
SECTION ^ 17.17. Execution in Counterparts ^ 12
EXHIBIT A - ACCRETED VALUE TABLE A-1
EXHIBIT B-1 = [FORM OF CURRENT INTEREST BOND] B-1-1
EXHIBIT B-2 - [FORM OF CAPITAL APPRECIATION BOND] B-2-1
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Third Supplemental Indenture
(Supplemental to the Indenture dated
as of January 1, 1991, as amended and supplemented by
the First Supplemental Indenture
dated as of January 1, 1991 and as amended and supplemented by
the Second Supplemental Indenture dated
as of January 1, 1993)
Authorizing the Issuance of
$ in Aggregate Amount of Bond Obligation
of Riverside County Transportation Commission
Sales Tax Refunding Revenue Bonds (Limited Tax Bonds),
This Third Supplemental Indenture, dated as of , 1993
(the "Third Supplemental Indenture"), between the Riverside County Transportation
Commission (the "Commission") and Bank of America National Trust and Savings
Association, as trustee (the "Trustee");
WITNESSETH:
WHEREAS, this Third Supplemental Indenture is supplemental to the
Indenture, dated as of January 1, 1991 (as amended and supplemented by the First
Supplemental Indenture, dated as of January 1, 1991, the Second Supplemental
Indenture, dated as of January 1, 1993 and this Third Supplemental Indenture, dated
as of , 1993, the "Indenture"), by and between the Commission and
the Trustee;
WHEREAS, the Indenture provides that the Commission may issue
refunding Bonds from time to time as authorized by a supplemental indenture; and
WHEREAS, in accordance with the Law, the Board has determined to
issue its Sales Tax Refunding Revenue Bonds (Limited Tax Bonds) 1993 Series A,
(the "1993 Series A Refunding Bonds"), in the aggregate amount of $ in
Bond Obligation, in order to refund certain of the Commission's outstanding Bonds.
NOW, THEREFORE, the parties hereto agree, as follows:
SECTION 16.01. Definitions. Except as otherwise provided in this
Third Supplemental Indenture, all words, terms and phrases defined in the Indenture
shall have the same meaning herein as in the Indenture.
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Escrow Agent
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"Escrow Agent" means
acting as Escrow Agent.
Escrow Agreement
"Escrow Agreement" means the Escrow Agreement, dated ^ as of
, 1993, by and between the Commission and the Escrow Agent.
Escrow Fund
"Escrow Fund" means the Escrow Fund to be established and
administered pursuant to the Escrow Agreement.
SECTION 17.01. Authorization and Terms of 1993 Series A
Refunding Bonds.
(A) The Board hereby authorizes the issuance of Bonds of the
Commission in the aggregate amount of $ in Bond Obligation in
accordance with the Law and pursuant to the Indenture for the purpose of refunding
certain of the Commission's Outstanding Bonds.
(B) The third Series of Bonds to be issued under the Indenture is
hereby created. Said Series of Bonds shall be known as the "Riverside County
Transportation Commission Sales Tax Refunding Revenue Bonds (Limited Tax
Bonds) (the "1993 Series A Refunding Bonds"). The 1993 Series A Refunding Bonds
shall consist of Current Interest Bonds (the 1993 Series A Refunding Current
Interest Bonds") and Capital Appreciation Bonds (the 1993 Series A Refunding
Capital Appreciation Bonds") issued in fully registered form, in denominations of
$5,000 for 1993 Series A Refunding Current Interest Bonds, or any integral multiple
thereof, and in denominations such that the Accreted Value represented by each
such 1993 Series A Refunding Capital Appreciation Bond on the stated maturity
date thereof will be $5,000 for each such 1993 Series A Refunding Capital
Appreciation Bond, or any integral multiple thereof, and shall be initially issued
registered in the name of "Cede & Co.," as nominee of The Depository Trust
Company, and shall be evidenced by one 1993 Series A Refunding Bond maturing
on each of the maturity dates as set forth in Sections 17.01(C) and 17.01(D) below,
in a denomination corresponding to the total denominational amount of the 1993
Series A Refunding Bonds to mature on such date. Each refunding Bond shall be
assigned by the Trustee a distinctive number or letter or letter and number, and a
record of the same shall be maintained by the Trustee. Registered ownership of the
1993 Series A Refunding Bonds, or any portion thereof, may not thereafter be
transferred except as set forth in Section 17.13 hereof.
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(C) The 1993 Series A Refunding Current Interest Bonds shall be
issued in the aggregate principal amount of $ , shall be dated as of
, 1993, shall bear interest at the following rates per annum and shall
mature on June 1 in the following years in the following amounts:
Maturity Date Principal Interest
(June 1) Amount Rate
Interest on the 1993 Series A Refunding Current Interest Bonds shall be computed
on the basis of a year of 360 days comprised of twelve 30 -day months and shall be
payable on December 1, 1993 and semiannually thereafter on December 1 and
June 1 of each year until maturity by check mailed or, as provided in Section
17.13(E) hereof and upon the written request of any Owner of $1,000,000 or more in
aggregate principal amount of Bond Obligation who has provided the Trustee with
wire transfer instructions by the record date, by wire transfer on each interest
payment date to the Owner thereof as of the close of business on the fifteenth (15th)
day of the calendar month immediately preceding such interest payment date.
The principal of and premium, if any, on the 1993 Series A Refunding
Current Interest Bonds are payable when due upon presentation thereof at the
corporate trust office of the Trustee in Los Angeles, California, in lawful money of
the United States of America.
The Trustee shall provide CUSIP number identification, with
appropriate dollar amounts for each CUSIP number, on all redemption payments
and interest payments, whether by check or by wire transfer.
(D) The 1993 Series A Refunding Capital Appreciation Bonds shall
be issued in the aggregate Initial Amount of $ , shall be dated as of the
date of delivery and interest thereon shall accrete from such date. The Initial
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Amount of each 1993 Series A Refunding Capital Appreciation Bond per $5,000
Accreted Value at stated maturity and the yield to maturity on such Bonds are set
forth below:
Maturity Date
Aggregate Initial Amount
Initial Yield to per $5,000
Amount Maturity Maturity Amount
No payments of principal or interest will be made on the 1993 Series A Refunding
Capital Appreciation Bonds prior to the maturity or earlier prepayment thereof.
Interest with respect to each 1993 Series A Refunding Capital Appreciation Bond of
each maturity will be compounded semiannually at the respective yields set forth
above, on June 1 and December 1 of each year until maturity or the earlier
prepayment thereof, commencing June 1, 1993. Interest with respect to each 1993
Series A Refunding Capital Appreciation Bond shall be computed on the basis of a
year of 360 days comprised of twelve 30 -day months and shall be payable only at
maturity or earlier prepayment thereof as part of the Accreted Value. An Accreted
Value Table (as of each June 1 and December 1) of the 1993 Series A Refunding
Capital Appreciation Bonds is attached hereto as Exhibit A. In the event of any
inconsistency between such table and the Accreted Value for the Capital
Appreciation Bonds calculated in accordance with this Section 17.01(D), this Section
17.01(D) shall govern. The Trustee may assume that the Accreted Value Table is
accurate unless notified to the contrary.
The Accreted Value of the 1993 Series A Refunding Capital
Appreciation Bonds is payable when due upon presentation thereof at the corporate
trust office of the Trustee in Los Angeles, California, in lawful money of the United
States of America.
SECTION 17.02. Redemption of 1993 Series A Refunding Current
Interest Bonds.
^(A) The 1993 Series A Refunding Current Interest Bonds^ maturing
on or before June 1, ^ 20 shall not be subject to redemption prior to their
respective stated maturities. The 1993 Series A Refunding Current Interest Bonds
maturing on or after June 1, ^ 20 shall be subject to redemption prior to their
respective stated maturities, at the option of the Commission, from any source of
available funds, as a whole at any time or in part on any interest payment date (by
such maturities as may be specified by the Commission and by lot within a maturity),
on or after June 1, ^ 20 at the following redemption prices (computed upon the
principal amount of 1993 Series A Refunding Current Interest Bonds called for
redemption), plus accrued interest to the date fixed for redemption:
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Redemption Period Redemption
(Both Dates Inclusive) Price
June 1, " 20 through May 31, " 2 0
June 1, " 20 through May 31, " 20
June 1, " 20 and thereafter
(B) The 1993 Series A Refunding Current Interest Bonds maturing
on June 1, 20_ shall also be subject to redemption prior to their stated maturity, in
part, by lot, from Mandatory Sinking Account Payments required by and as specified
in Section 17.07, on any June 1 on or after June 1, 20_, at the principal amount
thereof plus accrued interest thereon to the date fixed for redemption, without
premium.
(C) The 1993 Series A Refunding Capital Appreciation Bonds are
not subject to redemption at the option of the Commission prior to maturity.
SECTION 17.03. Selection of Bonds for Redemption. Whenever
provision is made in this Third Supplemental Indenture for the redemption of less
than all of the 1993 Series A Refunding Bonds of any maturity (and interest rate)
thereof the Trustee shall select the 1993 Series A Refunding Bonds to be redeemed
from all 1993 Series A Refunding Bonds of the respective maturity (and interest
rate) not previously called for redemption, in minimum denominations of $5,000 in
principal amount, by lot in any manner which the Trustee in its sole discretion shall
deem appropriate and fair. The Trustee shall promptly notify the Commission in
writing of the 1993 Series A Refunding Bonds so selected for redemption.
SECTION 17.04. Notice of Redemption. The Commission shall notify
the Trustee at least forty-five (45) days prior to the redemption of 1993 Series A
Refunding Bonds pursuant to Section 17.02 hereof. Notice of redemption shall be
mailed by the Trustee, not less than thirty (30) nor more than sixty (60) days prior to
the redemption date, (i) to the respective Owners of any 1993 Series A Refunding
Bonds designated for redemption at their addresses appearing on the bond
registration books of the Trustee by first-class mail (ii) to the Securities Depositories
by registered or certified mail, return receipt requested, or by some other
confirmable delivery method, and (iii) to two or more Information Services by first-
class mail. Notice of redemption shall be given in the form and in accordance with
the terms of the Indenture. The Trustee shall mail an additional copy of such notice
of redemption to any Bondowner who has not surrendered its 1993 Series A
Refunding Bonds called for redemption within sixty (60) days after the redemption
date.
SECTION 17.05. Partial Redemption of Bonds. Upon surrender of
any 1993 Series A Refunding Bond redeemed in part only, the Commission shall
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execute and the Trustee shall authenticate and deliver to the Owner thereof, at the
expense of the Commission, a new 1993 Series A Refunding Bond of authorized
denominations, and of the same maturity, interest payment dates and interest rate,
equal in aggregate principal amount to the unredeemed portion of the 1993 Series A
Refunding Bond surrendered.
SECTION 17.06. Effect of Redemption. Notice of redemption having
been duly given as aforesaid, and moneys for payment of the Redemption Price of,
together with interest accrued to the redemption date on, the 1993 Series A
Refunding Bonds (or portions thereof) so called for redemption being held by the
Trustee, on the redemption date designated in such notice, the 1993 Series A
Refunding Bonds (or portions thereof) so called for redemption shall become due
and payable at the Redemption Price specified in such notice (together with interest
accrued thereon to the date fixed for redemption in the case of 1993 Series A
Refunding Current Interest Bonds), interest on the 1993 Series A Refunding Bonds
so called for redemption shall cease to accrue, said 1993 Series A Refunding Bonds
(or portions thereof) shall cease to be entitled to any benefit or security under the
Indenture or this Third Supplemental Indenture, and the Owners of said 1993 Series
A Refunding Bonds shall have no rights in respect thereof except to receive payment
of said Redemption Price and accrued interest.
All 1993 Series A Refunding Bonds redeemed pursuant to the
provisions of this Section 17.06 shall be cancelled upon surrender thereof and
destroyed.
SECTION 17.07. 1993 Series A Refunding Current Interest Sinkin
Account. An account is hereby established within the Principal Fund created by
Section 5.04 of the Indenture to be designated the "1993 Series A Refunding Current
Interest Sinking Account." On each Business Day prior to the following dates, the
Trustee shall transfer the designated amount of the following payments from the
Principal Fund to the 1993 Series A Refunding Current Interest Sinking Account:
Mandatory
Sinking Account Mandatory
Payment Dates Sinking Account
(June 1 _ Payments
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Moneys in the 1993 Series A Refunding Current Interest Sinking
Account shall be applied as provided in Section 5.04(B) of the Indenture. All 1993
Series A Refunding Current Interest Bonds purchased from a Sinking Account or
deposited by the Commission (as provided in Section 5.04(B) of the Indenture) in a
twelve-month period ending May 31 shall be allocated first to the next succeeding
Mandatory Sinking Account Payment required by this Section 17.07, and then as a
credit against such future Mandatory Sinking Account Payments as may be specified
in a Request of the Commission.
SECTION 17.08. Form of 1993 Series A Refunding Bonds. The 1993
Series A Refunding Bonds and the certificate of authentication and registration to be
executed thereon shall be in substantially the ^ forms set forth as Exhibit B-1 and
Exhibit B-2 hereto. The 1993 Series
Rshall be inserted therein in conformity efunng Bond numbers, maturity with
interest payment dates and interest rates
Section 17.02.
