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10 October 8, 2014 Commission• • • TIME/DATE: LOCATION: Ri~ide County Transportation Commission MEETING AGENDA 9:30 a.m. I Wednesday, October 8, 2014 BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside &a COMMISSIONERS -6 Chair -Marion Ashley Vice Chair -Daryl Busch Second Vice Chair -Scott Matas Kevin Jeffries, County of Riverside John F. Tavaglione, County of Riverside Jeff Stone, County of Riverside John J. Benoit, County of Riverside Marion Ashley, County of Riverside Deborah Franklin I Art Welch, City of Banning Roger Berg I Jeff Fox, City of Beaumont Joseph DeConinck /To Be Appointed, City of Blythe Ella Zanowic I Jeff Hewitt, City of Calimesa Mary Craton/ Randy Bonner, City of Canyon Lake Greg Pettis/ Kathleen De Rosa, City of Cathedral City Steven Hernandez I Eduardo Garcia, City of Coachella Karen Spiegel/ Eugene Montanez, City of Corona Scott Matas/ Russell Betts, City of Desert Hot Springs Adam Rush/ Ike Bootsma, City of Eastvale Larry Smith/ Robert Youssef, City of Hemet Patrick Mullany/ To Be Appointed, City of Indian Wells Glenn Miller I Michael Wilson, City of Indio Frank Johnston/ Micheal Goodland, City of Jurupa Valley Terry Henderson/ Don Adolph, City of La Quinta Bob Magee/ Natasha Johnson, City of Lake Elsinore Scott Mann/ Wallace Edgerton, City of Menifee Jesse Molina I George E. Price, City of Moreno Valley Rick Gibbs/ To Be Appointed, City of Murrieta Berwin Hanna/ Kathy Azevedo, City of Norco Jan Harnik I Susan Marie Weber, City of Palm Desert Ginny Foat/ Paul Lewin, City of Palm Springs Daryl Busch/ Al Landers, City of Perris Ted Weill I To Be Appointed, City of Rancho Mirage Steve Adams I Andy Melendrez, City of Riverside Andrew Kotyuk I Scott Miller, City of San Jacinto Ron Roberts I Jeff Comerchero, City of Temecula Ben Benoit/ Timothy Walker, City of Wildomar Basem Muallem, Governor's Appointee RECORDS Comments are welcomed by the Commission. If you wish to provide comments to the Commission, please complete and submit a Speaker Card to the Clerk of the Board. COMM-COMM-00040 Tara Byerly From: Tara Byerly Sent: To: Thursday, October 02, 2014 2:09 PM Tara Byerly Cc: Jennifer Harmon Subject: RCTC: October Commission Agenda -10/08/2014 Importance: High Good afternoon Commissioners: The October Commission Agenda for the meeting scheduled for Wednesday, October 8, 2014 @ 9:30 a.m. is available. Please copy the link: http://www.rctc.org/uploads/media items/october-8-2014.original.pdf Please let me know if you have any questions. Thank you. Respectfully, Tara S. Byerly Senior Administrative Assistant RCTC 4080 Lemon Street, 3rd Floor Riverside, CA 92501 (951) 787-7141 1 Tara Byerly From: Tara Byerly Sent: To: Thursday, October 02, 2014 2:26 PM Tara Byerly Subject: RCTC: October Commission Agenda Importance: High Good afternoon Commission Alternates: The October Commission Agenda for the meeting scheduled for Wednesday, October 8, 2014@ 9:30 a.m. is available. Please copy the link: http://www.rctc.org/uploads/media items/october-8-2014.original.pdf Tara S. Byerly Senior Administrative Assistant RCTC 4080 Lemon Street, 3rd Floor Riverside, CA 92501 (951) 787-7141 1 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION www.rctc.org AGENDA* *Actions may be taken on any item listed on the agenda 9:30a.m. Wednesday1 October 81 2014 BOARDROOM County of Riverside Administrative Center 4080 Lemon Street1 First Floor1 Riverside1 CA In compliance with the Brown Act and Government Code Section 54957.5, agenda materials distributed 72 hours prior to the meeting, which are public records relating to open session agenda items, will be available for inspection by members of the public prior to the meeting at the Commission office, 4080 Lemon Street, Third Floor, Riverside, CA, and on the Commission's website, www.rctc.org. In compliance with the Americans with Disabilities Act and Government Code Section 54954.2, if special assistance is needed to participate in a Commission meeting, please contact the Clerk of the Board at (951) 787-7141. Notification of at least 48 hours prior to meeting time will assist staff in assuring that reasonable arrangements can be made to provide accessibility at the meeting. 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. ROLL CALL 4. PUBLIC COMMENTS -Each individual speaker is limited to speak three (3) continuous minutes or less. The Commission may, either at the direction of the Chair or by majority vote of the Commission, waive this three minute time limitation. Depending on the number of items on the Agenda and the number of speakers, the Chair may, at his/her discretion, reduce the time of each speaker to two (2) continuous minutes. In addition, the maximum time for public comment for any individual item or topic is thirty {30) minutes. Also, the Commission may terminate public comments if such comments become repetitious. Speakers may not yield their time to others without the consent of the Chair. Any written documents to be distributed or presented to the Commission shall be submitted to the Clerk of the Board. This policy applies to Public Comments and comments on Agenda Items. 5. Under the Brown Act, the Commission should not take action on or discuss matters raised during public comment portion of the agenda that are not listed on the agenda. Commission members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration . APPROVAL OF MINUTES-JULY 9, 2014 Riverside County Transportation Commission Agenda October 8, 2014 Page 2 6. PUBLIC HEARING -ADOPTION OF AMENDED RESOLUTION OF NECESSITY NO. 13-022 FOR • THE ACQUISITION OF TEMPORARY CONSTRUCTION EASEMENT AND TEMPORARY ACCESS EASEMENT INTERESTS IN CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 102-420-035 LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA Pagel Overview This item is for the Commission to: 1} Conduct a hearing to consider an amendment to the previously adopted Resolution of Necessity No. 13-022, including providing all parties and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the resolution of necessity; 2} Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c} The real property to be acquired is necessary for the project; and • d) The offer of just compensation was not made in this circumstance. Instead, the property owner has stipulated to an additional deposit based on an appraisal for Fair Market Value. 3) Adopt Amended Resolution of Necessity No. 13-022, "Adoption of an Amendment to Resolution of Necessity No. 13-022 for the Acquisition of Temporary Construction Easement and Temporary Access Easement Interests in Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel No. 102-420-035 located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP}, Between Pierce Street on the East to the County Line on the West, in Riverside County, California. 7. ADDITIONS/ REVISIONS -The Commission may add an item to the Agenda after making a finding that there is a need to take immediate action on the item and that the item came to the attention of the Commission subsequent to the posting of the agenda. An action adding an item to the agenda requires 2/3 vote of the Commission. If there are Jess than 2/3 of the Commission members present, adding an item to the agenda requires a unanimous vote. Added items will be placed for discussion at the end of the agenda. 8. CONSENT CALENDAR -All matters on the Consent Calendar will be approved in a single motion unless a Commissioner(s) requests separate action on specific item(s). Items pulled • from the Consent Calendar will be placed for discussion at the end of the agenda. • • • Riverside County Transportation Commission Agenda October 8, 2014 Page 3 SA. FISCAL YEARS 2015-19 MEASURE A FIVE-YEAR CAPITAL IMPROVEMENT PLAN FOR LOCAL STREETS AND ROADS -CITY OF NORCO Page22 Overview This item is for the Commission to approve the FYs 2015-19 Measure A Five-Year Capital Improvement Plan (CIP) for Local Streets and Roads (LSR) for the city of Norco (Norco) as submitted. SB. FISCAL YEAR 2014/15 ANNUAL LOCAL TRANSPORTATION FUND PLANNING ALLOCATIONS TO WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS AND COACHELLA VALLEY ASSOCIATION OF GOVERNMENTS Page35 Overview This item is for the Commission to: 1) 2) Approve an allocation of Local Transportation Fund (LTF) planning funds in the amount of $672,375 for Western Riverside Council of Governments (WRCOG) and $366, 750 for the Coachella Valley Association of Governments (CVAG) for effprts identified in each agency's FY 2014/15 LTF Program Objectives/Work Plan (Work Plan) that support transportation planning programs and functions consistent with regional and subregional plans, programs and requirements; and Confirm that allocations of LTF Planning funds be related to activities that benefit the respective geographic regions through WRCOG or CVAG. SC. MEMORANDUM OF UNDERSTANDING WITH THE SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS REGARDING THE IMPLEMENTATION OF THE 2012 REGIONAL TRANSPORTATION PROGRAM/SUSTAINABILITY COMMUNITIES STRATEGY Page42 Overview This item is for the Commission to approve the Memorandum of Understanding (MOU) No. 15-65-022-00 with the Southern California Association of Governments (SCAG) regarding the implementation of the 2012 Regional Transportation Plan/Sustainability Communities Strategy (RTP/SCS) . Riverside County Transportation Commission Agenda October 8, 2014 Page4 BD. AGREEMENT FOR CALIFORNIA HIGHWAY PATROL CONSTRUCTION ZONE ENHANCEMENT ENFORCEMENT PROGRAM SERVICES DURING THE CONSTRUCTION OF THE INTERSTATE 215 CENTRAL WIDENING PROJECT FROM SCOTT ROAD TO NUEVO ROAD IN THE CITIES OF MENIFEE AND PERRIS Page49 Overview This item is for the Commission to: 1) Approve Agreement No. 13-31-035-01, Amendment No. 1 to Agreement No. 13-31-035-00, with the California Highway Patrol (CHP) for Construction Zone Enhanced Enforcement Progr~m (COZEEP) services during the construction of the Interstate 215 Central widening project for an additional amount of $700,000, resulting in a total amount not to exceed $1,080,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. BE. AMENDMENTS TO AGREEMENTS RELATED TO THE CONSTRUCTION OF STATE ROUTE 74 CURVE WIDENING FROM CALVERT AVENUE TO CALIFORNIA AVENUE IN THE COUNTY OF RIVERSIDE NEAR THE CITY OF HEMET Page53 Overview This item is for the Commission to: 1) Approve Agreement No. 12-31-056-01, Amendment No. 1 to Agreement No. 12-31-056-00, with RBF Consulting to provid~ additional construction management (CM) materials testing and construction surveying services for the State Route 74 curve widening project in the amount of $25,000, for a total amount not to exceed $435,545; 2) Approve an increase in the contingency for Agreement No. 13-31-139-00 with All American Asphalt (All American) to provide additional construction services for the project in the amount of $200,000, for a revised total contingency of $397,000, and a total amount not to exceed $2,367,005; 3) Approve Agreement No. 15-31-032-00 with Southern California Gas Company (SoCalGas) for utility relocation in the amount of $250,000; 4) 5) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and Authorize the Executive Director to approve contingency work up to the total authorized amount of $55,000 as may be required for the project. • • • • • • Riverside County Transportation Commission Agenda October 8, 2014 Page 5 BF. 2014 AMENDMENT TO THE JOINT POWERS AGREEMENT FOR THE LOS ANGELES - SAN DIEGO -SAN LUIS OBISPO RAIL CORRIDOR AGENCY Page 64 Overview This item is for the Commission to approve No. 13-25-080-01, Amendment No. 1 to Agreement No. 13-25-080-00 with the Los Angeles -San Diego -San Luis Obispo (LOSSAN) Rail Corridor Agency to ensure the official agency name is correctly stated. 9. PURCHASE OF COMPUTER NETWORK EQUIPMENT THROUGH THE WESTERN STATES CONTRACTING ALLIANCE 10. Page 69 Overview This item is for the Commission to approve the purchase of computer network equipment from HP through the Western States Contracting Alliance (WSCA) - a subsidiary of the National Association of State Purchasing Officials (NASPO) -Agreement No. B21764 to implement the proposed infrastructure system design in the amount of $302,000, plus a $48,000 contingency, for a total amount not to exceed $350,000. RECOMMENDATIONS FOR PRIVATE USES AND UTILITIES ON COMMISSION PROPERTY Page137 Overview This item is for the Commission to: 1) Receive an update to the Perris Valley Line (PVL) license resolution; 2) Authorize staff to move forward with negotiation of rates as outlined in the staff report for private use licenses; and 3) Authorize the Executive Director, pursuant to legal counsel review, to execute license agreements along the San Jacinto Branch Line. 11. STATE AND FEDERAL LEGISLATIVE UPDATE Page 153 Overview This item is for the Commission to receive and file the State and Federal Legislative Update . Riverside County Transportation Commission Agenda October 8, 2014 Page 6 12. ITEM(S} PULLED FROM CONSENT CALENDAR AGENDA 13. COMMISSIONERS/ EXECUTIVE DIRECTOR REPORT Overview This item provides the opportunity for the Commissioners and the Executive Director to report on attended meetings/conferences and any other items related to Commission activities. 