SECTION 17.09. Issuance of 1993 Series A Refunding Bonds . At any
time after the execution and delivery of this Third Supplemental Indenture, the
Commission may execute and the Trustee shall authenticate and deliver the 1993 in
Series A Refunding Bonds in an aggregate amount not to exceed $
Bond Obligation upon the order of the Commission, but only upon the receipt by the
Trustee of:
(1) An executed copy of this Third Supplemental Indenture
authorizing the issuance of the 1993 Series A Refunding Bonds;
(2) An Opinion of Bond Counsel to the effect that the execution of
this Third Supplemental Indenture has been duly authorized by the
Commission in accordance with the Indenture; that the 1993 Series A
Refunding Bonds, when duly executed by the Commission and authenticated
and delivered by the Trustee, will be valid and binding limited obligations of
the Commission; and that upon the delivery of the 1993 Series A Refunding
Bonds the aggregate principal amount of Bonds then Outstanding will not
exceed the amount permitted by law or by the Indenture;
(3) Irrevocable instructions to the Trustee to give the notice of
redemption in accordance with Section 12.04 of the Indenture or a waiver of
the notice of redemption signed by the Owners of all or the portion of the
Refunded Bonds to be redeemed, or proof that such notice has been given by
the Commission; provided, however, that in lieu of such instructions or waiver
or proof of notice of redemption, the Commission may cause to be deposited
with the Trustee all of the Refunded Bonds proposed to be redeemed
(whether cancelled or uncancelled) with irrevocable instructions to the
Trustee to cancel said " Refunded Bonds so to be redeemed upon the
exchange and delivery of the 1993 Series A Refunding Bonds; and
•
•
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(4) A Certificate of an independent certified public accountant
certifying (on the basis of calculations as of the date of sale of the 1993 Series
A Refunding Bonds) that Maximum Annual Debt Service on all Bonds and
Parity Debt Outstanding following the issuance of the 1993 Series A
Refunding Bonds is less than or equal to the Maximum Annual Debt Service
on all Bonds and Parity Debt Outstanding prior to the issuance of the 1993
Series A Refunding Bonds.
SECTION 17.10. Application of Proceeds of 1993 Series A Refunding
Bonds. The proceeds of the sale of the 1993 Series A Refunding Bonds shall be
deposited with the Trustee and shall be held in trust and set aside by the Trustee as
follows:
(i) The Trustee shall transfer to the Escrow Agent for
deposit into the Escrow Fund (to be established and administered pursuant to
the Escrow Agreement) the amount of $
(ii) The Trustee shall deposit in the Interest Fund (created
by Section 5.02 of the Indenture) the amount of such proceeds representing
interest accrued on the 1993 Series A Refunding Bonds to the date of delivery
thereof;
(iii) The Trustee shall deposit in the 1993 Series A Refunding
Bonds Reserve Account of the Bond Reserve Fund established pursuant to
Section 17.11 hereof an amount equal to the Bond Reserve Requirement with
respect to the 1993 Series A Refunding Bonds; and
(iv) The Trustee shall deposit any and all remaining proceeds
in the 1993 Series A Refunding Bonds Costs of Issuance Fund established
pursuant to Section 17.12 hereof
SECTION 17.11. Establishment and Application of 1993 Series A
Refunding Bonds Reserve Account in Bond Reserve Fund. The Trustee shall
establish, maintain and hold in trust a separate account within the Bond Reserve
Fund designated as the "1993 Series A Refunding Bonds Reserve Account." Such
account is established for the purpose of calculating and accounting for the amount
of earnings upon the portion of the Bond Reserve Fund relating to the 1993 Series
A Refunding Bonds, in order to comply with the tax covenants set forth in Sections
6.08 and 6.09 of the Indenture and the Nonarbitrage Certificate for the 1993 Series
A Refunding Bonds, but for all other purposes shall be held, invested and used as an
integral part of the Bond Reserve Fund as provided in Section 5.05 of the Indenture.
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SECTION 17.12. Establishment and Application of 1993 Series A
Refunding Bonds Costs of Issuance Fund.
(A) The Trustee shall establish, maintain and hold in a trust a
separate fund designated as the "1993 Series A Refunding Bonds Costs of Issuance
Fund." Amounts in the 1993 Series A Refunding Bonds Costs of Issuance Fund shall
be used and withdrawn by the Trustee to pay the Costs of Issuance of the 1993
Series A Refunding Bonds.
(B) Before any payment from the 1993 Series A Refunding Bonds
Costs of Issuance Fund shall be made, the Commission shall file or cause to be filed
with the Trustee a Requisition of the Commission stating (i) the item number of
such payment; (ii) the name and address of the person to whom each such payment
is due, which may be the Commission in the case of reimbursement for costs
theretofore paid by the Commission; (iii) the respective amounts to be paid; (iv) the
purpose by general classification for which each obligation to be paid was incurred;
and (v) that obligations in the stated amounts have been incurred by the Commission
or a constituent thereof and are presently due and payable and that each item
thereof is a proper charge against the 1993 Series A Refunding Bonds Costs of
Issuance Fund and has not been previously paid from said fund.
(C) Upon receipt of each Requisition described in paragraph (B)
above, the Trustee shall pay the amount set forth in such Requisition as directed by
the terms thereof out of the 1993 Series A Refunding Bonds Costs of Issuance Fund.
The Trustee need not make any such payment if it has received notice of any lien,
right to lien or attachment upon, or claim affecting the right to receive payment of,
any of the moneys to be so paid, which has not been released or will not be released
simultaneously with such payment. The Trustee shall not incur any liability for any
disbursement from the 1993 Series A Refunding Bonds Costs of Issuance Fund made
in reliance upon any Requisition.
SECTION 17.13 Redemption of the 1991 Series A Current Interest
Bonds. There is hereby designated for redemption on June 1. 2001, all of the 1991
Series A Current Interest Bonds maturing on and after June 1, 2002, in according
with the Escrow Agreement and the respective supplemental resolutions authorizing
the issuance thereof. Said designation for redemption shall be. and is hereby made,
irrevocable after the delivery of the Series 199.3 Bonds to the initial purchasers
thereof.
Pursuant to the refunding instructions and the Escrow Agreement, the
Trustee for the 1991 Series A Current Interest Bonds will cause notice of the
redemption of all of the 1991 Series A Current Interest Bonds in accordance with
the provisions of the Escrow Agreement and the provisions of the Indenture.
•
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Pursuant to the refunding instructions the Trustee for the 1991
Series A Current Interest Bonds shall apply the moneys deposited with it pursuant to
the Escrow Agreement for payment of the principal of, and the applicable
redemption premium, if any, and interest on, the 1991 Series A Current Interest
Bonds on June 1. 2001. All such moneys and obligations deposited with said Trustee
under the Escrow Agreement and the income therefrom shall be held invested, and
applied in accordance with the provisions of the Escrow Agreement and the
refunding instructions.
The Trustee for the 1991 Series A Current Interest Bonds shall execute
an acknowledgement that under the Escrow Agreement it has received irrevocable
deposits in trust and irrevocably appropriated and set aside exclusive for payment of
the principal of, and the applicable redemption premium, if any, on, all 1991
Series A Current Interest Bonds maturing on and after June 1, 2002, moneys or
Government Obligations (as defined in the Escrow Agreement) maturing as to
principal and interest in such amounts and at such times as will assure the
availabili of sufficient moneys to make such payments and that all necessary and
proper fees, compensation, and expenses of the paving agents for the 1991 Series A
Current Interest Bonds have been aid or the payment thereof has been provided for
to the satisfaction of such Having agent.
SECTION ^ 17.14. Use of Depository. Notwithstanding any provision
of the Indenture or this Third Supplemental Indenture to the contrary:
(A) The 1993 Series A Refunding Bonds shall be initially issued as
provided in Section 17.01. Registered ownership of the 1993 Series A Refunding
Bonds, or any portions thereof, may not thereafter be transferred except:
(i) To any successor of The Depository Trust Company or
its nominee, or to any substitute depository designated pursuant to clause (ii)
of this subsection (A) (a "substitute depository"); provided that any successor
of The Depository Trust Company or a substitute depository shall be qualified
under any applicable laws to provide the service hereunder proposed to be
provided by it;
(ii) To any substitute depository upon (1) the resignation of
The Depository Trust Company or its successor (or any substitute depository
or its successor) from its functions as depository, or (2) a determination by
the Commission that The Depository Trust Company or its successor (or any
substitute depository or its successor) is no longer able to carry out its
functions as depository; provided that any such substitute depository shall be
qualified under any applicable laws to provide the services hereunder
proposed to be provided by it; or
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(iii) To any person as provided below, upon (1) the
resignation of The Depository Trust Company or its successor (or substitute
depository or its successor) from its functions as depository; provided that no
substitute depository which is not objected to by the Trustee can be obtained,
or (2) a determination by the Commission that it is in the best interests of the
Commission to remove The Depository Trust Company or its successor (or
any substitute depository or its successor) from its function as depository.
(B) In the case of any transfer pursuant to clause (i) or clause (ii) of
Section 17.13(A) above, upon receipt of all Outstanding 1993 Series A Refunding
Bonds by the Trustee, together with a Certificate of the Commission to the Trustee,
a single new 1993 Series A Refunding Bond for each maturity shall be executed and
delivered, registered in the name of such successor or such substitute depository, or
their nominees, as the case may be, all as specified in such Certificate of the
Commission. In the case of any transfer pursuant to clause (iii) of Section 17.13(A)
above, upon receipt of all Outstanding 1993 Series A Refunding Bonds by the
Trustee together with a Certificate of the Commission to the Trustee, new 1993
Series A Refunding Bonds shall be executed and delivered in such denominations
and registered in the names of such persons as are requested in such a Certificate of
the Commission, subject to the limitations of Section 17.01 hereof; provided the
Trustee shall not be required to deliver such new 1993 Series A Refunding Bonds
within a period less than sixty (60) days from the date of receipt of such a Certificate
of the Commission.
(C) In the case of partial redemption, cancellation or an advance
refunding of any 1993 Series A Refunding Bonds evidencing all or a portion of the
principal maturing in a particular year, The Depository Trust Company shall make
an appropriate notation on the 1993 Series A Refunding Bonds indicating the date
and amounts of such reduction in principal, in form acceptable to the Trustee.
(D) The Commission and the Trustee shall be entitled to treat the
person in whose name any 1993 Series A Refunding Bond is registered as the
Bondholder thereof for all purposes of the Indenture, this Third Supplemental
Indenture and any applicable laws, notwithstanding any notice to the contrary
received by the Trustee or the Commission; and the Commission and the Trustee
shall have no responsibility for transmitting payments to, communication with,
notifying, or otherwise dealing with any beneficial owners of the 1993 Series A
Refunding Bonds. Neither the Commission nor the Trustee will have any
responsibility or obligations, legal or otherwise, to the beneficial owners or to any
other party including The Depository Trust Company or its successor (or substitute
depository or its successor), except for the Owner of any 1993 Series A Refunding
Bond.
(E) So long as all Outstanding 1993 Series A Refunding Bonds are
registered in the name of "Cede & Co." or its registered assigns, the Commission and
•
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the Trustee shall cooperate with "Cede & Co.," as sole registered Bondholder, and its
registered assigns in effecting payment of the principal or Accreted Value of, as
applicable, redemption premium, if any, and interest, as applicable, on the 1993
Series A Refunding Bonds by arranging for payment in such manner that funds for
such payments are properly identified and are made immediately available on the
date they are due.
SECTION A 17.15. Terms of 1993 Series A Refunding Bonds Subject
to the Indenture. Except as expressly provided in this Third Supplemental
Indenture, every term and condition contained in the Indenture shall apply to this
Third Supplemental Indenture and to the 1993 Series A Refunding Bonds with the
same force and effect as if the same were herein set forth at length, with such
omissions, variations and modifications thereof as may be appropriate to make the
same conform to this Third Supplemental Indenture.
This Third Supplemental Indenture and all the terms and provisions
herein contained shall form part of the Indenture as fully and with the same effect as
if all such terms and provisions had been set forth in the Indenture. The Indenture
is hereby ratified and confirmed and shall continue in full force and effect in
accordance with the terms and provisions thereof, as supplemented and amended
hereby.
SECTION ^ 17.16. Effective Date of Third Supplemental Indenture.
This Third Supplemental Indenture shall take effect upon its execution and delivery.
SECTION ^ 17.17. Execution in Counterparts. This Third
Supplemental Indenture may be executed in several counterparts, each of which shall
be deemed an original, and all of which shall constitute but one and the same
instrument.
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IN WITNESS WHEREOF, the parties hereto have executed this Third
Supplemental Indenture by their officers thereunto duly authorized as of the day and
year first written above.
RIVERSIDE COUNTY
TRANSPORTATION COMMISSION
By
(Seal)
Aft EST:
Clerk of the Riverside County
Transportation Commission
Approved as to form:
General Counsel
to the Riverside County
Transportation Commission
Executive Director
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS ASSOCIATION,
as Trustee
By
Title: Authorized Officer
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EXHIBIT A
•
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ACCRETED VALUE TABLE
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
SALES TAX REFUNDING REVENUE BONDS (LIMITED TAX BONDS),
1993 SERIES A
DELIVERY DATE:
MATURITY DATE:
Period Accreted
Ending Value
Stated Yield to Maturity: %
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EXHIBIT B-1
[FORM OF CURRENT INTEREST BOND]
No. $
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
SALES TAX REFUNDING REVENUE BONDS (LIMITED TAX BONDS),
1993 SERIES A
Maturity
Interest Rate Dated
Per Annum Date CUSIP
REGISTERED OWNER: Cede & Co.
PRINCIPAL AMOUNT:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION, a
public entity duly organized and existing under and pursuant to the laws of the State
of California (the "Commission"), for value received, hereby promises to pay (but
only out of the Revenues hereinafter referred to) to the registered owner named
above or registered assigns, on the maturity date specified above, the principal sum
specified above together with interest thereon from the date hereof until the
principal hereof shall have been paid, at the interest rate per annum specified above,
payable on December 1, 1993, and semiannually thereafter on June 1 and December
1 in each year. Interest hereon is payable in lawful money of the United States of
America (except as otherwise provided in the hereinafter mentioned Indenture) by
check mailed by first-class mail on each interest payment date to the registered
owner as of the close of business on the 15th day of the calendar month immediately
preceding such interest payment date. The principal hereof and premium, if any,
hereon are payable when due upon presentation hereof at the corporate trust office
of Bank of America National Trust and Savings Association, as trustee (together
with any successor as trustee under said Indenture, the "Trustee"), in Los Angeles,
California, in lawful money of the United States of America.