14. CLOSED SESSION 14A. CONFERENCE WITH LEGAL COUNSEL: EXISTING LITIGATION Pursuant to Government Code Section 54956.9 (d)(l) Case No(s). RIC 1211222 15. ADJOURNMENT The next Commission meeting and is scheduled to be held at 9:30 a.m., Wednesday, November 12, 2014, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION COMMISSIONER SIGN-IN SHEET OCTOBER 8, 2014 NAME AGENCY E_MAIL ADDRESS RIVERSIDE COUNTY TRANSPORTATION COMMISSION ROLL CALL OCTOBER 8, 2014 County of Ri.verside, District I County of Riverside, District II County of Riverside, District Ill County of Riverside, District IV County of Riverside, District V City of Banning City of Beaumont City of Blythe City of Calimesa City of Canyon Lake City of Cathedral City City of Coachella City of Corona City of Desert Hot Springs City of Eastvale City of Hemet City of Indian Wells City of Indio City of Jurupa Valley City of La Quinta City of Lake Elsinore City of Menifee City of Moreno Valley City of Murrieta City of Norco City of Palm Desert City of Palm Springs City of Perris City of Rancho Mirage City of Riverside City of San Jacinto City of Temecula City of Wildomar Governor's Appointee, Caltrans District 8 Present ~ D D ,e-- ,.a--- ....e-z-- ...a- ~ ..a- ~ ~ ~ ~ D D ..a- % g-' 2 Jd'"" ~ ~ ~ ,er ~ z ~ D D D ..Et" ~ Abse~ ~ho;ul@ q~ 'l.S ~ D l:J D D D D D D D D D ~ ~ l:J D D D D -D q:~~ l:J D D D -l:J q\3~ D D ~ ..a-" ...a-- D D • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION MINUTES Wednesday, July 9, 2014 1. CALL TO ORDER The Riverside County Transportation Commission was called to order by Chair Marion Ashley at 9:33 a.m. in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, Riverside, California, 92501. 2. PLEDGE OF ALLEGIANCE Commissioner Scott Matas led the Commission in a flag salute. 3. ROLL CALL 4. Commissioners/ Alternates Present Steve Adams Frank Johnston Marion Ashley Andrew Kotyuk Ben Benoit Bob Magee John J. Benoit Scott Mann Roger Berg Scott Matas Daryl Busch Glenn Miller Mary Craton Jesse Molina Joseph DeConinck Basem Muallem Ginny Foat Greg Pettis Deborah Franklin Ron Roberts Berwin Hanna Larry Smith Douglas Hanson Karen Spiegel Jan Harnik Jeff Stone Terry Henderson John F. Tavaglione Steven Hernandez Ted Weill Kevin Jeffries Ella Zanowic PUBLIC COMMENTS Commissioners Absent Rick Gibbs Adam Rush Executive Director Anne Mayer presented Commuter and Motorist Assistance Manager Brian Cunanan and Rail Manager Sheldon Peterson with 10-year service awards. Arnold San Miguel, Regional Affair Officers for the Southern California Association of Governments (SCAG), announced and encouraged the Commissioners attendance at the Riverside County Transportation Commission Minutes July 9, 2014 Page 2 Fifty Years into the War on Poverty: A Summit on Advancing Southern California's Battle Plan for Victory -Poverty to Jobs, Workforce Development Tactics and Economic Growth Campaigns. The summit will be held on August 20, 2014, from 9:00 a.m. -3:00 p.m. at the California Science Center. Flyers were distributed to the Commissioners. S. APPROVAL OF MINUTES-TO BE SUBMITIED AT THE NEXT MEETING 6. PUBLIC HEARING -ADOPTION OF RESOLUTIONS OF NECESSITY FOR THE ACQUISITION OF FEE, PERMANENT WALL FOOTING EASEMENT, TEMPORARY CONSTRUCTION EASEMENT, AND POSSESSORY INTERESTS INCLUDING IMPROVEMENTS LOCATED THEREON, IN PORTIONS OF CERTAIN REAL PROPERTY BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NOS. 118-270-023 AND 118-270-024; AND 102-290-001 LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA At this time, Chair Ashley recused himself from Agenda Item No. 6 due to a conflict of interest and stepped out of the meeting. • Vice Chair Daryl Busch assumed the Chair and opened the public hearing and called upon • legal counsel to explain the nature and scope of this hearing. Haviva Shane, legal counsel, explained the purpose of this hearing is for the Board to consider the adoption of Resolution of Necessity Nos. 14-021 and 14-024 for the acquisition of real property for the State Route 91 Corridor Improvement Project (SR-91 CIP). She stated at the conclusion of this hearing, the Board will be asked to adopt the resolution of necessity and she listed the findings. She explained the purpose of this hearing is to consider the need for acquisition of the property and not to consider the value of the property. Jennifer Harmon, Clerk of the Board, verified the proofs of mailing that certify the notices were sent to the property owners of said parcel numbers are on file with the Commission. The Commission received three written objections emailed July 8 from Palmieri, Tyler, Wiener, Wilhelm & Waldron, LLP (PTWWW) representing Cardenas Markets related to Resolution of Necessity No. 14-021, which were distributed to the Commissioners. Also, there were requests to speak from Erin Naderi, PTWWW, representing Cardenas Markets, as well as representatives for Thrifty Oil Co. for Resolution No. 14-024. • • • • Riverside County Transportation Commission Minutes July 9, 2014 Page 3 1 118-270-023 22217 Agins/Corona Towne Center 14-021 Yes 118-270-024 2 102-290-001 22166 Thrifty Oil Co. 14-024 Yes Mark Lancaster, Right of Way Manager, presented the resolutions of necessity for the SR-91 CIP and discussed the following areas: • Four findings required by the Board; • Project Map -Parcel location in the project area; • Parcel list; • Offers of just compensation and contact summary for the parcels; • Aerial view of parcels; and • Staff recommendation. In response to Commissioner Jeff Stone's question if the party with the possessory interests for the pole sign was offered to relocate onto Commission-owned property, Mark Lancaster replied no. He explained the property being acquired needs to be reserved for the design-builder. Commissioner Stone suggested there may be sufficient right of way to accommodate a pole sign and suggested staff look into it as a part of the negotiations. Mark Lancaster coriturred. In response to Commissioner Stone's concern regarding the use of eminent domain and his request for clarification regarding ingress and egress on the Thrifty Oil Co. property, Mark Lancaster replied no equipment will be parked at this location overnight to block access. There are two driveways within the construction easement area and each driveway will be worked on at separate times. Erin Naderi stated Cardenas Markets is the market tenant in Corona Towne Center. As the market tenant, it is also the owner and holder of the easement that is the subject of proposed Resolution of Necessity No. 14-021. Ms. Naderi expressed Cardenas Markets process rights have been violated in relation to this hearing as the government code requires an agency to make an offer to the owner based on an appraisal before the resolution of necessity is adopted. She noted an offer was not made to Cardenas Markets. She requested the resolution be continued to the September 2014 meeting. Greg Briggs representing Thrifty Oil Co., discussed the property owners concerns related to the temporary construction easement, driveways, circulation, and access. Riverside County Transportation Commission Minutes July 9, 2014 Page4 Vice Chair Busch called on any others persons who wish to be heard. There were no other requests to speak. In response to Commissioner Stone's question regarding ownership, Mark Lancaster replied Corona Towne Center, LLC is the owner of the pole sign, Cardenas Markets is a beneficiary of that sign and a tenant on that sign. Commissioner Stone requested clarification from Ms. Naderi as it was understood she stated Cardenas Market owned the rights to the pole sign. Ms. Naderi referred to page 2 paragraph A2 of the grant easement and agreement distributed to the Commissioners from PTWWW. She explained the easement was granted to the owner of Parcel 1, Corona Towne Center, and the tenant of that portion Parcel 1, which is depicted as Market on the plot plan. Commissioner Stone expressed appreciation for Ms. Naderi's testimony and asked Mark Lancaster about any risks associated with continuing the hearing until an offer can be made to Cardenas Markets. • Mark Lancaster explained the tax assessor rolls identifies Corona Towne Center, LLC as the • sole owner. Commissioner Stone stated he believes Cardenas Market, as a beneficiary of the pole sign, should have the appraisal and offer extended to them. Anne Mayer explained there are parcels all along this corridor with a variety of different interests as recorded in various leases. She asked the Commission not to confuse this action for the pole sign with the other resolution of necessity for a separate parcel and right of way requirement related to Corona Towne Center. Mark Lancaster stated the design-builder will use the property where the pole sign is located as a construction staging area, therefore, a continuance would hamper the design- builder's access to stage the project. He noted the panels of the pole sign are missing and visibility is blocked by trees. In response to Commissioner John Tavaglione's questions regarding the types of lease agreements held by Cardenas Markets, Ms. Naderi stated there is an easement agreement formerly with Agins and the property is currently owned by the Commission. The easement agreement was between Agins and the Cardenas family, which has been in place since 1986 with the prior owner of the Corona Towne Center. She explained the grant of that easement was to the owner of the Corona Towne Center and the market tenant, which Cardenas is the present market tenant. Additionally Ms. Naderi clarified the • Cardenas Market has a standard lease as the lessee, with Corona Towne Center as the • • • Riverside County Transportation Commission Minutes July 9, 2014 Page S property owner of the shopping center. She added Corona Towne Center and Cardenas Markets are the owners and holders of the easement of this pole sign that is the subject of the resolution being heard. Commissioner Tavaglione expressed his full support to adopt the resolutions of necessity and cannot support its delay. He moved the staff recommendation. Commissioner Karen Spiegel expressed appreciation for Commissioner Stone's concerns, however, she suggested an agreement should have been done between Cardenas Markets and Corona Towne Center as a tenant issue versus the property owner. She discussed the issues with setting precedence regarding tenants, as by law the Commission must deal with the property owner. She expressed concern for not having the appropriate time to review the correspondence from PTWWW that were distributed just prior to the Commission meeting. Commissioner Roger Berg concurred with Commissioner Tavaglione's comments and expressed concern the sign has not been maintained and is a code enforcement issue. He suggested if this sign was truly an issue, the sign would have been maintained. Commissioner Mary Craton expressed concern the materials distributed to the Commissioners prior to the meeting did not allow enough time for the Commissioner's review as it was emailed on Tuesday evening. She supports delaying this resolution until September 2014. Commissioner Kevin Jeffries stated Commissioner Stone raised the issue of relocating the sign and suggested there should not be an issue with the sign if there can be an agreement on a new location. Commissioner Jeffries suggested finding a suitable location that could meet the Commission's and the tenant's needs. He stated if this is approved and the Commission proceeds, staff must do everything possible to expedite finding a suitable location. Mark Lancaster replied it is highly likely the Commission could find a suitable location for this sign and the city of Corona will be involved in the approval process. He suggested finding Commission-owned property, which would benefit the Commission, or on the Corona Towne Center itself as there are multiple possibilities. Anne Mayer explained the Commission is relocating or acquiring multiple signs along this corridor and having great success in working with the billboard owners, the city of Corona, and the county of Riverside to get these signs relocated. She stated many of these pole sign relocations are much larger and much more impactful than the sign being discussed. In response to Commissioner Douglas Hanson's questions related to the easement owner after the underlying fee has been sold, Mark Easter replied the Corona Towne Center has Riverside County Transportation Commission Minutes July 9, 2014 Page 6 the easement acquired from Agins. Corona Towne Center is the party that the offer was made recognizing Corona Towne Center had an ongoing interest and that is why the offer was made to Corona Towne Center for the possessory interest and improvements pertaining to the pole sign. The Corona Towne Center is the easement holder to that easement on that fee property. Commissioner Andrew Kotyuk expressed concern and asked if there was a representative for Corona Towne Center in attendance. Mark Lancaster replied not that he is aware of. Commissioner Kotyuk expressed Corona Towne Center is the legal owner on the tax assessor roll and it has been the one with last minute responses or not responding. He expressed appreciation that Cardenas Market came to this hearing and for being proactive however, it does not matter what Cardenas Market does if Corona Towne Center does not move forward and work with the Commission. He expressed concern for the tenant's representatives' correspondence received just prior to the meeting and suggested it was not done in good faith. He stated Corona Towne Center is not at this hearing to comment or respond concerning its sign so how can the Commission not move forward. • Commissioner Kotyuk expressed this decision is not taking the property it simply opens up • the process so the Commission can continue to move this project forward and stated he fully supports the recommendation. Commissioner Spiegel expressed the city of Corona is willing to work with Cardenas Market and expressed the Commission needs to move forward. Commissioner Terry Henderson expressed the Commission is sympathetic to the eminent domain process and expressed appreciation to staff for being transparent at these hearings. She concurred with Commissioner Spiegel's comment as it appears there may be policy and procedure issues and if the Commission needs staff to negotiate with others involved, policy must be set first. Commissioner Henderson suggested bringing a policy discussion back to the Commission to provide direction. She seconded the motion. Commissioner Stone stated he respects the comments from the Commissioners however, eminent domain is a broad power. He reiterated the Commission wants the greatest public good with the least private injury. He suggested since the Commission will take the pole sign down, the owners of Cardenas Market could be the beneficiaries to some financial harm. He expressed appreciation for Commissioner Jeffries' comments. He also expressed since there is private injury that has not been addressed to his satisfaction, he will vote no although he does not want to see this project delayed. Commissioner Stone requested to separate the pole sign resolution from the other resolution and recommendation. • • • • Riverside County Transportation Commission Minutes July 9, 2014 Page 7 Commissioner Tavaglione and Commissioner Henderson concurred and continued to move the motion. At this time, Vice Chair Busch closed the public hearing. M/S/C (Tavaglione/Henderson) to: 1) Make the following findings as hereinafter described in this report: 2) a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the owner; and Adopt Resolution of Necessity No. 14-021, "Resolution of Necessity for the Acquisition of Possessory Interests Including Improvements Located Thereon, in Portions of Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel Nos. 118-270-023 and 118-270- 024; Located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP), Between Pierce Street on the East to the County Line on the West, in Riverside County, California . No: Craton, DeConinck, Magee, Roberts, and Stone Abstain: Hanson and Miller M/S/C (Tavaglione/Henderson) to: 1) Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation has been made to the owner. 2) Adopt Resolution of Necessity No. 14-024, "Resolution of Necessity for the Acquisition of Fee, Permanent Wall Footing Easement, and Temporary Construction Easement in Portions of Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel No. 102-290-001 Located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP), Between Pierce Street on the East to the County Line on the West, in Riverside County, California; and 3) Continue Resolution of Necessity No. 14-022 to the September 10, 2014, Commission meeting as recommended by legal counsel . Riverside County Transportation Commission Minutes July 9, 2014 Page 8 At this time, Chair Ashley rejoined the meeting and Commissioners Busch, Berwin Hanna, Scott Matas, Glenn Miller, and Tavaglione stepped out of the meeting. 7. PUBLIC HEARING -RIVERSIDE COUNTY TRANSIT SERVICES FUNDING ALLOCATION FOR FISCAL YEAR 2014/15 Josefina Clemente, Transit Manager, presented the FY 2014/15 funding allocations for Riverside County transit services, highlighting the following areas: • Short Range Transit Plans for FY 2014/15 -FY 2016/17; • Riverside County FY 2014/15 transit funding request; • FY 2013/14 and FY 2014/15 operating and capital costs; • FY 2014/15 transit financial plan by revenue source; and • Staff recommendations. At this time, Chair Ashley opened the public hearing and asked if there are any persons wishing to speak. There were no requests to speak. Chair Ashley closed the public hearing. M/S/C (Jeffries/Henderson) to: 1) 2) 3) 4) Approve the FY 2014/15 Federal Transit Administration's (FTA) Section 5307 and 5311 POP for Riverside County; Approve the FY 2014/15 Local Transportation Fund (LTF) and State Transit Assistance (STA) fund allocations for transit; Direct staff to add projects into the Federal Transportation Improvement Program (FTIP); and Adopt Resolution No. 14-023, "Resolution of the Riverside County Transportation Commission to Allocate State Transit Assistance Funds". At this time, Commissioners Busch, Hanna, and Miller, and Tavaglione rejoined the meeting. 8. ADDITIONS / REVISIONS There were no additions or revisions to the agenda. 9. CONSENT CALENDAR Commissioner Berg requested to pull Agenda Item 9C, "Fiscal Years 2015-19 Measure A Five-Year Capital Improvement Plans for Local Streets and Roads", for further discussion. M/S/C (Stone/Jeffries) to approve the following Consent Calendar items. • • • • • • Riverside County Transportation Commission Minutes July 9, 2014 Page 9 9A. STANDBY BOND PURCHASE AGREEMENTS RELATED TO 2009 SALES TAX REVENUE BONDS SERIES A, SERIES B, AND SERIES C 1) Award Agreement No. 14-19-151-00 to The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) for Standby Bond Purchase Agreements (SBPAs) related to the 2009 Sales Tax Revenue Bonds Series A, Series B, and Series C (2009 Bonds) for a period of four and one-half years, in an amount not to exceed $2.8 million; and 2) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. 9B. 2014 STATE ROUTE 91 IMPLEMENTATION PLAN Receive and file the 2014 State Route 91 Implementation Plan. 9D. POLICY REVISION TO THE PRODUCTIVITY IMPROVEMENT PROGRAM 1) 2) 3) Approve the change in the Productivity Improvement Program (PIP) to eliminate Commission reporting of the existing mandatory and discretionary PIP targets; Require operators to continue to report performance to the Commission individually via the Commission's Transtrak online software; and Approve the implementation of the annual State of Transit Report in order to report on countywide transit performance. 9E. AGREEMENT WITH MEDIA BEEF, INC. FOR THE PROVISION OF PROGRAMMING AN,D WEBSITE ADMINISTRATION SERVICES FOR THE COM-MUTER ASSISTANCE PROGRAM 1) Award Agreement No. 14-41-156-00 to Media Beef, Inc. (Media Beef) for programming and website administration services related to the Commuter Assistance Program (CAP) for a three-year term, and two one-year options to extend the agreement, in the amount of $938,600; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. 10. STATE AND FEDERAL LEGISLATIVE UPDATE Aaron Hake, Government Relations Manager, presented an update on state and federal legislative activities, highlighting the following areas: • AB 1721 (Linder) and SB 953 (Roth); • SB 1228 (Hueso) and SB 1390 (Correa); Riverside County Transportation Commission Minutes July 9, 2014 Page 10 • State Budget -Transportation; • Cap and Trade -FY 2014/15 one year budget and ongoing expenditures; and • FY 2013/14 projected estimates for end-of-month cash balances of the Highway Trust Fund. In response to Chair Ashley's question if the funds are based on the population at the time the funds were held, Aaron Hake replied it is the fiscal year in which the state is making the apportionment. Commissioner Henderson expressed concern about the $21.8 million savings due to Caltrans staffing reductions and reque:;ted clarification. Commissioner Basem Muallem, Governor's Appointee, replied the savings is from the reduction of Caltrans staff, based on the recommendation in the report from the Legislative Analyst Office. M/S/C (J. Benoit/Adams) to: 1) 2) Receive and file an update on state and federal legislation; Adopt the following bill positions: a) SB 1228 (Hueso)-Support If Amended; and b) SB 1390 (Correa) -Support In Concept. At this time, Commissioner Ginny Foat left the meeting. 11. PRESENTATION -STATE ROUTE 91 HIGH OCCUPANCY VEHICLE LANES PROJECT ~ ,, ' , \ I> J , , '«k ¥ ~ J» Basem Muallem presented the SR-91 HOV project status update, highlighting the following areas: • Project background; • Challenging project; • Pachappa Underpass under investigation and lessons learned; • Project status, construction funding, and current activities; • Aesthetic enhancements; and • Construction completion. 12. ITEM(S) PULLED FROM CONSENT CALENDAR FOR DISCUSSION 9C. FISCAL YEARS 2015-19 MEASURE A FIVE-VEAR CAPITAL IMPROVEMENT PLANS FOR LOCAL STREETS AND ROADS • • • • • • Riverside County Transportation Commission Minutes July 9, 2014 Page 11 Commissioner Berg discussed his strong concern for the exemptions in the various cities such as Lake Elsinore and Temecula. He explained as a member of the Western Riverside County Regional Conservation Authority {RCA), he requested information regarding these exemptions at the May 2014 RCA meeting, which he has not received. The staff report notes confirmation was received from Coachella Valley Association of Governments {CVAG), Western Riverside Council of Governments {WRCOG), and RCA. Commissioner Berg expressed concern this is not correct. Commissioner Bob Magee stated the city of Lake Elsinore has been and remains a good partner in all areas of regional government. He explained Commissioner Berg has raised this issue a number of times. While he objects to Commissioner Berg's tone and tactics, he respects the desire to ensure equity in a system and process the Commission embraces and supports. He stated the city of Lake Elsinore has several development agreements that predate the Multi-Species Habitat Conservation Plan {MSHCP) and are therefore exempt. He recommended approval of the staff recommendation. Commissioner Tavaglione expressed understanding of Commissioner Berg's frustration as discussed at the Budget and Implementation Committee meeting. Subsequent to that meeting, he met with RCA Executive Director Charles Landry and Anne Mayer. He stated RCA is working to produce the development agreements, however, there are a number of agreements which will take time to gather . Commissioner Berg stated he has a WRCOG correspondence to the city of Lake Elsinore that the city is not in compliance. He expressed concern RCA is losing funding. Anne Mayer stated CVAG, RCA, and WRCOG have given the Commission written confirmation with respect to participation in each of those programs. Based on the Commission's requirements the Commission does have that certification and can move forward to allocate the funding to the local jurisdictions. M/S/C (Mann/Stone) to approve the FYs 2015-19 Measure A Five-Year Capital Improvement Plans (CIPs) for Local Streets and Roads (LSR) as submitted. No: Berg 13. COMMISSIONERS/EXECUTIVE DIRECTOR'S REPORT 13A. Anne Mayer announced: • A flyer was distributed to the Commissioners about the Commission's summertime weekend Metrolink service; • A brochure was distributed to the Commissioners for the 2014 Mobility 21 Summit scheduled for September 5, 2014, at the Disneyland Hotel; and Riverside County Transportation Commission Minutes July 9, 2014 Page 12 • The East Junction project was opened prior to the Memorial Holiday weekend. 