This Bond is one of a duly authorized issue of Riverside County
Transportation Commission Sales Tax Revenue Bonds (Limited Tax Bonds) (the
"Bonds") of the series and designation indicated on the face hereof. Said authorized
issue of Bonds is limited in aggregate principal amount as provided in said
Indenture, and consists or may consist of one or more series of varying
denominations, dates, maturities, interest rates and other provisions, as in said
Indenture provided, all issued and to be issued pursuant to the provisions of the
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•
Riverside County Transportation Sales Tax constituting Division 25 of the California
Public Utilities Code (the "Law"). This Bond is issued pursuant to an indenture
dated as of January 1, 1991 providing for the issuance of the Bonds, the first
supplemental indenture dated as of January 1, 1991, the second supplemental
indenture dated as of January 1, 1993 and the third supplemental indenture dated as
of 1, 1993, each by and between the Trustee named therein and the
Commission, authorizing the issuance of the Commission's Bonds (said indenture as
amended and supplemented, being the "Indenture"). Reference is hereby made to
the Indenture and to the Law for a description of the terms on which the Bonds are
issued and to be issued, the provisions with regard to the nature and extent of the
Revenues (as that term is defined in the Indenture), and the rights of the registered
owners of the Bonds; and all the terms of the Indenture and the Law are hereby
incorporated herein and constitute a contract between the Commission and the
registered owner from time to time of this Bond, and to all the provisions thereof
the registered owner of this Bond, by its acceptance hereof, consents and agrees.
Additional Bonds may be issued, and indebtedness may be incurred, on a parity with
the Bonds of this authorized issue, but only subject to the conditions and limitations
contained in the Indenture.
The Bonds and the interest thereon (to the extent set forth in the
Indenture), together with the Parity Debt (as defined in the Indenture) hereafter
issued by the Commission, and the interest thereon, are payable from, and are
secured by a charge and lien on, the Revenues derived by the Commission from the
transactions and use tax imposed pursuant to the Law. All of the Bonds and Parity
Debt are equally secured by a pledge of, and charge and lien upon, all of the
Revenues, and the Revenues constitute a trust fund for the security and payment of
the interest on and principal of the Bonds; but nevertheless out of Revenues certain
amounts may be applied for other purposes as provided in the Indenture.
The Bonds are limited obligations of the Commission and are payable,
both as to principal and interest, and as to any premium upon the redemption
thereof, out of the Revenues and certain funds held by the Trustee under the
Indenture.
The general fund of the Commission is not liable, and the credit or
taxing power of the Commission is not pledged (other than as described above), for
the payment of the Bonds or their interest. The Bonds are not secured by a legal or
equitable pledge of, or charge, lien or encumbrance upon, any of the property of the
Commission or any of its income or receipts, except the Revenues. No holder of this
Bond shall ever have the right to compel any exercise of the taxing power of the
Commission to pay this Bond or the interest hereon.
The 1993 Series A Refunding Current Interest Bonds maturing on or
before June 1, ^ 200 shall not be subject to redemption prior to their respective
stated maturities. The 1993 Series A Refunding Current Interest Bonds maturing on
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or after June 1, " 220 shall be subject to redemption prior to their respective stated
maturities, at the option of the Commission, from any source of available funds, as a
whole at any time, or in part, on any interest payment date (by such maturities as
may be specified by the Commission and by lot within a maturity), on or after
June 1, " 20 at the following redemption prices (computed upon the principal
amount of 1993 Series A Refunding Current Interest Bonds called for redemption),
plus accrued interest to the date fixed for redemption:
Redemption Period
(Both Dates Inclusive)
June 1, A 20 through May 31, A 20
June 1, A 20 through May 31, A 20
June 1, A 20 and thereafter
Redemption
Price
Series 1993 A Refunding Current Interest Bonds maturing on June 1,
shall also be subject to redemption prior to their stated maturity, in part, by lot, from
mandatory sinking account payments required by and as specified in the Third
Supplemental Indenture, on any June 1 on or after June 1, 20_, at the principal
amount thereof plus accrued interest thereon to the date fixed for redemption,
without premium.
This Bond is transferable or exchangeable for other authorized
denominations by the registered owner hereof, in person or by its attorney duly
authorized in writing, at the corporate trust office of the Trustee in Los Angeles,
California, but only in the manner, subject to the limitations and upon payment of
the charges provided in the Indenture, and upon surrender and cancellation of this
Bond. Upon such transfer a new fully registered Bond or Bonds without coupons, of
authorized denomination or denominations, of the same series, tenor, maturity and
interest rate for the same aggregate principal amount will be issued to the transferee
in exchange heretofore.
The Commission, the Trustee and any paying agent may deem and
treat the registered owner hereof as the absolute owner hereof for all purposes, and
the Commission, the Trustee and any paying agent shall not be affected by any
notice to the contrary.
The rights and obligations of the Commission and of the holders and
registered owners of the Bonds may be modified or amended at any time in the
manner, to the extent, and upon the terms provided in the Indenture, which provide,
in certain circumstances, for modifications and amendments without the consent of
or notice to the registered owners of Bonds.
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•
•
It is hereby certified and recited that any and all acts, conditions and
things required to exist, to happen and to be performed, precedent to and in the
incurring of the indebtedness evidenced by this Bond, and in the issuing of this
Bond, do exist, have happened and have been performed in due time, form and
manner, as required by the Constitution and statutes of the State of California, and
that this Bond, together with all other indebtedness, of the Commission pertaining to
the Revenues, is within every debt and other limit prescribed by the Constitution and
the statutes of the State of California, and is not in excess of the amount of Bonds
permitted to be issued under the Indenture or the Law.
This Bond shall not be entitled to any benefit under the Indenture, or
become valid or obligatory for any purpose, until the certificate of authentication
hereon endorsed shall have been manually signed by the Trustee.
IN WITNESS WHEREOF, THE RIVERSIDE COUNTY
TRANSPORTATION COMMISSION has caused this Bond to be executed in its
name and on its behalf by its Executive Director and countersigned by its Clerk, and
the seal of the Commission to be impressed hereon, and this Bond to be dated as of
the day of , 1993.
(SEAL)
Attest:
Clerk of the Riverside County
Transportation Commission
LA1-235754.V3
RIVERSIDE COUNTY
TRANSPORTATION COMMISSION
By
Executive Director
B-1-4
04/06/93
[FORM OF CERllhICATE OF AUTHENTICATION
AND REGISTRATION]
This is one of the Bonds described in the within -mentioned Indenture
and registered on the date set forth below.
Dated:
SECURITY PACIFIC NATIONAL BANK,
as Trustee
By
Authorized Signatory
[FORM OF ASSIGNMENT]
For value received hereby sell, assign and
transfer unto the within Bond and hereby irrevocably
constitute and appoint attorney, to transfer the same on
the books of the Commission at the office of the Trustee, with full power of
substitution in the premises.
Dated:
Signature Guaranteed by:
LA1-235754.V3
NOTE: The signature to this Assignment
must correspond with the name on the face
of the within Registered Bond in every
particular, without alteration or
enlargement or any change whatsoever.
NOTE: Signature must be guaranteed by a
member firm of the New York Stock
Exchange or a commercial bank or trust
company.
B-1-5
04/06/93
•
•
EXHIBIT B-2
•
•
No.
[FORM OF CAPITAL APPRECIATION BOND]
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
SALES TAX REFUNDING REVENUE BONDS (LIMITED TAX BONDS),
1993 SERIES A
Maturity
Interest Rate Dated
Per Annum Date CUSIP
REGISTERED OWNER: Cede & Co.
PRINCIPAL AMOUNT:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION, a
public entity duly organized and existing under and pursuant to the laws of the State
of California (the "Commission"), for value received, hereby promises to pay (but
only out of the Revenues hereinafter referred to) to the registered owner named
above or registered assigns, on the maturity date specified above, the principal sum
specified above together with interest thereon from the date hereof until the
principal hereof shall have been paid, at the yield to maturity specified above,
payable at maturity. The Accreted Value hereof and premium, if any, hereon are
payable when due upon presentation hereof at the corporate trust office of Bank of
America National Trust and Savings Association, as trustee (together with any
successor as trustee under said Indenture, the 'Trustee"), in Los Angeles, California,
in lawful money of the United States of America.
This Bond is one of a duly authorized issue of Riverside County
Transportation Commission Sales Tax Revenue Bonds (Limited Tax Bonds) (the
"Bonds") of the series and designation indicated on the face hereof. Said authorized
issue of Bonds is limited in aggregate principal amount as provided in said
Indenture, and consists or may consist of one or more series of varying
denominations, dates, maturities, interest rates and other provisions, as in said
Indenture provided, all issued and to be issued pursuant to the provisions of the
Riverside County Transportation Sales Tax constituting Division 25 of the California
Public Utilities Code (the "Law"). This Bond is issued pursuant to an indenture
dated as of January 1, 1991 providing for the issuance of the Bonds, the first
supplemental indenture dated as of January 1, 1991, the second supplemental
indenture dated as of January 1, 1993 and the third supplemental indenture dated as
LA1-235754.V3
B-2-1
04/06/93
of 1, 1993, each by and between the Trustee and the Commission,
authorizing the issuance of the Commission's Bonds (said indenture as amended and
supplemented, being the "Indenture"). Reference is hereby made to the Indenture
and to the Law for a description of the terms on which the Bonds are issued and to
be issued, the provisions with regard to the nature and extent of the Revenues (as
that term is defined in the Indenture), and the rights of the registered owners of the
Bonds; and all the terms of the Indenture and the Law are hereby incorporated
herein and constitute a contract between -the Commission and the registered owner
from time to time of this Bond, and to all the provisions thereof the registered
owner of this Bond, by its acceptance hereof, consents and agrees. Additional Bonds
may be issued, and indebtedness may be incurred, on a parity with the Bonds of this
authorized issue, but only subject to the conditions and limitations contained in the
Indenture.
The Bonds and the interest thereon (to the extent set forth in the
Indenture), together with the Parity Debt (as defined in the Indenture) hereafter
issued by the Commission, and the interest thereon, are payable from, and are
secured by a charge and lien on, the Revenues derived by the Commission from the
transactions and use tax imposed pursuant to the Law. All of the Bonds and Parity
Debt are equally secured by a pledge of, and charge and lien upon, all of the
Revenues, and the Revenues constitute a trust fund for the security and payment of
the interest on and principal of the Bonds; but nevertheless out of Revenues certain
amounts may be applied for other purposes as provided in the Indenture.
The Bonds are limited obligations of the Commission and are payable,
both as to principal and interest, and as to any premium upon the redemption
thereof, out of the Revenues and certain funds held by the Trustee under the
Indenture.
The general fund of the Commission is not liable, and the credit or
taxing power of the Commission is not pledged (other than as described above), for
the payment of the Bonds or their interest. The Bonds are not secured by a legal or
equitable pledge of, or charge, lien or encumbrance upon, any of the property of the
Commission or any of its income or receipts, except the Revenues. No holder of this
Bond shall ever have the right to compel any exercise of the taxing power of the
Commission to pay this Bond or the interest hereon.
The Series 1993 A Refunding Capital Appreciation Bonds maturing
shall not be subject to redemption prior to their respective stated maturities.
This Bond is transferable or exchangeable for other authorized
denominations by the registered owner hereof, in person or by its attorney duly
authorized in writing, at the corporate trust office of the Trustee in Los Angeles,
California, but only in the manner, subject to the limitations and upon payment of
the charges provided in the Indenture, and upon surrender and cancellation of this
LA1-235754.V3
B-2-2
04/06/93
•
•
•
•
Bond. Upon such transfer a new fully registered Bond or Bonds without coupons, of
authorized denomination or denominations, of the same series, tenor, maturity and
interest rate for the same aggregate principal amount will be issued to the transferee
in exchange heretofore.
The Commission, the Trustee and any paying agent may deem and
treat the registered owner hereof as the absolute owner hereof for all purposes, and
the Commission, the Trustee and any paying agent shall not be affected by any
notice to the contrary.
The rights and obligations of the Commission and of the holders and
registered owners of the Bonds may be modified or amended at any time in the
manner, to the extent, and upon the -terms provided in the Indenture, which provide,
in certain circumstances, for modifications and amendments without the consent of
or notice to the registered owners of Bonds.
It is hereby certified and recited that any and all acts, conditions and
things required to exist, to happen and to be performed, precedent to and in the
incurring of the indebtedness evidenced by this Bond, and in the issuing of this
Bond, do exist, have happened and have been performed in due time, form and
manner, as required by the Constitution and statutes of the State of California, and
that this Bond, together with all other indebtedness, of the Commission pertaining to
the Revenues, is within every debt and other limit prescribed by the Constitution and
the statutes of the State of California, and is not in excess of the amount of Bonds
permitted to be issued under the Indenture or the Law.
This Bond shall not be entitled to any benefit under the Indenture, or
become valid or obligatory for any purpose, until the certificate of authentication
hereon endorsed shall have been manually signed by the Trustee.
LA1-235754.V3
B-2-3
04/06/93
IN WITNESS WHEREOF, THE RIVERSIDE COUNTY
TRANSPORTATION COMMISSION has caused this Bond to be executed in its
name and on its behalf by its Executive Director and countersigned by its Clerk, and
the seal of the Commission to be impressed hereon, and this Bond to be dated as of
the day of , 1993.
(SEAL)
Attest:
Clerk of the Riverside County
Transportation Commission
LA1-235754.V3
RIVERSIDE COUNTY
TRANSPORTATION COMMISSION
By
Executive Director
B-2-4
04/06/93
•
•
•
•
•
[FORM OF CER'11FICATE OF AUTHENTICATION
AND REGISTRATION]
This is one of the Bonds described in the within -mentioned Indenture
and registered on the date set forth below.
Dated:
SECURITY PACIFIC NATIONAL BANK,
as Trustee
By
Authorized Signatory
[FORM OF ASSIGNMENT]
For value received hereby sell, assign and
transfer unto the within Bond and hereby irrevocably
constitute and appoint attorney, to transfer the same on
the books of the Commission at the office of the Trustee, with full power of
substitution in the premises.
Dated:
Signature Guaranteed by:
LA1-235754.V3
NOTE: The signature to this Assignment
must correspond with the name on the face
of the within Registered Bond in every
particular, without alteration or
enlargement or any change whatsoever.
NOTE: Signature must be guaranteed by a
member firm of the New York Stock
Exchange or a commercial bank or trust
company.