138. Commissioner Scott Mann updated the Commissioner on the lobbying success that came out of the U.S. Conference of Mayors. He expressed appreciation to Aaron Hake, John Standiford, and Commissioner Kotyuk for their assistance in helping crafting language on resolutions concerning environmental reviews. 13C. Commissioner Larry Smith suggested having a work study session to discuss the lack of maintenance on the state highways. 14. ADJOURNMENT There being no further business for consideration by the Riverside County Transportation Commission, adjourned the meeting at 11:27 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Wednesday, September 10, 2014, in the Board Room, at the County of Riverside Administrative Center, 4080 Lemon Street, Riverside, California. Respectfully submitted, Jennifer Harmon Clerk of the Board • • •• • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Mark Lancaster, Right of Way Manager THROUGH: Anne Mayer, Executive Director Adoption of Amended Resolution of Necessity No. 13-022 for the Acquisition of Temporary Construction Easement and Temporary Access Easement Interests in Certain Real Property, by Eminent Domain, More Particularly SUBJECT: Described as Assessor Parcel No. 102-420-035 Located in Corona, Riverside County, California, for the State Route 91 Corridor Improvement Project, Between Pierce Street on the East to the County Line on the West, in Riverside County, California STAFF RECOMMENDATION: This item is for the Commission to: 1) 2) 3) Conduct a hearing to consider an amendment to the previously adopted Resolution of Necessity No. 13-022, including providing all parties and their attorneys, or their representatives, an opportunity to be heard on the issues relevant to the resolution of necessity; Make the following findings as hereinafter described in this report: a) The public interest and necessity require the proposed project; b) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; c) The real property to be acquired is necessary for the project; and d) The offer of just compensation was not made in this circumstance. Instead, the property owner has stipulated to an additional deposit based on an appraisal for Fair Market Value. Adopt Amended Resolution of Necessity No. 13-022, "Adoption of an Amendment to Resolution of Necessity No. 13-022 for the Acquisition of Temporary Construction Easement and Temporary Access Easement Interests in Certain Real Property, by Eminent Domain, More Particularly Described as Assessor Parcel No. 102-420-035 located in Corona, Riverside County, California", for the State Route 91 Corridor Improvement Project (SR-91 CIP), Between Pierce Street on the East to the County Line on the West, in Riverside County, California . Agenda Item 6 1 BACKGROUND INFORMATION: The Commission is being asked to consider the adoption of this previously adopted resolution of necessity to acquire the interests in the parcels outlined in this agenda item. These interests are required for construction of the SR-91 CIP. The power of eminent domain is used by the Commission only as a last resort to obtain interests necessary for public highway projects after 1) negotiations have stalled; or 2) the property owner requested the Commission proceed directly to eminent domain for tax or other advantages; or 3) the eminent domain process is necessary to clear the title to the property. Initially, an offer of just compensation had been made to the property owner for the full Fair Market Value as determined by an appraisal. Commission staff attempted to negotiate an amicable settlement in good faith, and will continue to do so throughout the process. Fair Market Value is defined by the State of California and is one of the most inclusive definitions in the United States. It requires the highest and best use of the property be considered. All of the Commission's appraisals must meet the California definition of Fair Market Value. One of the requirements for acquiring property for improvement projects is that an offer of just compensation be made to the owners of the property. The Commission makes these offe.rs in person whenever possible. The amount of compensation is determined by appraisals prepared by independent appraisal firms licensed by the Bureau of Real Estate Appraisers. The content • of these appraisals, what elements are considered in them, and the methodologies used in the • preparation are all proscribed by various laws and the Uniform Standards of Appraisal Practice {USPAP), published by the Appraisal Foundation. The Federal Government recognizes the USPAP as generally accepted appraisal standards and requires USPAP compliance for appraisers in federally related transactions. Every appraisal calculates the market value of the acquisition as defined by the California Code of Civil Procedure, based on the highest and best use, as defined in USPAP, and includes consideration of severance damages and project benefits {also defined in the California Code of Civil Procedure). In every case, the property owner is invited to accompany the appraiser during the site visit so that as much information as possible is considered in the appraisal. A review appraisal prepared by a different certified appraiser is then conducted to ensure all proper procedures have been followed. Additionally, in accordance with state law, every property owner is offered up to $5,000 to reimburse them for the cost to have their own appraisal prepared. Staff will bring to the Commission those interests that meet one of the criteria above. The timing of these resolutions will balance the need to give the property owners as much time as possible to reach an agreement, while at the same time allowing enough time for the Commission to go through the process to obtain possession in time to avoid delays to the design-build contractor. The legal p~ocess from adoption of the resolutions of necessity to receiving legal possession of the properties takes approximately 150 days. California eminent domain law provides that a public entity may not commence with eminent domain proceedings until its governing body has adopted a resolution of necessity, which Agenda Item 6 2 • • • • resolution may only be adopted after the governing body has given each party with an interest in the affected property, or their representatives, a reasonable opportunity to appear and be heard on the following matters: 1) The public interest and necessity require the proposed project; 2) The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3) The real property to be acquired is necessary for the project; and 4) The offer of just compensation was not made in this circumstance. Instead, the property owner has stipulated to an additional deposit based on an appraisal for Fair Market Value. Since an agreement has not been reached with some property owners, it may be necessary to acquire necessary interests by eminent domain. The initiation of the eminent domain process is accomplished by the Commission's adoption of a resolution of necessity for the affected property. Record owners must be afforded an opportunity to appear at the hearing and lodge objections. A notice of this hearing is typically sent by first class mail to the property owners, which states the Commission's intent to consider the adoption of resolutions, the right of the property owners to appear and be heard on these issues, and that failure to file a written request to appear would result in a waiver of the right to appear and be heard. The Commission scheduled this hearing at which all persons who filed a written request in compliance with applicable law may appear and be heard. However, in this instance, a notice of the hearing was not necessary since the Commission and the property owner entered into and filed a Stipulation allowing the Commission to acquire additional property interests affecting APN 102-420-035; file an amended complaint; adopt a resolution of necessity; take possession; and supplement the deposit of probable compensation. In consideration of the Commission completing those items, the property owner agreed to waive certain procedural requirements and rights for the modified acquisition and amendment of the resolution of necessity. The proposed order was signed and filed by the court on August 19, 2014, which granted the Commission possession of the additional property interests at issue before the Commission. The amendment of Resolution of Necessity No. 13-022 must be accomplished before legal counsel can file an amended complaint and proceed properly with litigation of this matter. Aerial views of the parcels subject to this staff report in relation to the SR-91 CIP are attached. Finding 1: PubliC: Interest and Necessity Require the Project SR-91 in Riverside County ranks among the nation's worst commutes. Stop and go traffic is the norm, especially during morning and late afternoon rush hours. Traffic congestion on eastbound SR-91 between the cities of Anaheim and Corona is routinely among the worst 15 areas in the nation. SR-91 is continuing to experience increased congestion as a result of population growth in Riverside and San Bernardino Counties and the increase in jobs in Los Angeles and Orange Agenda Item 6 3 Counties. Demographic projections for the Southern California Association of Governments {SCAG) region show population and employment in Orange and Riverside Counties are forecast to increase substantially by 2035. As a result, traffic volumes on SR-91 are expected to increase by approximately 50 percent by 2035, which would result in even greater congestion and delays on SR-91. The existing travel demand on SR-91 has led to a heavy directional commute pattern between Los Angeles, Orange, and Riverside Counties that is projected to continue into the future. SR-91 is the only major highway that links Orange and Riverside Counties. Extending from the Orange County/Riverside County line in the city of Corona to Pierce Street in Riverside, the SR-91 CIP will add mixed flow lanes, tolled express lanes, improve interchanges, bridges, ramps, and local streets. New freeway to freeway ramp connections between SR-91 and Interstate 15 also will be made. The SR-91 CIP is designed to reduce delays, improve air quality, offer a choice between regular (mixed flow) lanes and express lanes, allow faster emergency response, relieve local street congestion, and provide better access to public transit and rails. Finding 2: The Project is Planned or Located in a Manner Most Compatible with Greatest Public Good and Least Private Injury • A thorough analysis was conducted to find the single best alternative for the SR-91 CIP. Environmental analyses and findings indicate the chosen alignment uniquely satisfies • engineering, public health, and environmental issues, and is the most compatible with the greatest public good and least private injury. To minimize private injury, a thorough analysis regarding the need for each property and each interest was conducted in the planning stages of the SR-91 CIP. Efforts during the planning stages included conducting public outreach meetings and seeking feedback about the SR-91 CIP alignment and potential impacts. Staff also met regularly with various local agencies and businesses to determine if modifications to the alignment were necessary to minimize impacts. These efforts continued over the course of years to ensure the alignment design achieved the greatest public good with the least private injury. As part of the acquisition process, unless settlement was reached within the first 30 days after an offer was made, every property owner was provided an opportunity to participate in meetings with project staff. The goal of these meetings was to minimize private injury not only on the basis of information staff obtained through the planning process, but also on the information provided by the property owners. As a result, staff has in some cases included mitigation measures to reduce and minimize impacts to the property. Compliance with the California Environmental Quality Act has been satisfied by Caltrans' certification of an environmental impact report {EIR) in its role