B-2-5
04/06/93
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-FOOTER 1-
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- FOOTER 2-
-FOOTER 3 -
Footer Discontinued
- FOOTER 4-
A-#
- FOOTER 5 -
Footer Discontinued
-FOOTER 6-
B-1-#
-FOOTER 7-
Footer Discontinued
-FOOTER 8-
B-2-#
LA1-235754.V3
B-2-6
04/06/93
•
•
•
DATE: January 5, 1994
•
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO: Administrative Committee
Budget and Finance Committee
FROM: Dean Martin, Controller
THROUGH: Jack Reagan, Executive Director
SUBJECT: Single Signature Authority Report
For the period ending December 31, 1993, three contracts were executed under single
signature authority granted to the Executive Director by the Commission. Those
contracts are outlined on the attached report. There remains approximately $18,500
capacity to enter into additional contracts for the remainder of the fiscal year. For the
first six months of the fiscal year, the entire capacity was not utilized. There was an
unexpended and expired capacity of $48,000.
Staff Recommendation:
That the Commission receive and file.
:jw
Attachment
F:\USERS\PREPRINT\JAN.94\SINSIG.DM
•
•
•
• •
CONSULTANT
JULY THRU DECEMBER 1993
Crockettt Ente rprises
Beve rly Co peland
Tetra Tech, Incorpora ted
E. Robert Freeman
TOTAL
AMOUNT AVAILABLE JANUARY 1, 1923
THRU DECEMBER 31, 1993
CONTRACTS AUTHORIZED UNDER
SINGLE SIGNATURE AUTHORITY
AS OF DECEMBER 31, 1993
DESCRIPTION CONTRACT EXPENDED RE MAINING
OF SERVICES AMOUNT A MOUNT BALANCE
Consulting service with the
Orange County Transportation
Coalition.
Consulting servic e f or revision
of Measure A Specialized Transit
application.
Perform a preliminary hazardous
waste investigati on at the Latimer
Grain Mill property.
10,000
1,500
10,000
Appraisal Service 10,000
31,500
50,000
AM OUNT REM AINING THRU DECEMBER 31, 1993 18,500
862 9,138
1,000 500
0 10,000
1,400 8,600
3,262 28,238
•
•
DATE:
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
TO:
Budget and Finance Committee
Administrative Committee
FROM: Jack Reagan, Executive Director
SUBJECT: Continued Item - Proposed Staffing to Proceed with Projects in Riverside
County
During its December 8, 1993 meeting, the Commission considered a proposal to
provide reimbursable services of RCTC contract employees to Caltrans to expedite
project development. The PECG vs. Caltrans ruling, and subsequent rulings, limits
Caltrans ability to contract directly, or indirectly through local agencies, for consultant
services; no such limitation exists for reimbursable work performed for Caltrans by
local agencies' employees.
The Commission acted to generally support the proposal, and directed RCTC and
Caltrans to work out a more specific proposal and contract for reimbursable services.
The most immediate opportunity for such services is to assist Caltrans District 11 to
expedite the Route 86 projects; twelve (12) person years of RCTC employee
assistance could trim approximately one-year from the schedule of required work.
Immediately following the meeting, Gary Gallegos, Director of Caltrans District 11
inquired if it might be possible for RCTC to perform the work in FY 1993-94 with
reimbursement of its employee costs in FY 1994-95. The purpose of this item is to
determine the Commission's willingness to execute and agreement to provide services
subject to deferred reimbursement.
Staff Recommendation:
That the Commission:
1) Indicate willingness to provide RCTC contract employee services in FY 1993-
94, subject to an agreement for reimbursement in FY 1994-95;
2) And Caltrans should negotiate an agreement for reimbursement of required
services; and
3) Proceed with recruiting for contract employees to meet the requirements of
Caltrans District 11.
:jw
F:\USERS\PREPRINT\JAN.94\CONTEMPL.JR
DATE:
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
TO: Administrative Committee
Budget and Finance Committee
FROM: Paul Blackwelder, Deputy Executive Director
SUBJECT: Gilman Grade Separation Project
In October 1993 Caltrans District 08 requested and the Commission approved an
advance of up to $ 1 million in Measure A funds to proceed with the purchase of
right of way necessary for the Gilman Springs/Route 79 Grade Separation Project.
The Commission approval was based on Caltrans providing assurance that RCTC
would be reimbursed early in FY 1994/95. Caltrans requested this assistance in order
to be able to use the shorter RCTC right of way process for purchase of the Gilman
Springs interchange project, such that the interchange would be constructed with the
Route 79 (Lambs Canyon) project which has a June 30, 1994 SB 300 bid deadline.
Based on a review of the two projects and their cost estimates, we expect that by
constructing both projects under one construction contract could result in a savings
of up $2.6 million.
Written information regarding reimbursement we have received from Caltrans to date
does not provide adequate time specific assurance for reimbursement to RCTC based
on the near term shortages for state revenues.
District 08 staff will meet with the federal agencies prior to the Budget/Finance and
Administrative Committee meetings in hopes of getting their sign off for the project.
If the federal agencies determine they can grant environmental approval for the Grade
Separation project, Caltrans will be able to provide a much higher level of assurance
to the Commission regarding reimbursement for the advanced expenditure for the
project.
Since we are not sure which way the federal decision will fall, and since approval by
the federal agencies may in fact solve the potential problem, staff will have to provide
a verbal update at the Committee meetings and submit the written report to the
Commission in the Commission Meeting Agenda materials.
F:\USERS\PREPRINT\JAN.94\GILMAN.PB
Page 2
Staff Recommendation:
That the Commission discuss and take possible action based on the results of efforts
to obtain federal environmental approval for the Gilman Grade Separation project.
:jw
F:\USERS\PREPRINT\JAN.94\GILMAN.PB
•
•
DATE:
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO:
FROM:
THROUGH:
SUBJECT:
January 5, 1994
Administrative Committee
Budget and Finance Committee
Tom Horkan, Bechtel Project Manager
Jack Reagan, Executive Director
Cost Revisions for Press Enterprise Work - Final Bid Numbers
In September of 1993, Staff brought forward an agenda item to reconstruct the Press -
Enterprise facilities. The facilities had been disrupted as part of the acquisition of
property for needed rail improvements for the Riverside -Downtown Commuter Rail
Station and operation of Commuter Rail on Union Pacific tracks.
The item included work to be completed on Press -Enterprise property, reconstruction
of Vine Street adjacent to the Press property, other street work on Howard and
Prospect, and traffic signal installation at the intersection of Vine and Cridge.
The construction cost for the Press -Enterprise on -site work was estimated to be
$650,000 with final costs numbers to be verified by final bids. The Commission was
asked to approve and authorize the Executive Director to enter into, an agreement
with the Press -Enterprise for payment of the Press reconstruction. These funds would
come from the Measure A Rail program.
Staff has been moving towards finalizing the agreement with the Press -Enterprise, and
the Press has been receiving final bids for the work, and accounting for all costs
involved with the reconstruction. The final costs submitted by the Press -Enterprise
are greater than the originally estimated $650,000. The final cost numbers are from
actual bids from contractors, and costs incurred by the Press -Enterprise that would
be attributable to the necessary reconstruction of the facilities.
The current estimated total (construction, construction management, permits, fees,
testing and inspection) is $868,850. The difference in costs are accounted for by
two factors:
1. The original construction cost estimate staff reported did not include
administrative, permitting, fees, testing and inspection services.
F:\USERSIPREPRINT\JAN.941PRESS-ENT.TH
Page 2
2. The Press -Enterprise had originally envisioned completing the street work on
Vine Street adjacent to their facility. This work will now be completed by the
City of Riverside and therefore eligible for State TCI (Transit Capital
Improvement) funds. RCTC will receive the benefit of State reimbursement for
this work, estimated at $250,000. The Press -Enterprise will however incur
some additional cost not included in the original September of 1993 estimate.
The additional cost will be in staging of work, to be done in conjunction with
the City of Riverside contractor, and in additional mobilization costs caused by
the staging.
Bechtel staff is currently checking bids and other costs submitted by the Press -
Enterprise for Commission reimbursement. Staff will update at the Budget and
Finance and Administrative Committee meetings on the final results. The Press -
Enterprise is ready to begin construction and signature of the Letter of Agreement is
the final step to commence the work. The Letter of Agreement is attached with
Exhibit A giving a breakdown of the Press -Enterprise costs.
This cost was not budgeted in the FY 93/94 budget. Costs were included in the FY
92/93 budget as the work was originally slated to be completed by June of 1993.
The funds will be Measure A Rail funds and come from contingency amount in the FY
93/94 budget.
Staff Recommendation:
That the Commission authorize the Executive Director to enter into the attached letter
of Agreement with the Press -Enterprise for completion of reconstruction of Press -
Enterprise facilities. The current total estimated cost is $868,850. Staff also
recommends allocation of a 15% contingency of $130,000 for change orders to be
authorized by the Executive Director for completion of the work.
TH:jw
Attachment
F:\USERS\PREPRINTIJAN.94\PRESS-ENT.TH
•
•
BEST, BEST & KRIEGER
A ♦NRN[RiM MMAIDMO NOFnOWNAL CORPORATION{
LAWYERS
•
•
•
ARTHUR L. UTTLEWORTH•
GLEN E. STEPHENS•
WILLIAM R. D.WOLFE•
BARTON C. GAUT•
PAUL T. SELZER•
DALLAS HOLMES•
CHRISTOPHER L. CARPENTER*
RICHARD T. ANDERSON`
JOHN D. WAHLIN•
MICHAEL D. HARRIS.
W. CURT EALY•
THOMAS S. SLOVAK*
JOHN E. BROWN•
MICHAEL T. RIDDELL•
MEREDITH A. JURY.
MICHAEL GRANT*
FRANCIS J. BAUM`
ANNE T. THOMAS•
D. MARTIN NETHERY•
GEORGE M. REYES
WILLIAM W. FLOYD, JR.
GREGORY L. HARDKE
KENDALL H. M.cVEY
CLARK H. ALSO!**
DAVID J. ERWIN•
MICHAEL J. ANDELSON`
• • PROF ORIONAl-CORPORATION
DOUGLAS S. PHILLIPS.
ANTONIA ORAPHOS
GREGORY K. WILKINSON
WYNNE S. FURTH
DAVID L. BARON
GENE TANAKA
BASIL T. CHAPMAN
TIMOTHY M. CONNOR
VICTOR L. WOLF
DANIEL E. OUVIER
DANIEL J. MCHUGH
HOWARD 8. GOLDS
STEPHEN P. DEITSCH
MARC E. EMPEY
JOHN R. ROTTSCHAEFER
MARTIN A. MUELLER
J. MICHAEL SUMMEROUR
VICTORIA N. KING
JEFFERY J. CRANDALL
SCOTT C. SMITH
JACK B. CLARKE. JR.
BRIAN M. LEWIS
BRADLEY E. NEUFELD
SHARYL WALKER
PETER M. BARMACK
JEANNETTE A. PETERSON
ELISE K. TRAYNUM
WILLIAM D. DAHUNG, JR.
MATT H. MORRIS
JEFFREY V. DUNN
STEVEN C. D.BAUN
ERIC L. GARNER
DENNIS M. COTA
RACHELLE .1. NICOLLE
ROBERT W. HARGREAVES
JANICE L WEIS
PATRICK H. W. F. PEARCE
KIRK W. SMITH
JASON D. OABAREINER
KYLE A. SNOW
MARK A. EASTER
DIANE L. FINLEY
MICHELLE OUELLETTE
DAVID P. PHIPPEN, SR.
SUSAN C. NAUSS
CHRISTOPHER DODSON
BERNIE L. WILUAMSON
ELAINE E. HILL
KEVIN K. RANDOLPH
JAMES B. GILPIN
MARSHALL S. RUDOLPH
KIM A. BYRENS
CYNTHIA M. GERMANO
MARY E. GILSTRAP
GLENN P. SABINE
CHRISTINE L. RI ;HARDSON
JOANE GARCIA-COLSON
PHILIP .1. KOEHLER
DIANE C. WIESE
REBECCA MARES DURNET
DOROTHY I. ANDERSON
G. HENRY WELLES
JAMES R. HARPER
DINA 0. HARRIS
BARBARA R. BARON
RICHARD T. EGGER
PATRICK D. DOLAN
DEAN R. DERLETH
HELENE P. DREYER
EMILY P. HEMPHILL
SONIA RUBIO SHARMA
JOHN 0. PINKNEY
RAYMOND BEST (1868-1957)
JAMES H. KRIEGER (1913-1975)
EUGENE BEST (1893-1981)
January 3, 1994
Mr. Jack Reagan
Executive Director
Riverside County Transportation
Commission
3560 University Avenue, Ste. 100
Riverside, CA 92501
Ms. Marcia McQueen
President and Executive Editor
The Press -Enterprise
3512 Fourteenth Street
Riverside, CA 92501
Gentlemen:
400 MISSION SQUARE'
3730 UNIVERSITY AVENUE
POST OFFICE SOX 1028
RIVERSIDE, CALIFORNIA 92502-1028
TELEPHONE (909) 686-1450
TELECOPIERS
(909) 686-3083 • 682-4612
OF COUNSEL
JAMES B. CORISON
OFFICES IN
PALM SPRINGS (619)325-7264
RANCHO MIRAGE (619)568-2811
ONTARIO (909) 989-8584
Re: Letter Agreement -- RCTC/Press-Enterprise
Transaction
The purpose of this letter is to confirm the
transactions between RCTC and the Press -Enterprise which have
already taken place and to set forth the understanding of both
parties regarding those matters which still need to be
finalized. A brief review of the facts and circumstances is as
follows:
A. RCTC has recently completed construction of
commuter rail station facilities in the downtown Riverside
area. One of the tracks (upon which commuter rail trains are
stored) crosses property formerly owned by the Press -Enterprise
and previously used by it as a paint and body shop ("Body Shop
Property"). In cooperation with RCTC (and in lieu of
condemnation), the Press -Enterprise conveyed this property to
RCTC on October 22, 1992.
LAW OFFICES OF
BEST, BEST & KRIEGER
Mr. Jack Reagan
Ms. Marcia McQueen
January 3, 1994
Page 2
B. As consideration for conveyance of the Body Shop
Property from the Press Enterprise to RCTC, RCTC has acquired
and conveyed to the Press -Enterprise (1) the Quinlan Property
(located at the southeast corner of Vine and Prospect), and (2)
the Armenta Property (located at the southwest corner of Vine
and Prospect). These properties were conveyed by RCTC to the
Press -Enterprise on October 22, 1992 and December 21, 1992,
respectively.
C. The City of Riverside (the "City") has agreed to
vacate a portion of Vine Street (resulting in a 28 foot street
width between Cridge and Prospect Streets) in order to
facilitate the more efficient utilization by the Press -
Enterprise of its properties bordering Vine Street. "'Inasmuch
as RCTC's commuter rail activities have caused the relocation
of the Press -Enterprise's paint and body shop facility and have
otherwise affected the operation of all of its fleet
maintenance activities in this area, RCTC and the Press -
Enterprise have agreed upon the following allocation of costs
and responsibilities with respect to the relocation and
reconstruction of such facilities.
1. Demolition/Relocation of Building. Tilden -Coil
has completed demolition of the building located on the Body
Shop Property (the "Building"). RCTC has agreed to pay the
costs associated with the demolition of the Building and its
reconstruction upon property owned by the Press -Enterprise
immediately to the north of the Body Shop Property. In
addition to the cost of demolition and reconstruction,
relocation costs also include expenses for rental by the
Press -Enterprise of a substitute paint and body shop facility
on Brockton Avenue in Riverside. Such substitute facility is
being leased by the Press -Enterprise on a month -to -month basis,
at the rate of Nine Hundred Dollars ($900.00) per month. These
expenses will also include moving expenses, the cost of permits
and similar associated costs.
2. Public Improvements. RCTC will have completed
by separate forces all "street work" within the public
rights -of -way. This will include: demolition of existing
street improvements (as necessary), construction of curbs and
gutters, grading and paving, cross gutters, relocation of palm
trees on Armenta Property, construction of driveway aprons,
utility relocation, landscaping, irrigation and construction of
street light on Cridge. All of the foregoing will be
constructed in accordance with City approved plans.
•
•
•
LAW OFFICES OF
BEST, BEST & KRIEGER
•
Mr. Jack Reagan
Ms. Marcia McQueen
January 3, 1994
Page 3
3. Additional Demolition/Improvements. The Press -
Enterprise owns a corrugated metal building, sometimes referred
to as the "mop factory," located immediately adjacent to (the
south of) the Quinlan Property. Those activities now carried
out by the Press -Enterprise in the mop factory will be
transferred to the Quinlan Property, and in order to compensate
for parking which is being lost as a result of the relocation
of the Building, the metal building is to be demolished and the
mop factory property is to be graded and a parking lot is to be
constructed thereon. The Armenta Property will also be graded
and parking improvements will be constructed thereon, in order
to further alleviate the loss of parking which has resulted
from the relocation of the Building. These parking
improvements on the Armenta Property and the mop factory will
include grading, paving, concrete, landscaping, irrigation,
lighting, fencing and security.
4. Costs/Budget. RCTC will pay all costs
associated with the demolition and relocation of the Building
and costs of street improvements as described above. A
proposed budget for the construction costs described above is
attached as Exhibit "A". Prior to the date of this Agreement,
RCTC, through funds deposited in Best, Best & Krieger's Trust
Account, has reimbursed certain expenses to the Press -
Enterprise. As of the date of this Agreement, the total amount
which has been reimbursed to the Press -Enterprise by RCTC is
$ . Following the execution of this Agreement,
reimbursements to the Press -Enterprise for payments to
contractors, subcontractors, material suppliers, architects and
engineers will be paid by RCTC in accordance with Exhibit "A"
and based upon submission by the Press -Enterprise of approved
invoices, paid invoices and mechanic's lien waivers, as
appropriate.
5. Legal Representation. The parties each
acknowledge that the law firm of Best, Best & Krieger continues
to represent both parties with respect to the matters described
in this letter, pursuant to written waivers from each party.
I am providing you each with two copies of this
letter. Once this letter has been signed by both of you, it is
intended to constitute a binding agreement between RCTC and the
Press -Enterprise. If you feel that this letter accurately
represents the agreement which has been reached, please so
indicate by signing in the spaces below and returning one
signed copy of this letter to me. I will then provide that
LAW OFFICES OF
BEST, BEST & KRIEGER
Mr. Jack Reagan
Ms. Marcia McQueen
January 3, 1994
Page 4
copy to the other party, so that each of you will have fully
executed counterparts. Please contact me immediately if you
feel that this letter agreement is inaccurate or incomplete in
any respect.
Ve]N,tru
ichael t;ra
of Best, Best & Krieger
MG/dk153706
Enclosure
On behalf of the Riverside County
Transportation Commission, I hereby
acknowledge and agree to the foregoing.
By:
Jack Reagan, Executive Director
On behalf of The Press -Enterprise,
we hereby acknowledge and agree to
the foregoing.
By:
By:
Marcia McQueen, President and
Executive Editor
Howard Owens, Operations Director
•
•
•
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EXHIBIT "A"
•
TILDEN-COIL CONSTRUCTORS, INC.
PRESS ENTERPRISE
VEHICLE BODY SHOP ?•GILDING
AND
ONSITE IMPROVEMENTS
DECEMBER 16, 1993
ESTIMATE
DESCRIPTIPN OF WORK
A.) VEHICLE BODY SHOP BUILDING
1. Structural Concrete
2. Reinforcing Steel
3. Masonry
4. -.Metal Building
5. Misc. Metals
6. Rough Carpentry
7. Hollow Metal Doors & Frames
8. Overhead and Canopy Doors
9. Finish Hardware
10. Finish Carpentry
11. Painting and CMU Waterproofing
12. Flooring
13. Plumbing
14. Fire Sprinklers
15. H V A C
16. Security System
17. Electrical
18. Misc. Specialties
SUB - TOTAL
B.) ONSITE IMPROVEMENTS
1. Remove / Relocate Trees
2. Demolition, Rough Grade and Fine Grade
3. Relocate Existing Pole
4. Store Drain System
Under Sidewalk Drains
6. Onsite and Offsite Concrete
7. Chain Link Fence and Gates
�. Asphalt Paving, Redwood Header,
and Seal Coat
a. Landscape and Irrigation
O. Line Stripe, Wheel Stops,
and Handicap Signs
11. Site Masonry
12. Asbestos Abatement ! ^iop Factory)
50,816.00
9,450.00
52,000.00
76,488.00
11,700.00
20,129.00
3,525.00
3,277.00
2,593.00
1,630.00
14,721.00
2,175.00
33,550.00
11,150.00
9,555.00
11,330.00
62,208.00
13,924.00 *
390,221.00
INC. WITH LANDSCAPE
47,805.00 *
INC. WITH ELECTRICAL
DELETED FROM TCC SCOPE
5,700.00
48,012.00 *
42,093.00
55,655.00 *
37,576.00
3,240.00
16,750.00
960.00 *
•
•
•
•
•
TILDEN—COIL CONSTRCCTGRS, INC.
PRESS ENTERPRISE
VEHICLE BODY SHOP BUILDING
AND
ONSITE IMPROVEMENTS
DECEMBER 16, 1993
DESCRIPTIPN OF (WORK
ESTIMATE
SUB —TOTAL
SUB —TOTAL A F. B
257,791.00
648,012.00
TCC PRECONSTF:CCTION SERVICES 23 220.00 *
GENERAL CONDITIONS SUPERVISION 81,337.00
OVERHEAD 60 38,880.72
PROFIT 4`s 25,920.48
INSURANCE 1% 6,480.12
BONDS
N/A
CONTINGENCY 25,000.00
SUB —TOTAL
PERMITS AND FEES (ALLOWANCE)
TESTING AND INSPECTION (ALLOWANCE)
. TOTAL
848,850.32
30,000.00
15,000.00
893,850.32
•
DATE:
January 5, 1994
•
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO: Administrative Committee
Budget and Finance Committee
FROM: Tom Horkan, Bechtel Project Manager
THROUGH: Jack Reagan, Executive Director
SUBJECT: City of Perris RCTC Property - Conceptual Site Plan and Specific Plan
Amendment
Background
With the RCTC acquisition of the San Jacinto Branch Line from Santa Fe, RCTC also
acquired approximately 14 acres in Downtown Perris. This property contains the
railroad right-of-way, plus additional property currently being leased to the City of
Perris and various private property owners.
The City of Perris completed a Specific Plan of the Downtown Area in 1993. The plan
had called for the area RCTC owns to be generally open space. Staff felt that this
plan ignores the potential ability for mixed use with a future rail station site, that could
benefit RCTC and the City of Perris. Staff has been working with City of Perris staff
on Specific Plan Amendment to allow a commercial\office use designation for the
property.
The Commission previously approved a contract with ICF Kaiser to prepare conceptual
site plan alternatives for the property. This planning effort was to include study of
alternatives for rail line location, future commuter rail station facilities, and the
potential for mixed use development on the RCTC property. The study also examined
the interrelationship between the RCTC property and the adjacent property owners,
some of whom are reliant on the RCTC owned land for parking.
Study Results
Staff has worked with the consulting team and a Project Advisory Committee
consisting of representatives from the City of Perris, SCRRA, RTA, WRCOG, County
of Riverside, ATS&F, the Perris Valley Historical and Museum Association, Old Perris
Downtown Association, and adjacent property owners.
F:\USERS\PREPRINTIJAN.941PERRIS1.TH
Page 2
The advisory committee has assisted staff and the consulting team in development
of a proposed phased approach to development of the property in the City of Perris.
Phase I consists of improving the current track through the property, construction of
a new siding for serving the ne
•
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•
•
•
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DATE:
•
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
TO: Administrative Committee
Budget and Finance Committee
FROM: Jack Reagan, Executive Director
SUBJECT: Caltrans District 11 Proposal to Rescind Fund Allocation
for Route 86 Project
I have been advised by Gary Gallegos, Director of Caltrans District
11, that Caltrans will ask the California Transportation Commission
(CTC) to rescind its prior vote to allocate funding for the Route 86
project. When projects are nearing advertising, CTC allocates funds
to STIP programmed projects, and this was done for the Route 86
project in the Spring of 1993 in anticipation of advertisement for
bid prior to June 30, 1993. Unfortunately the requirement for
preparation of a full Supplemental Environmental Impact Statement
(SETS) for the project will involve a delay of at least two to three
years. Caltrans would like to free up the available funding for some
other deliverable project within the State.
Gary advises that since the prior programmed level was higher than
the engineers's estimate on which the funding allocation was made,
that the Route 86 project will actually realize an increasing in
funding commitment; at this time, District 11 has not finalized the
amount of the difference, but it is believed to be at least $17
million, and perhaps a few million dollars more. There is a funding
shortage, with only about two years of firm, available funding now
assumed to be available for STIP projects, after which time
programmed STIP projects may have to be deferred to match revenue
stream.
Notwithstanding the current requirement for an SEIS, some might
consider this action as reducing the commitment to the Route 86
project. The Route 86 Improvement Committee, Legislators, and
others are still advocating more immediate resolution of wetlands
and other issues so that the project may proceed quickly.
F:\USERS\PREPRINT\JAN.94\ROUT86FU.JR
w
We have discussed this issue with Ken Steele, Director of Caltrans
District 8, and have developed a proposal which might keep the
funding commitment for a project within Riverside County and still
retain the funding commitment to Route 86. The funding programmed to
Route 86 is Inter Regional Road System (IRRS) plan funds. The only
other highway segment eligible for IRRS funds within the County is
Route 74 between Interstates 15 and 215. Currently, RCTC has
committed $10 million for Route 74 right-of-way within its approved
three year capital budget. Since Caltrans Headquarters did not
support RCTC's and Caltrans District 8's bid for IRRS funds for Route
74 during the 1992 STIP process, we have assumed that this project
would need to be funded entirely from Measure A. The Route 74 project
is near final approval of a NEPA certified EIS and the design for
construction may be completed within the next six -months or so. It
should be possible to request that CTC allocate the funds previously
voted for the Route 86 to the Route 74 project, subject to a
requirement that RCTC would commit to replace the amount of such IRRS
funds with Measure A funds for the Route 86 project at such time that
project is ready to proceed.
Staff Recommendation:
That the Commission support rescinding the allocation of IRRS plan
funds to Route 86 only under the condition that such funds should be
allocated to the Route 74 project and a like amount of Measure A funds
would be allocated to the Route 86 project.
:jw
F:\USERS\PREPRINTWAN.94\ROUT86FU.JR
•
•
DATE:
TO:
FROM:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
Administrative Committee
Budget and Finance Committee
Dean Martin, Controller
THROUGH: Jack Reagan, Executive Director
SUBJECT: Funding Agreement with SunLine Transit Agency
SunLine Transit Agency is requesting that the Commission advance against SunLine's
five percent share of Coachella Valley Measure A revenues. SunLine would like to use
the funds to expand its dial -a -ride and bus services. SunLine is proposing to repay the
loan within five years.
The advanced funds would purchase property which includes a structure in downtown
Indio. The structure would be used to house SunLine's Dial -A -Ride operations, and
would serve as the staging areas for 12 full size transit buses. The facility would also
contain a full public access compressed natural gas fueling station. SunLine is looking
at other potential tenants such as College of the Desert's Energy Technology Training
Center and NGV ecotrans (compressed natural gas conversion company).
Currently SunLine pays about $48,000 a year to lease a building for its Dial -A -Ride
program. That money would now be invested in an owned facility. Cost savings
would result due to sharing facility costs with other tenants. Once the debt is retired,
the entire savings would be used to maintain and expand levels of service.
SunLine estimates that the reduction of deadhead time due to housing twelve buses
at this facility would generate additional savings up to $200,000.
In summary, SunLine would realize the following benefits from purchasing this
property and using it as outlined above:
Reduction of facility costs.
Long term additional funds available to maintain and expand dial -a -ride services
(minimum of $48,000).
F:\USERS\PREPRINT\JAN.94\SUNLFUND.DM
Page 2
Savings up to $200,000 from reduced deadhead time.
Clean air promotion by providing alternative fuel to the public.
Create local jobs by attracting new business to the Valley.
Support educational development within the Valley.
Help to revitalize downtown Indio and generate sales tax revenue.
Access low cost debt via the Commission (see paragraph below).
SunLine expects that the entire cost including land, building, and improvements will
not exceed $600,000.