as lead agency on August 8, 2012, and the Commission's subsequent consideration of that certified EIR in its role as a responsible agency on November 14, 2012. Agenda Item 6 4 • • • • Finding 3: The Real Property to be Acquired is Necessary for the Project The property interests sought below have been analyzed to determine if a feasible design alternative that exists would alleviate the need for the interest. As indicated above, the property owners of the interests were invited to meet with project staff and provide input to address any concerns the property owners may have with the design of the SR-91 CIP in the manner proposed and the necessity of the acquisition. To the extent the property owners raised such concerns; staff took those concerns into consideration and attempted to make design modifications as feasible as possible. In the end, staff recommends the following interests in real property are necessary for the project. Amended RON No. 13-022 -Owner: 2410 Wardlow Property, LLC, a California Limited Liability Company, APN 102-420-035; CPNs 22124-09 and 22124-11 The real property commonly known as Assessor Parcel No. (APN) 102-420-035 is owned in fee by 2410 Wardlow Property, LLC, a California limited liability company and is located at 2410 Wardlow Road, in Corona, California. The property is irregular in shape and is about 205,921 square feet (approximately 4.72 acres) in area. The property is currently improved with commercial buildings that contains room for approximately nine retail stores and the associated parking lot. The property is bounded by Wardlow Road to the north, westbound Auto Center Drive/Serfas Club Drive offramp to the south, a commercial building to the east, and an IHOP restaurant to the west. The design of the SR-91 CIP necessitated the Commission acquire fee, building access easement, building demolition easement, permanent utility easement, permanent wall easement, temporary access easement interests, and temporary construction easement in portions of the property due to the proposed widening of SR-91 by about 35 feet of the existing edge of travel way and the resulting realignment of the westbound Maple Street onramp and Auto Center Drive/Serfas Club Drive offramp. This widening will require construction of a retaining wall to minimize impact to the subject property, requiring fee, a permanent wall footing easement, and a temporary construction easement for construction. The freeway widening requires a realignment of an existing water line in the subject property's parking lot, resulting in a modified permanent utility easement. There is also a portion of the building on the east end that needs to be cut and refaced to allow for proper setback, parking, and circulation on the site, which required a temporary access easement, building access easement, and building demolition easement. The acquisition of those property interests was accomplished through adoption of Resolution of Necessity No. 13-022 on September 11, 2013. An action in eminent domain was filed in the Riverside Superior Court on October 7, 2013. Subsequent to the filing of the action and as a result of discussions with the property owner regarding site mitigation that the Commission became aware additional property interests would need to be acquired from this property owner . Agenda Item 6 5 The Commission is currently seeking to acquire additional portions of the subject property as temporary access easement and temporary construction easement interests. Through stipulation between the parties, the Commission will deposit an additional amount of just compensation based on an independent appraisal for these additional interests. The Commission's legal counsel and the property owner entered into a stipulation on August 8, 2014, to allow the Commission to amend Resolution of Necessity No. 13-022 to include the additional property interests. Legal definition(s), legal description(s) and/or plat map(s) of the portions sought to be acquired are attached as an exhibit to Amended Resolution of Necessity No. 13-022. An aerial view of the parcel and the parcel's relationship to the SR-91 CIP is also attached. As stated above, formal notice of this hearing was waived by the property owner. Finding 4: Offers of Just Compensation Have Been Made to the Property Owner A litigation guarantee was obtained from Commonwealth Land Title Insurance Company to confirm and identify the parties with an interest in the parcels affected by the SR-91 CIP. The Commission then served the affected property owner and other interested parties as appropriate, with a notice of the Commission's decision to appraise the property. • The Commission had the real property interests appraised by the real estate appraisal firm of lntegra Realty Resources to establish the fair market value of the property interests the • Commission is seeking to acquire from the parties identified herein. An offer of just compensation was made to the property owner to purchase the property interests, based on the approved appraisals, as required by Section 7267.2 of the California Government Code. For the additional property interests that the Commission seeks to acquire, the property owner has waived its right to a statutory offer for those interests. Instead, the Commission and the property owner stipulated that the Commission will, within 90 days of the October 8, 2014 hearing, appraise the additional property interests and deposit the additional amount of just compensation in the State of California Condemnation Deposits Fund. Fiscal Impact There is no fiscal impact due to adoption of the resolution of necessity. All property acquisition expenses are included in the SR-91 CIP budget. Attachment: Amended Resolution of Necessity No. 13-022 Agenda Item 6 6 • • • • ATTACHMENT 1 AMENDED RESOLUTION NO. 13-022 RESOLUTION OF NECESSITY FOR THE ACQUISITION OF ADDITIONAL TEMPORARY CONSTRUCTION EASEMENT AND TEMPORARY ACCESS EASEMENT INTERESTS IN PORTIONS OF CERTAIN REAL PROPERTY, BY EMINENT DOMAIN, MORE PARTICULARLY DESCRIBED AS ASSESSOR PARCEL NO. 102-420-035 LOCATED IN CORONA, RIVERSIDE COUNTY, CALIFORNIA, FOR THE STATE ROUTE 91 CORRIDOR IMPROVEMENT PROJECT, BETWEEN PIERCE STREET ON THE EAST TO THE COUNTY LINE ON THE WEST, IN RIVERSIDE COUNTY, CALIFORNIA WHEREAS, the Riverside County Transportation Commission (the "Commission") proposes to acquire temporary construction easement and temporary access easement interests in portions of certain real property, located in Riverside County, California, more particularly described as Assessor Parcel No.102-420-035 (CPNs 22124-09 and 22124-11) for the SR-91 Corridor Improvement Project in Riverside County, California, pursuant to the authority granted to it by section 130220.5 of the California Public Utilities Code; and WHEREAS, pursuant to section 1245.235 of the California Code of Civil Procedure, the Commission scheduled a public hearing for Wednesday, October 8, 2014 at 9:30 a.m., at the County Administration Building, Board of Supervisors Chambers, at 4080 Lemon Street, Riverside, California . This action is requested pursuant to a stipulation executed by RCTC and the Property Owner in • which the Property Owner waived formal notice of this hearing and other procedural requirements; and WHEREAS, said hearing has been held by the Commission, and the affected property owner and other interested parties were afforded an opportunity to be heard on said matters; and WHEREAS, the Commission may now adopt a Resolution of Necessity pursuant to section 1240.040 of the California Code of Civil Procedure; NOW, THEREFORE, THE COMMISSION DOES HEREBY RESOLVE AND DECLARE AS FOLLOWS: Section 1. Compliance with California Code of Civil Procedure. There has been compliance by the Commission with the requirements of section 1245.235 of the California Code of Civil Procedure regarding notice and hearing. Section 2. Public Use. The public use for temporary construction easement and temporary access easement interests in portions of property to be acquired is for the SR-91 Corridor Improvement Project in Riverside County, California. Section 130220.5 of the California Public Utilities Code authorizes the Commission to acquire, by eminent domain, property necessary for such purposes . 7 Section 3. Description of Property. Attached and marked as Exhibit "A" are the legal definitions, legal descriptions and assessor parcel map of the parcel upon which the temporary construction easement and temporary access easement interests to be acquired by the Commission are located, and which describe the general location and extent of the property with sufficient detail for reasonable identification. Section 4. Findings. The Commission hereby finds and determines each of the following: (a) The public interest and necessity require the proposed project; (b) The proposed project is planned or located in the manner that will be most compatible with the greatest public good and least private injury; ( c) The property defined, described and/or depicted in Exhibit "A" is necessary for the proposed project; and (d) The offer was not necessary in this instance because the property owner waived rights to the same and stipulated that the Commission would appraise the property interests to be acquired and make an additional deposit of probable just compensation based on that appraisal. Section 5. Use Not Unreasonably Interfering with Existing Public Use. Some or all of the real property affected by the interests to be acquired is subject to easements and rights of way appropriated to existing public uses. The legal descriptions o,f these easements and rights of way are on file with the Commission and describe the general location and extent of the easements and rights of way with sufficient detail for reasonable identification. In the event the herein described use or uses will not unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, counsel for the Commission is authorized to acquire the herein described interests subject to such existing public use(s) pursuant to section 1240.510 of the California Code of Civil Procedure. Section 6. More Necessary Public Use. Some or all of the real property affected by the interests to be acquired is subject to easements and rights of way appropriated to existing public uses. To the extent that the herein ·described use or uses will unreasonably interfere with or impair the continuance of the public use as it now exists or may reasonably be expected to exist in the future, the Commission finds and determines that the herein described use or uses are more necessary than said existing public use. Counsel for the Commission is authorized to acquire the herein described real property appropriated to such existing public uses pursuant to section 1240.610 of the California Code of Civil Procedure. Staff is further authorized to make such improvements to the affected real property that it determines are reasonably necessary to 8 • • • • • • mitigate any adverse impact upon the existing public use. Section 7. Further Activities. Counsel for the Commission is hereby authorized to acquire the hereinabove described real property in the name of and on behalf of the Commission by eminent domain, and counsel is authorized to institute and prosecute such legal proceedings as may be required in connection therewith. Legal counsel is further authorized to take such steps as may be authorized and required by law, and to make such security deposits as may be required by order of court, to permit the Commission to take possession of and use said real property at the earliest possible time. Counsel is further authorized to correct any errors or to make or agree to non- material changes in the legal description of the real property that are deemed necessary for the conduct of the condemnation action, or other proceedings or transactions required to acquire the subject real property. Counsel is further authorized to reduce or modify the extent of the interests or property to be acquired so as to reduce the compensation payable in the action where such change would not substantially impair the construction and operation for the project for which the real property is being acquired. Section 8. Effective Date. This Resolution shall take effect upon adoption. APPROVED AND ADOPTED this gth day of October, 2014 . Marion Ashley, Chair Riverside County Transportation Commission ATTEST: Jennifer Harmon, Clerk of the Board Riverside County Transportation Commission 9 • • • 10 • • • Legal Definitions of Property to be Acquired The following is a list of definitions of legal rights to be acquired by Riverside County Transportation Commission: (The rights being acquired may be exercised mutually exclusive of each other.} "Temporary Construction Easement" (TCE} (22124-9) refers to the right ofRCTC, its successors and assigns, to engage in construction and related activities for the project. Such right shall be exercised for a period of six (6) consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written. notice of commencement of possession to the property owner. The duration of the rights under the TCEs shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder. "Temporary Access Easement" (22124-11) refers to a temporary non-exclusive easement and right of way in favor of RCTC, its successors and assigns, to traverse and maintain an access way to access RCTC facilities and/or construction site, as determined necessary by RCTC, together with all necessary rights incidental thereto, on, over, under and across the property in connection with the exercise of any easement rights described herein. Property Owner shall not erect or construct, or permit to be erected or constructed, any building, structure or improvement on, over, or under any portion of the easement, or plant trees or any other vegetation on any portion of the easement, except with the prior written consent of RCTC, its successors and assigns. RCTC shall have the right to trim, cut or clear away any trees, brush, or other vegetation from time to time as determined in its sole discretion, without payment of additional compensation. No other easement shall be granted on, under or over the easement without the prior written consent ofRCTC, its successors and assigns. Such rights shall be exercised for a period of six (6) consecutive months, beginning no fewer than 72 hours after the date that RCTC provides written notice of commencement of possession to the property owner. The duration of the rights under this easement shall not extend beyond November 6, 2017, or upon filing of a Notice of Completion, whichever is earlier. Property Owner shall not cause, directly, indirectly or negligently, any interference with or harm to the rights conveyed hereunder . 17336.02100\9146730.1 EXH1~2° A, PAGE 1 • • • 12 • 2 3 4 5 6 7 8 9 10 11 12 13 14 • 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 • PSOMAS Caltrans Parcel No. 22124-09 EXHIBIT '11' LEGAL DESCRIPTION Temporary Construction Easement APN 102-420-035 In the City of Corona, County of Riverside, State of California, being a portion of Parcel 3 of Parcel Map No. 24150, as shown by map filed in Book 158, Pages 99 to 101, inclusive of Parcel Maps, Records of Riverside Com1ty, California, described as follows: Beginning southwesterly corner of said Parcel 3; thence along the westerly line of said Parcel the following two (2) courses: 1. North 22°36'02" East 73.99 feet; 2. North 7°06'46" East 184.99 feet to the northwesterly comer of said Parcel; thence South 82°53 107 11 East 41.44 feet along the northerly line of said Parcel; thence South 7°06'53" West 10.00 feet; thence North 82°53'07 11 West 19.98 feet; thence South 7°03'00" West 60.83 feet; thence South 82°59' 55" East 237.33 feet; thence South 7°00105 11 West 44.44 feet; thence North 82°59'55" West 17.13 feet; thence North 7°00'05" East 20.44 feet; thence North 82°59'55" West 220.20 feet; thence South 7°00'05" West 90.85 feet' thence South 82°58'54" East 79.19 feet; thence South 7°00'05" West 10.34 feet; thence South 82°59'55" East 60.22 feet; thence South 7°00'05" West 19.57 feet; thence South 7°07'23" West 79.39 feet; thence North 76°10'40" West 17.11 feet to the beginning of a curve concave northerly having a radius of 250 .00 feet; thence westerly along said curve 3 7.05 feet through a central angle of 8°29'30"; thence North 67°41 '09" West 45.26 feet to the beginning of a curve concave southerly having a radius of 235.00 feet; thence westerly along said curve 34.83 feet through a central angle of 8°29'30"; thence North 76°10'40" West 16.91 feet to the southerly line of said Parcel and the beginning of M:\2PTGO I 050 l \SURVEY\LEGALS\22 I 24_APN_I 02-420-035\Legal\22124-9.docx 6/25/14 EXHl~'J A, PAGE 2 Page I of2 PSOMAS a non-tangent curve concave northerly having a radius of 3000.00 feet, a radial line to 2 said beginning bears South 21°58'27" West; thence westerly along said curve and said 3 southerly line 34.18 feet through a central angle of0°39'10" to the Point of Beginning. 4 5 Contains 25,397 square feet 6 7 The distances described herein are grid distances and are based on California Coordinate 8 System of 1983, Zone 6, 2007 .00 epoch. Ground distances may be obtained by dividing 9 grid distances by the mean combination factor of the courses being described. The mean 10 combination factor for this conversion is 0.99997476. 11 12 See Exhibit 'J2' attached hereto and made apart hereof. 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 Prepared under the direction of , (U~ v ~ -. Anna M. Beal, PLS 4955 Date M:\2PTGO I 0501\SURVEY\LEGALS\22124. APN._ l 02-420-035\Legal\22124-9.docx 6/25114 EXHl~hT A, PAGE 3 Page 2 of2 • • • ------------------------------------------------------ • • • EXHIBIT 12 PARCEL# TITLE GRANT OR AREA 22124-9 TCE 2410 WARDLOW PROPERTY, LLC 25,397 SF L1 -N1~0 23'41"E L2 -N65°12'17"W W'LY LINE PCL 3 34 .68' 25.96' 22124-9 SEE SHEET 2 pr.t. 3, FOR DETAIL ~- P. M. 8. 158/99-JOJ (R) POB C==:) ..LLLLL I 6 PROPOSED ROUTE 97 RIVERSIDE FREEWA y RQVTE :1 RIVERSIDE LC/L STATIONING 7 B I LEGEND Indicates Radial Beor-ing Point of Beginning Title to State Access Prohibited 9 FREEWAY I 200 APN 102-420-035 I 2 NOTES Coor-d1nates and bear-1ngs ore on CCS 1983(2007 .00) Zone 6. Distances and stationing are gr-id distances. Divide by 0.99997476 to obtain gr-ound distances. All distances ar-e in feet unless other-wise noted. 22124-9 TEMPORARY CONSTRUCTION EASEMENT FEET 0 50 100 200 300 PREPARED BY: DATE: 6-10-14 REV.1: 6-25-14 EA: OF 540 FA#: I C\J a PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 3.8 2 PARCEL# 22124-9 w z .....J IV) >-.....J -.:-lu O'\ m 3:0.. <::!" co "7" I") a ('\] w I <.o a -1 (\J '<1" ... 0 I LL, lO {\J 0 0 0 r- 0 z EXHIBIT 12 TITLE GRAN TOR AREA TCE 2410 WARDLOW PROPERTY LLC 25,397 SF S82°53'07"E 271.25' 229.81, S07°06'53"W ---'1---;;;:o.-, 0 • 0 0 I N82°53'07"W 19.98' S82°59'55"E NORTHERLY LlNE PCL 3 237.33' DOC. N0.2005-0216459 O.R. -----------------------------------------, I I • I.{') lf'lo co. ·O Oo O'lo r- 0 Vl 582° 58'54"E 79.19' N82°59'55 11 W 220.20' N07° 00'05 11 E,,;-_..,~....,. 20.44' S07°00'05"W 1 9.57' APN A 0 \ '-1::::7 5 00'59" R==472.49'-- l==123.83' --- ----S07°00'05"W 44.44' N82° 59'55"W 17.1 3' l ________ _ POB SW'L Y COR. PCL 3 LEGEND (R) Indicates Radial Bearing POB Point of Beginning ~ Title to State _LJ_LLJ Access Prohibited NOTES Coordinates and bear1nos are on CCS 1983(2007 .00) Zone -6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. Al I distances are in feet unless otherwise noted. FEET O PREPARED BY: DA TE: 6-1O-1 4 3: -r'1 mN ~-;... o>O r-~ 0 z /W - 22124-9 TEMPORARY CONSTRUCTION EASEMENT 25 so 100 150 REV.1: 6-25-14 EA: OF540 PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS .3 Hu1'Ton CerTr-e Or'"ive, Ste. 100 Scn1a o\r.o, C.:otifornic Cj'.2707 (714}481-605Jlf7!"1J5~5··88B3 iFo:.) 8 3.8 2 2 • 2 3 4 5 6 7 8 9 IO 11 12 13 14 • 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 • PSOMAS Caltrans Pucci No. 22124-11 Temporary Access Easement APN 102-420-035 EXHIBIT 'Kl' LEGAL DESCRIPTION In the City of Corona, County of Riverside, State of California, being a portion of Parcel 3 of Parcel Map No. 24150, as shown by map filed in Book 158, Pages 99 to 101, inclusive of Parcel Maps, Records of Riverside County, California, described as follows: Beginning southwesterly comer of said Parcel 3; thence along the westerly line of said Parcel the following two (2) courses: 1. North 22°36'02" East 73.99 feet; 2. North 7°06'46" East 184.99 feet to the northwesterly corner of said Parcel; thence South 82°53'07" East 41.44 feet along the northerly line of said Parcel; thence South 7°06'53" West 10.00 feet; thence North 82°53'07" West 19.98 feet; thence South 7°03'00" West 30.83 feet to the True Point of Beginning; thence continuing along last said line South 7°03'00" West 30.00 feet; thence South 82°59' 55" East 262.27 feet; thence South 71°06'4 7" East 98.25 feet; thence South 82°52'37" East 233.18 feet; thence North 7°07'23" East 30.00 feet; thence North 82°52'37" West 230.09 feet; thence North 71°06'47" West 98.28 feet; thence N01th 82°59'55" West 265.37 feet to the True Point of Beginning. Contains 17,812 square feet M:\2PTGO 1050t\SURVEY\LEGALS\22124_APN_102-420-035\Legal\22124-l I .docx 6/25/14 EXHl~IJ A, PAGE 6 Page 1 of2 PSOMAS The distances described herein are grid distances and are based on California Coordinate 2 System of 1983, Zone 6, 2007.00 epoch. Ground distances may be obtained by dividing 3 grid distances by the mean combination factor of the courses being described. The mean 4 combination factor for this conversion is 0.99997476. 5 6 See Exhibit 'K2' attached hereto and made apart hereof. 7 8 Prepared tmder the direction of 9 10 11 12 13 14 15 16 17 18 19 20 21 Date M :\2PTGO I 050 I \SUR VEY\LEGALS\22124 _ APN _ I 02-420-035\Legal\22 l 24-I I .docx 6/25/14 EXHl!lBT A, PAGE 7 Page 2 of2 • • • • • • EXHIBIT K2 PARCEL# TITLE GRAN TOR AREA APN CURVE TABLE I DELTA RADIUS LENGTH C1 15°00'59" 472.49' 123.83' N750 39 '39"W 254.58' PROPOSED C2 15°01'28" 527.49' 138.32' C3 17°41'18" 94.0' 29.1 7' EXiSTING R/W ROUTE 97 RIVERSIDE FREEWAY (R) POB ~ _l__l_j_JJ 6 7 LEGEND Indicates Redial Bearing Point of Beginning Title to State Access Prohibited NOTES Coo rd 1 notes ond bearings ore on CCS 1983(2007 .OO) Zone 6. Distances and stationing are grid distances. Divide by 0.99997476 to obtain ground distances. Al I distances are in feet unless otherwise noted. 8 9 FEET 0 PREPARED BY: DATE: 6-25-14 REV.: ID FREEWAY 200 2 22124-11 TEMPORARY ACCESS EASEMENT 50 100 200 300 EA: OF540 FA#: I 0 C\J ~ I C\J a PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS S H;.nton Centre Or-i-JeJ. S-:-e. 2(0 Son·to Ana, Cdliforriio 'j2707 t'l1•Ha1-aos31(11'4J54'5-esa3 (Fax) 8 RlV 91 3.8 2 EXHIBIT K2 PARCEL# TITLE GRANTOR AREA APN 22124-11 TAE 2410 WARDLOW PROPERTY, LLC 17,81 2 SF 102-420-035 NW'LY COR. CL L 1 N82°59'55"W NORTHERLY LINE PC!,. 3 265.37' . <;!" co (221 24-11) _J !':: 0 S82°59'55"E 262.27' :r: _J uw Ls 1-cn W' Y LINE CL 3 w l.O <:;?" u;J 0 0 t-o z (R) POB ~ ..LLLLl SW'L Y COR. PCL 3 LEGEND I- LL ww Z-l _Jw > IO um I-<( <( ::?w w l/l Indicates Radial Bearing Point of Beginning Title to State Access Prohibited NOTES Coordinates ond bearings ore on CCS 1983(2007.00) Zone 6. Distances and stationing ore grid distances. Divide by 0.99997476 to obtain ground distances. Al I distances ore in feet unless otherwise noted. L1 L2 L3 L4 LS L6 FEET 0 PREPARED BY: DATE: 6-25-14 REV.: --<( ::::? w w l/l N82°52'37"E 230.09' N07°07'23"E 30.00' S82°52'37"E 233.18' LINE TABLE BEARING DISTANCE S07°06 '53"W 10.00' N82°53'07"W 19.98' S07°03'00"W 30.83' S07°03'00"W 30.00' S71°06'47"E 98.25' N71°06'47"W 98.28' DETAIL 22124-11 TEMPORARY ACCESS EASEMENT 30 60 120 180 EA: OF540 F Ait: PSOMAS DISTRICT COUNTY ROUTE SHEET PM SHEET NO. TOTAL SHEETS 8 3.8 2 2 • • • ~ C1J in C.M Oc I.. I 0.. Q ~N oY -N "Ee ta .... 3: THE COMMISSION IS REQUESTED TO MAKE THE FOLLOWING FINDINGS : 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. 10/9/2014 1 10/9/2014 1. 2410 Wardlow Properties, LLC No. Ownership Offer Date 1 2410 Wardlow Prooerties, LLC Januarv 10, 2013 2 10/9/2014 In Person Phone No. Ownershio Meetinas Mailinas Contacts E-Mails Total 2410 Wardlow Properties, 1 LLC · .. 5 3 9 4 21 *These numbers do not include contacts made with legal counsel, which in some cases has been extensive. PARCEL 1 3 THE COMMISSION ADOPT A RESOLUTION OF NECESSITY BASED ON THE FOLLOWING FINDINGS: 1. The public interest and necessity require the proposed project; 2. The project is planned or located in a manner that will be most compatible with the greatest public good and the least private injury; 3. The real property to be acquired is necessary for the project; and 4. The offer of just compensation has been made to the property owner. 