A funding agreement has been drafted that reflects the Commissions financing
guidelines as adopted earlier this year. Source of repayment would be SunLine's five
percent share of the Coachella Valley's Measure A sales tax. Staff would propose to
initially use Commercial Paper to fund this request. Tax exempt commercial paper
rates are currently less than 3%.
Staff Recommendation:
That the Commission:
1) Approve the advance of Coachella Valley Measure A funds from the special
transportation/transit program in an amount not to exceed $630,000 (including
costs of issuance) to SunLine Transit Agency; and
2) Authorize the Executive Director to execute the attached funding agreement in
substantial form as presented subject to review by legal counsel.
:jw
F:\USERS\PREPRINT\JAN.94\SUNLFUND.DM
BEST, BEST & KRIEGER
A PARTNERSHIP INCLUDING, PROPESSOONAL CORPORATIONS
•
•
LAWYERS
ARTHUR L. LITTLEWORTH• DOUGLAS S. PHILLIPS.
GLEN E. STEPHENS• ANTONIA GRAPHOS
WILLIAM R. D.WOLFE• GREGORY K. WILKINSON
BARTON C. GAUT• WYNNE S. FURTH
PAUL T. SELZER• DAVID L. BARON
DALLAS HOLMES• GENE TANAKA
CHRISTOPHER L. CARPENTER. BASIL T. CHAPMAN
RICHARD T. ANDERSON• TIMOTHY M. CONNOR
JOHN D. WAHLIN• VICTOR L. WOLF
MICHAEL D. HARRIS` DANIEL E. OLIVIER
W. CURT EALY• DANIEL .1. McHUGH
THOMAS S. SLOVAK. HOWARD 8. GOLDS
JOHN E. BROWN. STEPHEN P. DEITSCH
MICHAEL T. RIDDELL• MARC E. EMPEY
MEREDITH A. JURY• JOHN R. ROTTSCHAEFER
MICHAEL GRANT• MARTIN A. MUELLER
FRANCIS J. BAUM• J. MICHAEL SUMMEROUR
ANNE T. THOMAS. VICTORIA N. KING
D. MARTIN NETHER'''. JEFFERY J. CRANDALL
GEORGE M. REYES SCOTT C. SMITH
WILLIAM W. FLOYD, JR. JACK B. CLARKE, JR.
GREGORY L. HARDKE BRIAN M. LEWIS
KENDALL H. MacVEY BRADLEY E. NEUFELD
CLARK H. ALSOP• SHARYL WALKER
DAVID J. ERWIN• PETER M. BARMACK
MICHAEL J. ANDELSON• JEANNETTE A. PETERSON
• A PROFESSIONAL CORPORATOR
HAND DELIVERY
ELISE K. TRAYNUM
WILLIAM D. DAHLING, JR.
MATT H. MORRIS
JEFFREY V. DUNN
STEVEN C. DeBAUN
ERIC L. GARNER
DENNIS M. COTA
RACHELLE J. NICOLL(
ROBERT W. HARGREAVES
JANICE L. WEIS
PATRICK H. W. F. PEARCE
KIRK W. SMITH
JASON D. DABAREINER
KYLE A. SNOW
MARK A. EASTER
DIANE L. FINLEY
MICHELLE OUELLETTE
DAVID P. PHIPPEN, SR.
SUSAN C. NAUSS
CHRISTOPHER DODSON
BERNIE L. WILLIAMSON
ELAINE E. HILL
KEVIN K. RANDOLPH
JAMES B. GILPIN
MARSHALL S. RUDOLPH
KIM A. BYRENS
CYNTHIA M. GERMANO
MARY E. GILSTRAP
GLENN P. SABINE
CHRISTINE L. RICHARDSON
JOANE GARCIA-COLSON
PHILIP J. KOEHLER
DIANE C. WIESE
REBECCA MARES DURNEY
DOROTHY I. ANDERSON
G. HENRY WELLES
JAMES R. HARPER
DINA 0. HARRIS
BARBARA R. BARON
RICHARD T. EGGER
PATRICK D. DOLAN
DEAN R. DERLETH
HELENE P. DREYER
EMILY P. HEMPHILL
SONIA RUBIO SHARMA
JOHN 0. PINKNEY
RAYMOND BEST (1868-1957)
JAMES H. KRIEGER 11913-1975)
EUGENE BEST (1893-1981)
December 15, 1993
Dean Martin
Controller
Riverside County Transportation Commission
3560 University Avenue
Suite 100
Riverside, CA 92501
Dear Dean:
400 MISSION SQUARE
3750 UNIVERSITY AVENUE
POST OFFICE BOX 1028
RIVERSIDE. CALIFORNIA 92 502-1 02 8
TELEPHONE (909) 686-1450
TELECOPIERS
(909) 686-3083 • 682-4612
OF COUNSEL
JAMES B. CORISON
OFFICES IN
PALM SPRINGS (619)325-726♦
RANCHO MIRAGE (619)568-2611
ONTARIO (909) 989-8584
Re: Advance Funding Agreement with Sunline Transit
Agency
At your request, we have prepared the attached Advance
Funding Agreement under which the Commission will advance certain
Measure "A" funds to Sunline Transit. We have patterned the
agreement after other funding agreements entered into by the
Commission.
As you will note, this is still in the draft stage, and
there are issues which remain to be resolved. However, I think
this provides a good starting point for discussions. At your
request, I am providing a copy of the draft agreement to Sunline
for their review and comment.
SCD/des
Encl.
cc: Randy Watts
Vert ours,
t ver3 C!
b8F"Bes st & Krieger
Counsel, Riverside County
Transportation Commission
SCD196591
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SCD196593
DRAFT
12/15/93
ADVANCE MEASURE "A" FUNDING AGREEMENT
1. Parties and Date. This Agreement (the "Agreement") is entered into this
day of , 199_, by and between the Riverside County Transportation Commission
("RCTC") and the Sunline Transit Agency, a joint powers agency (the "Agency"):
2. Recitals.
2.1 RCTC is a county transportation commission created and existing
pursuant to California Public Utilities Code Sections 130053 and 130053.5.
2.2 The Agency is a joint powers agency which provides public transit
services within the Coachella Valley in Riverside County.
2.3 RCTC has enacted and the voters of Riverside County ("County") have
approved Measure "A" which authorizes RCTC to impose a retail transaction and use tax
of one-half percent (.5%) throughout County of Riverside for up to twenty years. This tax
is popularly known as a l cent sales tax.
2.4 The Transportation Improvement Plan (the "Plan") implementing
Measure "A" provides that such funds are to be used for transportation purposes in the
County and further provides that percent ( %) of Measure "A" funds
returned to the Coachella Valley area of the County are to be used to provide discount fares
and transit services for seniors and disabled persons ("Transit Funding").
2.5 The proceeds of the retail transaction and use tax ("Measure "A"
Funds") are collected by the California Board of Equalization pursuant to a contract
between RCTC and the Board of Equalization, and paid to RCTC monthly.
2.6 The Agency has requested and RCTC has agreed that RCTC will
advance to the Agency certain amounts which the Agency and RCTC anticipate RCTC
would otherwise collect and allocate to the Agency as Transit Funding.
2.7 The Agency agrees that it will repay to RCTC the advances and costs
associated therewith described herein from Transit Funding.
3. Terms.
3.1 Advance of Measure "A" Funds.
A. Amount of Advance. RCTC hereby agrees to advance to the
Agency, on the terms and conditions set forth herein, the sum of
Dollars ($ ) (the "Advance").
B. Interest. The Advance is made from the proceeds of RCTC
Sales and Use Tax Bonds issues on (the "RCTC Bonds") currently
bearing an interest rate of % per annum. The Advance shall accrue interest at the
actual interest rate RCTC is obligated to pay on such RCTC Bonds and Agency shall
reimburse RCTC said interest ("Interest"). RCTC may, in its sole discretion, refinance or
refund any RCTC Bonds from time to time, and the interest accruing on the Advance shall
then bear a like interest rate, effective upon the date of such financing or refunding.
C. Costs of Financing. It is understood that RCTC has incurred
certain costs and expenses associated with issuing the RCTC Bonds in order to make
available the Advance to Agency ("Costs of Financing"). The Advance includes the initial
Costs of Financing associated with making the Advance as set forth in Exhibit "A." Agency
shall reimburse RCTC for the Costs of Financing as provided herein.
D. Repayment of Advance. The Agency shall repay the Advance
in accordance with the payment schedule attached hereto as Exhibit "B." Payments shall be
made in the amounts and at the times indicated in the payment schedule attached as
Exhibit "B."
E. Payment of Interest. Interest shall be paid by Agency at the
interest rate specified in Section 3.1(B) above in arrears on the unpaid portion of the
Advance when payments of the Advance are required as specified in Section 3.1(D) above.
In addition, if additional Costs of Financing are incurred in connection with refinancing or
refunding the RCTC Bonds then interest shall accrue and be paid on such additional Costs
of Financing. Interest shall be paid when payments are made on the Costs of Financing as
required by Section 3.1(F) below.
F. Payment of Additional Costs of Financing. In the event Costs
of Financing are incurred by RCTC in connection with the Advance beyond those included
within the Advance, then such additional Costs of Financing shall be paid by Agency to
RCTC at the time payments are made as required by the schedule set forth in Exhibit "B"
and the amounts of such payments shall be sufficient to amortize such Costs of Financing
over the remaining term of the payment schedule set forth in Exhibit "B."
G. Reimbursement of Administrative Costs. It is anticipated that
RCTC may incur some costs and expenses which are not financed as part of the issuance
of the RCTC Bonds and that it will incur ongoing administrative expenses associated with
administering the terms of this Agreement (collectively "Administrative Costs"). Agency
•
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SCD196593
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shall reimburse RCTC for such Administrative Costs associated with issuing the RCTC
Bonds, making the Advance and administering this Agreement. RCTC shall, from time to
time, deliver invoices to Agency for such Administrative Costs and such invoices shall be
paid by Agency within thirty (30) days after they are delivered to Agency by RCTC.
H. Prepayment. Because the Advance is, or may be, the proceeds
of tax exempt bonds, prepayment of the Advance may be made by the Agency only with
RCTC's prior written consent.
3.2 Repayment.
A. Authorization to Apply Transit Funding to Payments. For so
long as any obligation of Agency under this Agreement remains outstanding, Agency hereby
instructs RCTC to apply Agency's portion of any Transit Funding which would otherwise be
distributed to Agency under Measure "A" to pay any due but unpaid obligations of Agency
to RCTC under this Agreement.
B. Application of Local Share. RCTC shall calculate the Transit
Funding which would otherwise be allocated to the Agency under Measure "A" within thirty
(30) days of receipt by RCTC of such funds from the Board of Equalization, and shall apply
such amount against any amounts due from the Agency and not yet paid to RCTC under
this Agreement.
C. Remaining Balance Payable. RCTC shall notify the Agency of
the calculation and application of funds made under 3.2(B) above, and any amounts then
due to RCTC from the Agency, within thirty (30) days of RCTC's calculation and
application of such amounts. RCTC's calculations shall be final, absent clerical or
mathematical error. The Agency shall pay to RCTC any balance due within thirty (30) days
of receipt of such notice from RCTC of such amount.
3.3 Conditions of Advance. The obligation of RCTC to make the Advance
shall be subject to the condition precedent that RCTC shall have received, in form and sub-
stance satisfactory to RCTC, all of the following:
A. Duly executed copies of this Agreement and such other
documents as RCTC may request in order to fully effect the purposes and intent of this
Agreement.
B. The written opinion of the General Counsel of the Agency,
addressed to RCTC, that this Agreement and the other documents contemplated herein
have been duly authorized and do not require the further consent or approval of any body,
board or commission or other authority; are the valid, binding and legally enforceable
obligations of the Agency in accordance with their respective terms; are not in contravention
of or conflict with any law or regulation; will not conflict with any other agreements of the
Agency, nor constitute an event of default on any obligations of the Agency to RCTC, on
any existing public debt issuance of the Agency, or under any other agreements of the
SCD196593
-3-
Agency; and the projects identified on Exhibit "C" are each a qualified use of Transit
Funding under Measure "A."
C. Such documents and certificates regarding the existence,
authority and power of the Agency to execute this Agreement and any related documents
as RCTC deems reasonably necessary.
3.4 Agency's Representations and Warranties. The Agency hereby makes
the following representations and warranties which shall be deemed to be continuing
representations and warranties so long as the Advance remains outstanding:
A. Agreement Authorized. The execution, delivery and
performance of this Agreement and any and all related documents (collectively "Advance
Documents") are duly authorized and do not require the further consent or approval of any
body, board or commission or other authority.
B. No Default. The Agency is not in default, nor is it aware of any
events that, with the passage of time or the giving of notice, would constitute an event of
default on any obligation of the Agency to ROTC or on any existing public debt issuance
of the Agency.
C. No Conflict. The execution, delivery and performance of the
Advance Documents does not contravene or conflict with any constitutional provision, law,
statute, regulation, or any agreement, indenture or undertaking to which the Agency is a
party or by which it or the Measure "A" Funds may be bound or affected, and does not and
will not cause any lien, charge or other encumbrance to be created or imposed upon the
Measure "A" Funds by reason thereof.
D. Solvency. The Agency is solvent.
E. No Violation of RCTC Measure "A" Advance Policies. The
Agency is not in violation of the policies of RCTC for recipients of Measure "A" funds, a
copy of which is attached as Exhibit "D."
F. Litigation. There is no litigation or other proceeding pending
or threatened against or affecting the Agency and relating to the Advance, or the Advance
Documents, or the transactions contemplated herein or thereby.
G. Financial Condition. All financial statements and data submitted
in writing by the Agency to RCTC in connection with the request for Advance are true and
correct, and said statements truly represent the financial condition of the Agency as of the
date thereof and the results of the operations of the Agency for the period covered thereby
and have been prepared in accordance with generally accepted accounting principles on a
basis consistently maintained. Since such date there have been no materially adverse
changes in the ordinary course of business. The Agency has no knowledge of any liabilities,
contingent or otherwise, at such date not reflected in said statements, and the Agency has
•
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SCD196593
-4-
•
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•
not entered into any special commitments or substantial contracts which are not reflected
in said statements other than in the ordinary and normal course, which may have a
materially adverse effect upon its financial condition or operations as now conducted.