10/9/2014 4 • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission Budget and Implementation Committee FROM: Grace Alvarez, Planning and Programming Manager Eric De Hate, Staff Analyst THROUGH: Anne Mayer, Executive Director SUBJECT: Fiscal Years 2015-19 Measure A Five-Year Capital Improvement Plan for Local Streets and Roads -City of Norco BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to approve the FYs 2015-19 Measure A Five-Year Capital Improvement Plan (CIP) for Local Streets and Roads (LSR) for the city of Norco (Norco) as submitted. BACKGROUND INFORMATION: • Measure A provides member agencies with local funding for street maintenance and operations, street repairs, street improvements, and new infrastructure of the local streets and roads systems. Since the new authorization of Measure A in 2009, the cities and the county of Riverside received over $201 million from July 1, 2009 to June 30, 2014. • Measure A imposes several requirements on local agencies in order to receive LSR funds. First, the Coachella Valley and Western County cities and the county must participate in either the Coachella Valley Association of Governments (CVAG) or Western Riverside Council of Governments (WRCOG) Transportation Uniform Mitigation Fee (TUMF) program. Western County agencies must also participate in the Western Riverside County Multiple Species Habitat Conservation Plan managed by the Western Riverside County Regional Conservation Authority (RCA). Staff received confirmation from WRCOG and RCA regarding the current participation by Norco in these programs. Additionally, agencies are required to annually provide to the Commission a project status report for the prior year CIP, a five-year CIP detailing how the Measure A funds are to be expended, and an annual certification of maintenance of effort. In July, the Commission approved all of the Measure A Five-Year CIPs with the exception of Norco, which is the subject of this agenda item. The city of Beaumont is currently not a participating agency in WRCOG's TUMF program. The required CIP and supporting documentation was received from Norco on August 18; the submittal was prepared based on the five-year Measure A revenue projection for LSR provided to the local agencies by Commission staff . Agenda Item 8A 22 With the Commission's approval of Norco's FY 2015-2019 Measure A Five-Year CIPs, FY 2014/15 Measure A LSR disbursements to Norco will start in October, after Commission approval. The October 2014 payment will be retroactive to July 2014. Attachments: 1) Measure A FY 2014/15 Revenue Projections 2) City of Norco FYs 2015-19 Measure A CIP Agenda Item SA 23 • • • Attachment 1 RIVERSIDE COUNTY TRANSPORTATION COMMISSION • MEASURE A PROGRAM ALLOCATION (PROJECTION) FY 2013/14 (revised) FY 2014/15 FY 2015/16 FY 2016/17 FY 2017/18 FY 2018/19 Western County BANNING $ 502,000 $ 530,000 $ 546,000 $ 562,000 $ 579,000 $ 596,000 BEAUMONT CALIMESA 142,000 149,000 153,000 158,000 163,000 168,000 CANYON LAKE 158,000 169,000 174,000 179,000 184,000 190,000 CORONA 3,507,000 3,707,000 3,818,000 3,933,000 4,051,000 4,173,000 EASTVALE 944,000 1,088,000 1,121,000 1,155,000 1,190,000 1,226,000 HEMET 1,521,000 1,611,000 1,659,000 1,709,000 1,760,000 1,813,000 JURUPA VALLEY 1,590,000 1,802,000 1,856,000 1,912,000 1,969,000 2,028,000 LAKE ELSINORE 1,062,000 1,137,000 1,171,000 1,206,000 1,242,000 1,279,000 MENIFEE 1,348,000 1,438,000 1,481,000 1,525,000 1,571,000 1,618,000 MORENO VALLEY 3,354,000 3,586,000 3,694,000 3,805,000 3,919,000 4,037,000 MURRIETA 1,963,000 2,065,000 2, 127,000 2,191,000 2,257,000 2,325,000 NORCO 570,000 599,000 617,000 636,000 655,000 675,000 PERRIS 1,277,000 1,353,000 1,394,000 1,436,000 1,479,000 1,523,000 RIVERSIDE 6,328,000 6,655,000 6,855,000 7,061,000 7,273,000 7,491,000 SAN JACINTO 731,000 718,000 740,000 762,000 785,000 809,000 TEMECULA 2,598,000 2,744,000 2,826,000 2,911,000 2,998,000 3,088,000 WILDOMAR 521,000 555,000 572,000 589,000 607,000 625,000 RIVERSIDE COUNTY 4,644,000 5,112,000 5,265,000 5,423,000 5,586,000 5,754,000 RCTC Regional Arterial 705,000 751,000 774,000 797,000 821,000 846,000 SUBTOTAL-Western County 33,465,000 35,769,000 36,843,000 37,950,000 39,089,000 40,264,000 Coachella Valley CATHEDRAL CITY 1,362,000 1,401,000 1,443,000 1,486,000 1,531,000 1,577,000 COACHELLA 618,000 629,000 648,000 667,000 687,000 708,000 DESERT HOT SPRINGS 467,000 494,000 509,000 524,000 540,000 556,000 INDIAN WELLS 248,000 244,000 251,000 259,000 267,000 275,000 INDIO 1,620,000 1,716,000 1,767,000 1,820,000 1,875,000 1,931,000 LA QUINTA 1,484,000 1,509,000 1,554,000 1,601,000 1,649,000 1,698,000 • PALM DESERT 2,650,000 2,718,000 2,800,000 2,884,000 2,971,000 3,060,000 PALM SPRINGS 1,983,000 2,048,000 2,109,000 2,172,000 2,237,000 2,304,000 RANCHO MIRAGE 870,000 876,000 902,000 929,000 957,000 986,000 RIVERSIDE COUNTY 1,715,000 2,007,000 2,067,000 2, 129,000 2, 193,000 2,259,000 CVAG SUBTOTAL-Coachella Valley 13,017,000 13,642,000 14,050,000 14,471,000 14,907,000 15,354,000 Palo Verde Valley BLYTHE 866,000 973,000 1,002,000 1,032,000 1,063,000 1,095,000 RIVERSIDE COUNTY 223,000 249,000 256,000 264,000 272,000 280,000 SUBTOTAL-Palo Verde Valley 1,089,000 1,222,000 1,258,000 1,296,000 1,335,000 1,375,000 TOTAL $ 47,571,000 $ 50,633,000 $ 52, 151,000 $ 53,717,000 $ 55,331,000 $ 56,993,000 Note: Estimate for Planning Purposes, subject to change and rounding differences . • 24 • • • CITY of NORCO CITY HALL • 2870 CLARK AVENUE • NORCO CA 92860 • (951) 735-3900 • FAX (951) 270-5622 August 14, 2014 Theresia Trevino, Chief Financial Officer Riverside County Transportation Commission P.O. Box 12008 Riverside, CA 92502-2208 2015 RE: 2044-2019 Measure A Local Streets and Roads Five-Year Capital Improvement Program Plan Dear Ms. Trevino: The City of Norco is pleased to submit for your consideration and approval our Five- Year Measure "A" Capital Improvement Program Plan projections, commencing with Fiscal Year 2014/15. We have included for your records a copy of the City of Norco approved Five-Year Measure A Capital Improvement Program Fund, and the Annual Certification of the City's "Maintenance of Effort" document signed by City Manager, Andy Okoro. If you have any additional questions, regarding the City of Norco 2014 submittal, please contact me at 951-270-5678. We appreciate your cooperation and assistance with the City of Norco's planned expenditures for maintenance and capital improvements to our local streets and roads. Respectfully, cf~~v:J Lori J. Askew Director of Public Works City of Norco Attachments: BERWIN HANNA Mayor City of Norco Five-Year CIP Measure "A" 5-Year CIP Maintenance of Effort Letter HERB HIGGINS Mayor Pro Tern CITY COUNCIL KATHY AZEVEDO Council Member 25 KEVIN BASH Council Member GREG NEWTON Council Member 201412015 MAINTENANCE OF EFFORT CERTIFICATION STATEMENT The undersigned agrees and certifies for the City of Norco (the "Agency") that sales tax transportation funds received pursuant to Ordinance No. 02-001 of the Riverside County Transportation Commission ("Measure A") shall be used in compliance with the Commission's Maintenance of Effort Guidelines and a base year amount of $22,536, approved by the Commission at its July 13, 2011 meeting, and that the Agency shall not use such funds to replace discretionary local funds previously expended by the Agency for local transportation purposes. The Agency hereby acknowledges that the failure of the Agency to continue such • local expenditure shall result in a reduction or loss of Measure A funds. • Additionally, the Agency commits to expending Measure A Local Streets and Roads funds for projects listed in the Five Year Capital Improvement Plan as approved by Riverside County Transportation Commission. Dated: Angust 14 , 2014 ~ City Manager • 26 N -...J • • • '(" RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE ·~0 LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2014-2015 Agency: City of Norco Page_!_of_§_ Prepared by: Lori J. Askew Phone #: 951-270-5678 Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 Hillside Ave. -Sixth St. to River Dr. 3 Valley View Ave. -First to Second/fourth to Fifth 4 Hilltop Lane 5 Sierra Ave. -Fifth to Sixth 6 Haileah Cl 7 Lookout Pt 8 Fourth St -Temescal to Hillside 9 Hamner Ave -Detroit to Bridge 10 Third St. -Valley View to Corona 11 Unspecified Rehabilitation and Overlay 12 Misc. Reconstruction Projects 13 Traffic Signal Improvements 14 Street Striping 15 Miscellaneous Seal Coats 16 Unspecified Slurry Seal 17 Miscellaneous Pavement Repairs Estimated Prior Year Measure A Balance: $2,696,610 Estimated FY 2014-2015 Measure A Allocation: $599,000 Estimated Measure A Available for FY 2014-2015 Projects: $3,295,610 Total Cost Measure A Funds Project Type ($000's) ($000's) Overlay 350 150 Overlay 75 75 Overlay/Reconstruction 90 90 Overlay/Reconstruction 25 25 Overlay/Reconstruction 42 42 Overlay/Reconstruction 15 15 Overlay/Reconstruction 15 15 Overlay/Reconstruction 50 50 Overlay/Reconstruction 25 25 Overlay/Reconstruction 475 250 Overlay/Reconstruction 200 150 Reconstruction 200 150 Signal 125 25 Striping 35 25 Seal Coats 25 25 Slurry 75 25 Street Maintenance 80 30 TOTALS: 1,902.0 1,167.CI RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE ·~ 0 LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2015-2016 Agency: City of Norco Page£.of.§_ Prepared by: Lori J. Askew Phone#: 951-270-5678 Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 River Rd -Bluff St to Corydon 3 Golden Gate Cl 4 Corona Ave -First to Second 5 Bluff St -River Rd to Vine St N 6 Norconian Dr -Fifth St to Norco Dr 00 7 Unspecified Rehabilitation and Overlay 8 Reservoir -Corona to Temescal 9 Miscellaneous Reconstruction Projects 10 Traffic Signal Improvements 11 Street Striping 12 Miscellaneous Seal Coats 13 Miscellaneous Pavement Repairs • Estimated Prior Year Measure A Balance: $2,128,610 Estimated FY 2015-2016 Measure A Allocation: $617,000 Estimated Measure A Available for FY 2015-2016 Projects: $2, 745,610 Total Cost Measure A Funds Project Type' ($000's) ($000's) Overlay 250 150 Overlay/Reconstruction 100 100 Overlay/Reconstruction 25 25 Overlay /Reconstruction 200 200 Overlay/Reconstruction 125 25 Overlay/Reconstruction 100 100 Overlay /Reconstruliion 200 150 Overlay/Reconstruction 50 so Reconstruction 200 150 Signal 25 25 Striping 35 25 Slurry Seal Coat 75 25 Street Maintenance 50 25 TOTALS: 1,435.0 1,050.0 • • • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE "A" LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2016-2017 Agency: City of Norco Page~of _§_ Prepared by: Lori J. Askew Phone#: 951-270-5678 Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 Rocky View 3 Hillside Ave -Second to Third 4 Unspecified Rehabilitation and Overlay 5 Miscellaneous Reconstruction Projects N 6 Crestview Ave -North to Sixth l.D 7 Traffic Signal Improvements 8 Street Striping 9 Miscellaneous Seal Coats 10 Miscellaneous Pavement Repairs Estimated Prior Year Measure A Balance: $1,695,610 Estimated FY 2016-2017 Measure A Allocation: $636,000 Estimated Measure A Available for FY 2016-2017 Projects: $2,33!,610 Total Cost Measure A Funds Project Type ($000's) ($000's) Overlay 250 150 Overlay 50 50 Design 20 20 Overlay/Reconstruction 200 150 Reconstruction 200 150 Reconstruction 300 300 Signal 25 25 Striping 35 25 Slurry Seal Coat 75 25 Street Maintenance 25 25 TOTALS: 1,180.0 920.0 RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE '~"LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2017-2018 Agency: City of Norco Page~of ..