3.5 Agency's Affirmative Covenants. The Agency agrees that so long as
the Advance is outstanding, it will, unless RCTC shall otherwise consent in writing:
A. Use of Advance. Use the Advance only for purposes and
projects identified in Exhibit "C" attached hereto. In addition, Agency recognizes that under
Measure "A" the purpose of Transit Funding is to provide specialized transportation
programs for seniors and disabled persons within the County. The Agency has represented
to RCTC that the savings from the construction of the facilities described in Exhibit "C" will
at least equal the amount of the Advance. The Agency covenants that such savings shall
first be applied to fund Measure "A" qualified specialized transit services until the amount
so applied equals or exceeds the amount of the Advance.
B. Tax Covenants. Comply with all applicable restrictions and
requirements of Internal Revenue Code §§ 103 and 141 through 150, as amended, including
any written instructions from RCTC arising from requirements or covenants contained in
any nonarbitrage certificate relating to any RCTC Bonds.
C. Maintain Transportation Efforts. Expend such amounts, from
such funds and accounts as necessary, to remain eligible to receive Transit Funding
Measure "A" Funds.
D. Records and Reports. Maintain a standard and modern system
of accounting in accordance with generally accepted accounting principles on a basis
consistently maintained and furnish RCTC annual audited financial statements and such
other information relating to the affairs of the Agency or the uses of the Advance as RCTC
reasonably may request from time to time.
E. Inspection. Permit, at any reasonable time, upon reasonable
notice, qualified personnel designated by RCTC in writing, to inspect any projects funded
by the Advance and any records maintained in connection therewith and the Pledged
Revenues. RCTC shall have no duty to make any such inspection and shall not incur any
liability or obligation by reason of making or not making any such inspection.
F. Notice of Default. Promptly notify RCTC in writing of the
occurrence of any Event of Default hereunder or of any event which would become an
Event of Default hereunder upon giving of notice, lapse of time, or both.
3.6 Agency's Negative Covenants. The Agency will not, so long as the
Advance remains outstanding, without RCTCs prior written consent create, incur, assume
or permit to exist any mortgage, deed of trust, security interest (whether possessory or
nonpossessory) or other lien upon or on the Agency's Local Share of Measure "A" Funds
other than liens in favor of RCTC.
SCD 196593
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3.7 Rights and Remedies.
A. RCTC shall at all times have the rights and remedies of a
secured party under the California Commercial Code (the "Code") in addition to the rights
and remedies provided herein or in any other agreement or document executed by the
Agency.
B. The rights and remedies of RCTC under this Agreement shall
not be exhausted by the exercise of any of the rights or remedies of ROTC pursuant to this
Agreement or any other agreement between the Agency and RCTC or any action,
proceeding or any number of successive actions or proceedings, unless and until all of the
sums owing RCTC by the Agency shall be fully paid, performed and discharged. All rights
and remedies afforded to RCTC pursuant hereto or under any other agreement at any time
in effect between the Agency and RCTC (whether or not there are other parties in addition
to the Agency and RCTC) shall be separate and cumulative and in addition to any and all
rights or remedies available at law, in equity or otherwise, and no one of such rights or
remedies, whether exercised or not, shall be deemed to be in exclusion of any other right
or remedy available and shall in no way limit or prejudice any other right or remedy. The
exercise of any one of such rights or remedies shall not be deemed a waiver of, or an
election not to exercise, any other right or remedy.
3.8 Events of Default. The occurrence of any one or more of the following
events shall, at RCTC's option, constitute an event of default (each an "Event of Default")
and the Agency shall provide RCTC with immediate notice thereof.
A. Any warranty, representation, statement, report or certificate
made or delivered to RCTC by the Agency of any of the Agency's officers, employees or
agents now or hereafter is incorrect, false, untrue or misleading in any material respect; or
B. The Agency shall fail to pay, perform or comply with, or
otherwise shall breach, any obligation, warranty, term or condition in this Agreement, any
agreement delivered pursuant hereto or any other agreement whether now or hereafter
existing between the Agency and RCTC; or
C. There shall occur any of the following: dissolution, termination
or existence or insolvency of the Agency; the commencement of any proceeding under any
bankruptcy or insolvency law by or against the Agency; entry of a court order which enjoins,
restrains or in any way prevents the Agency from paying any sums owed by the Agency to
RCTC.
3.9 Further Assurances. The parties shall at all times hereafter executed,
acknowledge, deliver, and perform all financing statements, documents and acts and further
assurances as are reasonably necessary to fulfill their obligations hereunder and to affect the
transactions contemplated therein.
•
SCD196593
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SCD196593
3.10 Indemnification. The Agency shall indemnify, hold harmless and
defend RCTC from and against any and all claims, losses, liabilities, damages, costs, and
expenses, including interest, penalties, and reasonable attorneys' fees and costs, incurred or
suffered, which arise, result from, or relate to their breach of or failure to perform any of
their agreements, covenants, obligations, representations, or warranties contained herein.
3.11 Miscellaneous.
A. No Waiver. No waiver of any Event of Default or breach by the
Agency hereunder shall be implied from any omission by RCTC to take action on account
of such default, and no express waiver shall affect any default other than the default
specified in the waiver and the waiver shall be operative only for the time and to the extent
therein stated. Waivers of any covenant, term, or condition contained herein shall not be
construed as a waiver of any subsequent breach of the same covenant, term or condition.
The consent or approval by RCTC to or of any act by the Agency requiring further consent
or approval shall not be deemed to waive or render unnecessary the consent or approval to
or of any subsequent similar act.
B. No Third Parties Benefitted. This Agreement is made and
entered into for the sole protection and benefit of RCTC and the Agency and no third
person, other than a permitted assignee or successor hereunder, shall have any right of
action under this Agreement.
C. Notices. All notices or other communication required or
permitted to be given hereunder shall be in writing and shall be considered as properly
given if mailed by first class United States mail, postage prepaid, registered or certified with
return receipt requested, or by express courier delivery or personal delivery to the addressee.
Notice mailed by U.S. mail shall be effective two (2) business days following its deposit.
Notice given in any other manner shall be effective only if and when received at the
addressee's address. For purposes of notice, the addresses of the parties shall be as follows:
RCTC:
Agency:
RIVERSIDE COUNTY TRANSPORTATION
COMMISSION
3560 University Avenue
Suite 100
Riverside, CA 92501
Attn: Executive Director
SUNLINE TRANSIT AGENCY
P.O. Box 398
Thousand Palms, CA 92276
-7-
Each party shall have the right to change its address for notice
hereunder to any other location by the giving of notice to the other party in the manner set
forth above.
D. Applicable Law. This Agreement and all documents provided
for herein shall be governed by and construed in accordance with the internal laws of
California.
E. Time. Time is of the essence of this Agreement, and each and
every provision hereof in which time is an element.
F. Amendment and Waiver. This Agreement and each provision
hereof may be amended, changed, waived, discharged or termination only by an instrument
in writing signed by the parties hereto.
G. Attorney's Fees. The prevailing party in any action arising out
of this Agreement shall be entitled to its actual attorney's fees and other related expenses
actually incurred.
H. Severability. The invalidity and unenforceability of any one or
more provisions of this Agreement will in no way affect any other provision.
SCD196593
I. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
J. Headings. The various headings used in this Agreement are
inserted for convenience only and shall not affect the meaning or interpretation of this
Agreement or any provision hereof.
K. Further Assurances. At any time or from time to time upon the
request of RCTC, the Agency will execute and deliver such further documents and do other
-8-
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SCD196593
acts and things as RCTC may reasonably request in order to effect fully the purposes of this
Agreement, and any other Advance Documents and to provide for the payment of the -
Advance and interest thereon in accordance with the terms of this Agreement.
RIVERSIDE COUNTY SUNLINE TRANSIT AGENCY
TRANSPORTATION COMMISSION
By:
S.R. "Al" Lopez, Chairman
REVIEWED AND RECOMMENDED
FOR APPROVAL:
By:
Jack Reagan, Executive
Director
REVIEWED FOR FISCAL IMPACT:
By:
Dean Martin, Controller
APPROVED AS TO FORM:
By:
Best, Best & Krieger
Counsel to the Riverside
County Transportation
Commission
-9-
By:
(Title)
By:
(Title)
w
Exhibit List
Exhibit A Description of Advance
Exhibit B Repayment Schedule
Exhibit C Uses of Advance
Exhibit D Commission Policies
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SCD196593
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DATE: January 5, 1994
•
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO: Administrative Committee
Budget & Finance Committee
FROM: Marilyn Williams, Senior Staff Analyst
THROUGH: Jack Reagan, Executive Director
SUBJECT: Telecommuting WorkCenter of Riverside County
At its September, 1993 meeting the Commission approved the continuance of the
Telecommuting WorkCenter of Riverside County for Year 3. That approval was based
on the fact that funding Tor the third year operations would be from Year 2 carry-over
funds (State PVEA funds) and any other resources that might be acquired through
rental income or partnership contributions.
In staff's report it was estimated that $110,000 in carry-over funds would be
available. The preliminary budget for facility lease expenses was set at $60,000.
Based on discussions with the WorkCenter's landlord at that time it was believed that
a reduced rent rate from $.90 to $.60 per sq.ft. could be negotiated in keeping with
the preliminary budget.
Since that time, staff and legal counsel have worked with the WorkCenter property
agent and owner's representative and have been unable to reach an agreement.
Commission will recall that in September, staff was recommending a flat rate of
$5,000 per month with the property owner at $6,500 per month. A negotiated rate
of $5,500 was agreed upon.
Legal counsel began its review of the existing lease agreement between Inland Empire
Economic Partnership (IEEP) and the property owner. It was determined that its terms
and conditions were not in the best interest of the Commission and that the existing
lease agreement should not be assumed by RCTC. The property owner verbally
agreed to Commission legal counsel generating a new revised lease agreement.
During this time it was realized that staff and the property agent each had a different
understanding of the $5,500 negotiated rate. Staff believed the rate to be all
inclusive, the TOTAL monthly cost. The property agent believed the rate to be
$5,500 ($.62/sq.ft.) and that, in addition, common area costs of approximately
$2,800 ($.32/sq.ft.) per month would be accessed.
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The combined total of $.94/sq.ft. exceeds the Year 2 rate of $.90/sq.ft. paid by IEEP
and, clearly, would not meet the goals of the Commission to reduce lease costs in
Year 3. Staff again stated that its TOTAL per month offer was $5,500. The offer
was rejected by the property owner in early December. Staff has given notice that
the WorkCenter will vacate the property at 3190 Chicago Avenue, Riverside, CA by
January 31, 1994.
While $.94/sq.ft. is within the market rate for business park space, the size of the
WorkCenter (8,810 sq.ft.) far exceeds the current space needs of the demonstration
project. The only way for the WorkCenter to stay at its current site was to negotiate
a reduced per sq.ft. cost.
Staff is in the process of developing site options for relocation of the WorkCenter
should the Commission elect to continue the demonstration project given the newest
developments. Staff will make a presentation regarding WorkCenter options and will
identify the cost of moving and any impacts identified to the current three employers
and their 20 active telecommuters participating in the WorkCenter.
Staff Recommendation:
Staff will present options regarding the demonstration project for consideration by the
Commission.
F:\USERS\PREPRINT\JAN.94\CENTER.MW
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DATE:
TO:
FROM:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
Administrative Committee
Budget and Finance Committee
Jerry Rivera, Staff Analyst III
THROUGH: Jack Reagan, Executive Director
SUBJECT: Request for Contract Amendment from Hamner Towing, Inc.
Hamner Towing, Inc., is the sole provider of tow truck service for the four beats of
Riverside County's Freeway Service Patrol (FSP) program. The following are the per
hour costs per beat included in Hamner's contract with the Commission:
Beat #1
Beat #2
Beat #4
Beat #18
$ 42.50 per hour
$ 39.80 per hour
$ 41.80 per hour
$ 42.50 per hour
The attached letter was received from Hamner requesting consideration of an
adjustment to their monthly bill for additional costs they are incurring due to new
regulations on diesel fuel standards. As noted in their letter, Hamner is requesting a
"fuel surcharge adjustment" of approximately $840 per month to cover the increase
in costs. This adjustment, if granted, would amount to about $0.80 per hour per
beat, or an additional $9,408.00 (+ 1.92%) on an annual basis. The increase for
fiscal year 1993-94 would be $4,800.00. Without the contract amendment, Hamner
may be forced to consider terminating their contract with RC SAFE.
Staff is very satisfied with the quality of service being provided by Hamner and
recommends favorable consideration of their request. Furthermore, Hamner has
indicated that if their request is granted, they would be willing to lock in the adjusted
hourly rates for an additional year at the Commission's option if the Commission
decides to extend the program beyond the June 30, 1995 demonstration period.
For your information, the following are the next lowest bids received for each of the
beats as well as what the revised hourly rates would be for Hamner if their request
is approved:
F:IUSERSIPREPRINTIJAN.941HAMNFSPA.JR
Page 2
Beat #1
Beat #2
Beat #4
Beat #18
Staff Recommendation:
Other Bid Rates
$ 53.75 per hour
No Other Bid
$ 50.00 per hour
$ 50.00 per hour
Revised Hamner Rates
$ 43.30 per hour
$ 40.60 per hour
$ 42.60 per hour
$ 43.30 per hour
That the Commission amend the contract between the Riverside County Service
Authority for Freeway Emergencies and Hamner Towing, Inc., for tow truck services
for the Freeway Service Patrol program to increase the hourly rate by $0.80 per hour
per beat effective January 3, 1994, and include an additional year through June 30,
1996, at the Commission's option.
F:\USERS\PREPRINT\JAN.94\HAMNFSPA.JR
DATE: January 5, 1994
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
TO: Administrative Committee
Budget and Finance Committee
FROM: Jack Reagan, Executive Director
Dean Martin, Controller
Claudia Chase, Property Technician
SUBJECT: Renewal of Property Lease Agreement: 1) Framco in Perris; 2) Latimer
Trust in Riverside; and 3) Adams Outdoor Advertising
RCTC staff has negotiated terms to renewal and revision to the following three lease
agreement. Legal Counsel has prepared new agreement to reflect the terms:
1. Framco in Perris
The Framco lease is in Perris, on the west side of the San Jacinto tracks
between 3rd and 4th streets and "C" Street. Framco is a hardware and lumber
retailer in Perris. Framco had three separate lease agreements with ATSF, the
most limiting of which provided for two additional three year renewals of this
agreement. If all renewals were exercised, the property would have been
leased to Framco through 1999. The Framco properties are located where
RCTC consultants have proposed platforms and parking for a future commuter
rail station in Perris. The existing Framco lease was assumed to affect timing
for commuter rail service.
Since RCTC had no legal basis to unilaterally vary from the ATSF/Framco
agreement which we inherited, our initial negotiations focused on "price" - to
yield the 8% to 10% return on value set as Commission policy. For two of the
three lease properties currently up for renewal, we sought a lease of $ 16,000
per year. Dick Kaiser, owner of Framco stores, indicated that the increase we
were proposing would harm the profitability of the Perris store. We were able
to negotiate mutually acceptable terms for a new agreement. The major
elements of that proposed agreement is as follows:
a. Wrap all three separate leases into a single agreement.
b. Base the new lease rate on the existing combined leases of $12,000 per
year, with an indexed annual increase.
F:\USERS\PREPRINT\JAN.94\LEASES.JR
Page 2
c. Provision for a three year lease only, with month to month rental
thereafter (90 day notice; option for Framco to terminate earlier if
relocated within the City of Perris).
d. Framco would not protest RCTC proposed specific plan amendments and
site plans for its Perris properties, and would waive any future relocation
claim.
e. RCTC would accept the property at termination of lease "as is" and
demolish existing buildings.
Staff Recommendation:
That the Commission approve the revised lease agreement as proposed in light
of the increased flexibility to implement commuter rail on the San Jacinto
Branch line by 2000.
2. Latimer Trust in Riverside
Latimer Trust currently leases what we have referred to as the "mill property"
immediately north of the Riverside Downtown Commuter Rail station. ATSF
notified Latimer Trust that it was terminating the leases on this property,
because a portion of the property is needed for the third track Santa Fe is
installing to accommodate its rail operations. The balance of the property is to
be deeded to RCTC.
RCTC had previously agreed to terms for a short-term lease with Latimer Trust
to take effect upon transfer of the property. However, Latimer Trust
subsequently filed suit to seek a preemptive easement for the land immediately
adjacent to its orange packing house, upon which an access track had
previously been located but which Latimer Trust has used for approximately
thirteen (13) years for truck access to its operations. Although both RCTC and
Santa Fe Counsels believe the suit has little merit, it would delay any plans
which RCTC might have for improving this land for train storage. The "mill
property" is one of two sites that RCTC, SCRRA, and consultants are
investigating for future train storage and layovers. The other site at Highgrove
is recommended as the preferred site because of the capability to store more
and longer trains at a single location. So, looking to alternate use of the "mill
property" is appropriate.
RCTC Counsel and I accompanied Santa Fe Counsel to a settlement conference
with Latimer Trust. The proposed revised Lease Agreement resulted from that
settlement conference and includes the following general terms:
a. A five-year lease at a rate of 10% of property value (i.e., between
$2,000 and $2,500 per month) with annual indexed increases and
annual extensions.
F:\USERS\PREPRINT\JAN.94\LEASES.JR
Page 3
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b. Requirement for one-year notification by either party to terminate the
Lease.
c. Latimer is to withdraw the suit and agree to waive any additional
prescriptive easement claim and waive any future relocation claim
against RCTC.
d. Latimer and RCTC to agree on a statement of intent to consider a "joint
development" agreement for the combined properties which would
equalize land values at such time that the orange packing operation is
terminated or relocated.
Staff Recommendation:
That the Commission approve the revised lease agreement as proposed, in light
of the more desirable alternative of storing commuter trains at Highgrove, the
fair return on the value of RCTC's property, and intent to define future joint
development opportunities.
3. Adams Outdoor Advertising
ATSF and Adams Outdoor Advertising had executed a lease agreement for up
to 30 outdoor advertising sites on the San Jacinto right-of-way which abuts the
1-215 freeway between Cajalco and California Street; to date, signs have been
erected on 14 of the sites. Total annual revenue is $82,800. This is an annual
lease, with provision for RCTC to terminate with 30 -days notice.
Some Commissioners may consider outdoor advertising signs to be
objectionable. At this point, we are uncertain if land use controls along the 1-
215 corridor are sufficient to provide assurance that such signs would not
merely be moved back on private property in the event they were removed from
RCTC's right-of-way. In addition, this lease currently provides reasonable
return for the benefit of commuter rail programs.
For now, staff proposes a one-year renewal of a revised lease agreement with
Adams Advertising, subject to the following terms:
a. The number of approved sign sites shall be limited to those which are
currently developed; entitlement for the erection of additional signs shall
be eliminated.
b.
The annual rental amount shall remain $82,800 per year.
Staff Recommendation:
That the Commission approve the revised lease agreement as proposed.
:jw
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DATE:
TO:
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
January 5, 1994
Administrative Committee
Budget and Finance Committee
FROM: Hideo Sugita, Assistant Director of Planning and Programming
THROUGH: Jack Reagan, Executive Director
SUBJECT: Phase 11 Development of the Downtown Riverside Metrolink Station
ISSUE
In order to provide Metrolink commuter rail service from San Bernardino to Riverside
to Irvine and from Riverside to Los Angeles via Fullerton, track improvements and
facilities to support these services must be constructed. The improvements include
construction of a third main line in the Santa Fe right-of-way from Riverside to just
north of Highgrove; connecting the existing Downtown Riverside station to the Santa
Fe main lines and the construction of a layover facility.
BACKGROUND
In October of 1991 RCTC submitted a Transit Capital Improvement Program (TCI)
grant for the Downtown Riverside Commuter Rail Station which was approved ($7.6
million). RCTC cooperated with a California Transportation Commission (CTC) request
to phase the project and receive $4.5 million in FY 1992-93 and the balance of $3.1
million in FY 1993-94.
Phase 1 development of the Downtown Station was based on construction of the
station (platform/parking lot) and the necessary improvements to connect the station
to the Union Pacific main line. Phase 11 construction of the station includes track
improvements to connect the station (on both ends) to the Santa Fe main line and
identification and construction of a new lay over (train storage) facility. The
operational plan for the reconfigured station will allow both Metrolink and Amtrak
trains to operate through the station.
The construction of a "new" layover facility was anticipated in the Morrison Knudsen
study which identified the location for the facility at Highgrove. Please note that
provision of the planned commuter rail services on the Santa Fe San Bernardino
Subdivision is dependent on the completion of these improvements.
F:\USERS\PREPRINT\JAN.94\HIGHLAYO.HS
rage L
DISCUSSION
RCTC has a commitment from CTC of $3,129,160 of FY 1993-94 TCI funds for the
Phase II Downtown Riverside Station project. From these funds we have requested
CTC action (January 1994) to fund $475,000 of off site (street improvements) which
were a condition of re-establishing the old Union Pacific right of way and constructing
the station. This action will leave a balance of 52,654,160 of TCI funds. In addition,
CTC previously approved $1,570,000 for the third track project in Downtown
Riverside to north of Highgrove. The total amount of funds available to support these
projects is $4,224,160.
Due to the condition of the state budget RCTC is only able to request a partial
allocation of the FY 1993-94 TCI funds ($475,000) in this fiscal year. The balance
of TCI funds will be made available in FY 1994-95. In the CTC approved program
budget for the Riverside to Fullerton to Los Angeles rail corridor project, RCTC has
programmed $11.44 million of Proposition 108 funds to fund "Tier II" commuter rail
stations. Since the balance of $2,654,160 of FY 1993-94 TCI funds will not be
available until next fiscal year staff recommends the temporary use of the Tier II
station Prop 108 funds to support development of the track improvements and lay
over facility. The Tier II station funding will be replaced in FY 1994-95 with the TCI
funds. This action represents a temporary "exchange" of funds and will assist CTC,
as well as ourselves, in moving forward with this project at a time of limited state
budget capacity.
The layover facility and track improvements necessary to make the Downtown
Riverside Station operational for San Bernardino to Riverside to Irvine and the
Riverside to Fullerton to Los Angeles services include:
o Construction of a third main track from Riverside to north of Highgrove and
switches to connect the station to the Santa Fe main line on the north and
south ends of the station.
o Construction of a layover facility at Highgrove which will accommodate up to
six five car trains and is expandable, if necessary in the future, to
accommodate 10 trains. RCTC acquired the land for this facility in the
purchase of the San Bernardino Subdivision and San Jacinto Branch line.
At this time staff, along with Metrolink consultant staff, Schiermeyer Consulting
Services and Bechtel have evaluated the capital improvements and their respective
cost. Attached is a memorandum from Schiermeyer Consulting Services which
provides an analysis of the improvements and their estimated costs. The cost range
for the improvements is $2,467,000 to $3,735,500. The highest cost option
estimate is approximately $400,000 under the funding budgeted for this work.
F:\USERS\PREPRINT\JAN.94\HIGHLAYO.HS
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Specifically, the low cost estimate assumes the use of recycled rail, ties, and switch
housings which may be available from other lines that are being taken out of service
(e.g. the Pasadena Subdivision of the Santa Fe will be converted to light rail
technology). This could mean as much as a $620,000 savings. The other "savings"
does not represent an actual reduction in costs but is a deferral of improvements
which may be necessary for operating service on the San Jacinto Branch line. The
improvements recommended to be deferred include 4 crossovers and associated
signaling which would allow trains traveling from the San Jacinto Branch to cross the
Santa Fe main lines to enter the Downtown Riverside station.
Staff is recommending these crossovers be deferred until such time that the
refinement study of the San Jacinto Branch line is completed and the RCTC
determines a course of action for implementing service on the line. The amount of
construction costs to be deferred is estimated to be $648,600.
Staff Recommendation:
That the Commission:
1) Authorize temporary use of $2,654,160 of Proposition 108 funds currently
budgeted for the future development of Tier II stations for the purpose of
supporting the development of a layover facility at Highgrove with the condition
that these funds will be replaced with FY 1993-94 TCI funds in FY 1994-95;
and
2) Authorize staff to proceed with the development of a layover facility at
Highgrove and improvements necessary to provide access to the Santa Fe main
lines for the purpose of providing Metrolink service from San Bernardino to
Riverside to Irvine and from Riverside to Fullerton to Los Angeles.
:jw
Attachment
F:\USERS\PREPRINTWAN.941HIGHLAYO.HS
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SCSSCHIERMEYER CONSULTING SERVICES • 17390 RROOKHURST STREET, SUITE 100 • FOUNTAIN VALLEY, C192708 • (714) 964-0200
TO: HIDEO BUGITA, RCTC
PROM: CARL BCHIER*EYER
DATE: DECEMBER 22, 1993
RE: COST UPDATE ON HIGHGROVE LAYOVER AND NEW THIRD MAIN
A. Purpose of This Memorandutp
This memo aggregates the most recent cost information related to
the additional RCTC funds required to construct the new third main
and Highgrove layover facility. The preparation of this memo has
been coordinated with Charlie deWeese of Parsons. All costs in
this memo refer to project costs above and beyond certain basic
project costs which may be subject to other agreements (such as the
new 3rd main track). These are costs which will be funded by RCTC.
A. Third Main from West Riverside to Hiaharove
This updated cost is built upon the deWeese letter of November 11,
1993, to John Rinard. That letter noted a total project cost
increase attributable to RCTC of $1,473,300.
If RCTC elects not to construct the multiple track crosso::ers at
Highgrove at this time, there would be an estimated savings of
$485,600 for four (4) #24 turnouts and $163,000 in associated
special signaling costs associated with the interlocking plant.
The total savings would be $648,600. Offsetting these savings
somewhat is a modest decrease in the savings estimated from the
reduction in the number of relocated switches itemized in the MK
report (from 8 to 4 and from $100,400 to $83,200 in savings).
Thus the total RCTC cost of the 3rd main changes is $841.900. If
the crossovers at Highgrove are built in the current contract, the
RCTC cost will be $1,490,500.
C. Hiaharove Layover Facility
There are three (3) separate cost components which constitute the
Highgrove Layover Facility: 1) track upgrade costs on the Santa Fe
lead track which connects directly with the layover facility; 2)
crossing protection costs at Center Street for the two tracks
leading into the layover facility; and 3) the layover facility.
The current conceptual cost estimate for the 2,000 linear feet of
track required for upgrade is $140,000.
MEMORANDUM ON COST UPDATES, Page 2
The current conceptual cost estimate for the crossing protection at
Center Street is $120,000.
The preliminary cost estimate for the layover facility itself is
$1,985,100, including $620,000 for track and ties and $150,000 for
a pre-fab building to house the crew base. There has been some
indication from SCRRA staff that the rail and ties might be second-
hand stock cascaded down from elsewhere in the Metrolink system and
provided at no cost, save transportation expense, to RCTC. If such
were the case, the "net" RCTC cost could be as low as $1,365,100,
including $242,000 for contingency.
The lowest probable cost for the entire Layover project is
$1,625,100. If RCTC must acquire ties and rail per the budget
estimate, the total cost will increase to $2,245,000.
D. Total Cost Range of 3rd Main and Highgrove Layover
The two lowest cost options for the 3rd Main and Highgrove Layover
equal $2,467,000. The two highest cost options for the same
projects would cost $3,735,500.
E. Discussion of Cost Choices
RCTC is currently undertaking a thorough examination of all options
related to the development of passenger rail service on the San
Jacinto branch, including the routing- option of utilizing the
Southern Pacific Railroad Riverside Branch route between downtown
Riverside and Box Springs. If such a route were selected, there
would be no need to construct the three sets of crossovers at
Highgrove which are part of the full cost option of the 3rd main
project. Given the need to conduct a full, unbiased study of all
feasible San Jacinto -Riverside routing options, I recommend that
RCTC delete the Highgrove crossovers from the budget estimate and,
consequently adopt the low cost option.
Furthermore, for budgeting purposes I recommend that RCTC also
adopt the low cost analysis for the layover facility. sCRRA staff
have been persuasive that good, second-hand rail can be made
available at no cost to RCTC from other Metrolink sites.
Thus the lower overall budget of $2,467,000 for both the added
costs of the 3rd main track and the new layover facility would
appear prudent.
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