§.. Prepared by: Lori J. Askew Phone#: 951-270-5678 'Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 Hillside Avenue -Second St. to Third St. 3 Unspecified Rehabilitation and Overlay 4 Miscellaneous Reconstruction Projects 5 TIJMF Project Match -Hidden Valley w 6 Traffic Signal Improvements 0 7 Street Striping 8 Miscellaneous Seal Coats 9 Miscellaneous Pavement Repairs • Estimated Prior Year Measure A Balance: $1,411,610 Estimated FY 2017-2018 Measure A Allocation: $655,000 Estimated Measure A Available for FY 2017-2018 Projects: $2,066,610 Total Cost Measure A Funds Project Type ($000's) ($000's) Overlay 200 100 Overlay /Reconstruction 50 50 Overlay/Reconstruction 200 150 Reconstruction 200 150 Design 25 25 Signal 30 25 Striping 35 25 Slurry Seal Coat 75 25 Street Maintenance 50 25 TOTALS: 865.0 575.0 • • ---, • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE ·~"LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2018-2019 Agency: City of Norco Page_§_of_§_ Prepared by: Lori J. Askew Phone #: 951-270-5678 Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 Hillside Avenue -Second St. to Third St. 3 Unspecified Rehabilitation and Overlay 4 Miscellaneous Reconstruction Projects 5 Traffic Signal Improvements w 6 Street Striping I-" 7 Miscellaneous Seal Coats 8 Miscellaneous Pavement Repairs Estimated Prior Year Measure A Balance: $1,491,610 Estimated FY 2018-2019 Measure A Allocation: $675,000 Estimated Measure A Available for FY 2018-2019 Projects: $2,166,610 Total Cost Measure A Funds Project Typ·e ($OOO's) ($000's) Overlay 200 100 Overlay /Reconstruction 450 50 Overlay /Reconstruction 200 150 Reconstruction 200 150 Signal 25 25 Striping 35 25 Slurry Seal Co;3t 75 25 Street Maintena nee so 25 TOTALS: 1,235.0 550.0 w N RIVERSIDE COUNTY TRANSPORTATION COMMISSION MEASURE ·~,,LOCAL FUNDS PROGRAM PROJECT STATUS REPORT 2013-2014 Agency: City of Norco PageJi.of_§_ Prepared by: Lori J. Askew Phone#: 951-270-5678 Date: June 30, 2014 Item No. Project Name I Limits 1 Unspecified Pavement Overlays 2 Rocky View -Hilltop Lane 3 Hillside Ave. -Sixth St. to River Dr. 4 Unspecified Rehabilitation and Overlay 6 Corona Ave. -First St. to Second St. 7 Reservoir Dr. -Corona to Temescal Ave. Golden Gate Cl 8 Third St. -Valley View to Corona 10 Norconian Dr. -Fifth St. to Sixth St. 11 Hamner Ave. -No. of Santa Ana River 12 Misc. Reconstruction Projects 14 Traffic Signal Improvements 16 First St. -Parkridge, Lincoln -Grant Match 17 Street Striping 18 Miscellaneous Seal Coats 19 Miscellaneous Pavement Repairs • Project Type Overlay Overlay Overlay Overlay/Reconstruction Overlay/Reconstruction Overlay /Reconstruction Overlay /Reconstruction Overlay/Reconstruction Reconstruction Reconstruction Reconstruction Signal Signal Striping Seal Coat Street Maintenance TOTALS: • Measure A Total Cost Funds ($000's) ($000's) 32 32 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 5,100 210 0 0 0 0 0 0 0 0 47 0 0 0 5,179.0 241.8 Estimated Completion Status Complete 2016/17 Moved to 2016/17 2014/15 Moved to 2014/15 2014/15 Moved to 2014/15 2015/16 Moved to 2015/16 2015/16 Moved to 2015/16 2015/16 Moved to 2015/16 2014/15 Moved to 2014/15 2015/16 Moved to 2015/16 Spring 2014 Complete 2014/15 Moved to 2014/15 2014/15 Moved to 2014/15 Fall 2014 Moved to 2014/15 2014/15 Moved to 2014/15 Spring 2014 Complete 2014/15 Moved to 2014/15 • -• ---···--··~-----·--~--._ .... -e-City of Norco, California Five-Year Capital Improvement Program Measure "An Projects Fund 137 Fiscal Years :2015 through 2019 Sources of Funds: FY2014/2015 FY201512016 FY2016/2017 FY2017!201B FY201B!2019 Beginning Fund Balance July 1 $ 2,821,891 2,143,357 1,593,787 1,190,756 1,145,709 Measure "A" Revenues 480,000 494,000 509,000 524,000 540,000 Investment Earnings 8,466 6,430 7,969 5,954 5,729 ~ Total Sources of Funds $ 3,310,357 2,643,787 2,110,756 1,720,709 1,691,438 Uses of Funds: FY2014!2015 FY201512016 FY2016/2017 FY201712018 FY2018/2019 ========== Overlay: Unspecified Pavement Overlays $ 150,000 150,000 150,000 100,000 100,000 Rocky View --50,000 Hillside -Sixth St. to River Dr. 75,000 --·• -M Rehab and Overlay: M Valley View -First to Second/Fourth to Fifth 90,000 . -Hilltop Lane 25,000 Sierra -Fifth to Sixth 42,000 Haileah Circle 15,000 Lookout Pt. 15,000 Fourth St. -Temescal to Hillside 50,000 -~ Hamner Ave. -Detroit to Bridge 25,000 River Road -Bluff to Corydon -100,000 -.; ;;. Golden Gate Circle .. 25,000 Corona Ave. -First to Second -200,000 Bluff St -River Rd to Vine "" 25,000 Hillside Ave. -Second To Third -.. 20,000 50,000 50,000 Norconian Dr. -Fifth St. to Norco Dr. -100,000 -Third Street -Valley View to Corona 250,000 Unspecified Rehabilatation and Overlay 150,000 150,000 150,000 150,000 150,000 Reservoir -Corona to Temescal -50,000 102 Uses of Funds: Street Reconstruction: Misc. Reconstruction Projects Crestview Ave. North to Sixth St. TUMF Projects Match-Hidden Valley Traffic Signal Improvements: Traffic Signal Improvements Street Striping Street Striping Miscellaneous Seal Coats Unspecified Slurry Seal-St Fund Miscellaneous Pavement Repairs Total Uses of Funds Ending Fund Balance June 30 _._ City of Norco, California Five-Year Capital Improvement Program Measure "An Projects Fund 137 Fiscal Years 2015 through 2019 FY 201412015 FY 201512016 FY 201612017 FY 201712018 FY 201812019 150,000 150,000 150,000 150,000 150,000 -300,000 ~ 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 25,000 --.. . 30,000 25,000 25,000 25,000 25,000 """ 1,167,000 1,050,000 920,000 575,000 550,000 ('(') $ 2,143,357 1,593,787 1,190,756 1,145,709 1.141,438 103 • • • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Grace Alvarez, Planning and Programming Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Fiscal Year 2014/15 Annual Local Transportation Fund Planning Allocations to Western Riverside Council of Governments and Coachella Valley Association of Governments BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve an allocation of Local Transportation Fund (LTF) planning funds in the amount of $672,375 for Western Riverside Council of Governments (WRCOG) and $366,750 for the Coachella Valley Association of Governments (CVAG) for efforts identified in each agency's FY 2014/15 LTF Program Objectives/Work Plan (Work Plan) that support transportation planning programs and functions consistent with regional and subregional plans, programs and requirements; and 2) Confirm that allocations of LTF Planning funds be related to activities that benefit the respective geographic regions through WRCOG or CVAG. BACKGROUND INFORMATION: Pursuant to section 99233.2 of the Transportation Development Act (TDA) code of regulations, up to 3 percent of the annual LTF revenues shall be allocated for transportation planning and programming purposes. The TOA also requires one half of these LTF funds be allocated for planning activities/studies specifically within the Western Riverside County and the Coachella Valley areas as determined by the Commission. WRCOG submitted its Work Plan that identifies two key program areas -planning and energy/environment programs and regional transportation programs, consisting of the following: 1) Planning: 2) Air Quality, Energy Efficiency and Sustainability; 3) Transportation Uniform Mitigation Fee; and 4) Riverside County Transportation Commission programs . Agenda Item 8B 35 CVAG submitted its Work Plan that identifies nine program areas including the following: 1) Transportation Department Operations; 2) Project Management and Contract Administration; 3) CV Link Project Development (Phased); 4) Riverside County Transportation Commission Programs; 5) Planning, Programming, and Monitoring Program; 6) Miscellaneous Programs; 7) Congestion Management/Air Quality Programs; 8) Transportation Uniform Mitigation Fee Program; and 9) Governmental and Special Projects. Staff reviewed the Work Plans and found these Work Plans are consistent with the Commission's overall transportation programming and planning objectives. The Work Plans also benefit the respective geographic regions and are consistent with subregional and regional plans including the Southern California Association of Government's (SCAG) Regional Transportation Plan/Sustainability Communities Strategy (RTP/SCS). A question was raised at the Budget and Implementation Committee regarding the allocation of funds to WRCOG and CVAG. As previously mentioned, the TDA language explicitly cites that • one-half of the funds in Riverside County are to be allocated to Western County and Coachella • Valley areas. TDA also requires that planning is to be done in conformance with the RTP. WRCOG and CVAG, in conjunction with SCAG, are responsible for subregional planning efforts that implement and are in conformance with the RTP/SCS. The amounts of LTF funding available to WRCOG are $672,375, and CVAG $366,750; funding is included in the Commission's FY 2014/15 budget. Financial Information In Fiscal Year Budget: I Yes I Year: I FY 2014/15 Amount: I $1,039,125 Source of Funds: I LTF Budget Adjustment: I No GL/Project Accounting No.: 106 65 86205 Fiscal Procedures Approved: ~~ I Date: j 09/11/14 Attachments: 1) WRCOG FY 2014/15 LTF Program Objectives/Work Plan 2) CVAG FY 2014/15 LTF Program Objectives/Work Plan Agenda Item SB 36 • • • • Attachment 1 Western Riverside Council of Governments (WRCOG} Fiscal Year 2.014/2015 Local Transportation Funds Program Objectives The Work Plan for FY 2014/2015 is divided into two program areas: 1. Planning Programs and :ene'fJ-nvlronment Programs oanrorrils,Air Resources Bdar~ Department of t;nef9Y' (OOli) and California Energy commission South 'Coast Air Quality Management Oistricl'(SCAQMD) Southern Ca11forn~ Edison Southern California Associations of Governments (SCAG) Planning: This program irrttiluaes the falfowlng.aotMties:staff time to develop and complete two ScAG Compast Blueprint i:>tojects: WRCOG Land Use, Transportation, and w,~r QUlllty Plarn'lf\1g ftramewerk and WRCOG Sustainability Framework; Public Health & Cllllate Action· Plan Implementation. Both projects focus on providing voluntary strategies at the local level, to implement regional policies adopted as part of the 2012~2036 Regional Transportation Plan/Sustainable Community Strategy. Continued participation with SCAG and other regional planning agencies; and continued support for the WRCOG Planning Directors' TAC to review, analyze and make recommendations to the WRCOG Executive Committee on the sub regional growth forecast, the regional Housing Needs Assessment, the Regional Transportation Plan and legislation that will impact/assist the implementation of AB 32 and SB 375. Air Quality, Energy Efficiency and Sustainability: These programs include the following activities: continued staff participation in SCAQMD activities and rule-making, participation in the development of the 2016 AQMP; provide outreach and to the jurisdictions regarding air quality issues and funding opportunities; support WRCOG Clean Cities and programs that WRCOG has developed to reduce emissions through energy efficiency and water conservation; continued participation in the National Clean Cities Program with DOE; assist in the purchase of alternative fuel vehicles and the development of the supporting infrastructure . 37 2. Regional Transportation Programs Riverside County Transportation Commission (RCTC) Riverside Transit Agency Caltrans SCAG TUMF: This program includes staff time to prepare the 2015 Nexus Study and Program Update; to administer the TUMF Program.:whfoh.lns;Judes tu.tU~H1ot limited to: program contract/agreement administration; public outreachfinformatlon; the Annual Report; signage program; TUME ; Z~M TlP .. <ftvt!op:nont and amendment$; prepare thit. •nnuaJ, atiditi .t:irtpllMti,Qfl olanl"lw.l .. ttc1J\lstment for construdion costs; maintain TUMF <lfllhl ba$t .of fea ~lieQtions and disbursements; work with developers on credit arid reJmtn.~rsement:agreements; and amend all pl'09ram documenbl u neeusery. Riverside County Transportation Commission Pragrams; These programs include staff time and projeci management to assist in • transportation plannil"!g.and alrquaJity prog~n'ls•t,:11\~d.e: Parttcipatlon In TUMF • .Program tasks as needecUo assltt RCTC.:ln the imPJetQenta.tiOn· .. oftfle Regional TUMF Pmsram; parth;;ipate in evaluati.on.~mm.~ee1.as t4Q\lfi'St¢:1Gt; 11.nd other ·. t:ilanning•related ta~k1 a~ determined in ®l1$t1Jtallofl· wtth t)ie,·~CTC Executive [l)ireetor. LTF FY! c: 15 doc 38 • • • • Attachment 2 .lJI U•.1""1>L.'i overs~gltt (~gnJ;;~~~lttn~tal, construction and close-out)~ preparation of reimbursement agreements for regional arterial projects, review and approval of PJ:9i~.Jijllitwl:iafl~athice with project scope of work and participat}9n JiLproJ~ z'dov~fepment .team meetings and associated staff reports. ,:~F·' ... .. r (Funded from Measure A, TUlef/I,.1 .~';(:f q,11.~·~P~(:,(flJ/?rQgI;fJllJ R~, Pro'ectDevelo. ment .hased u~~9~~~tM~:~w.ili.~Pr+ti:g .. . . .. rff!Rltj~g.. .. .· 9wJiti(uiMAAi~qxing . , ', ~, ' ill ~,~fe;ffe;r'.y>;&' 1, ~ 1 . s_, tjm<t.· to .11:?.PJ?,d,uct project.1oversigM of consultant•;,seWices .cmm<>~m,~aJ l compliance··aiti construction . plans);. revie\)\l;Qf proj~t ·billings; p~~1~f\!i~ij. kl ,prpj~~,deve\opment team .. meetings and1preparation of as$t>elated reports. • , . · (Funded from Riverside County Regional Park and Open Space District Grant, Ca/trans Environmental Justice Grant, California Strategic Growth Council Grant, PP&M. LTF, Sentinel Project AQMD Grant and Measure A) 39 • 4) Riverside Countt TfDM§RQrtap~n, CgAJmiBsi~;n;Ql~'.fCl Programs • Congestion Mruiaa~ment Progrrun/~yst~ (CMf:/CMS) • RCTC TechniOll A.dYisory Committee • SB 821 • Coachella Valley Rail Progrrun Includes staff time to support the Riverside County Congestion Management Program; analysis of traffic pa,.t . tra#'ic ~\Ult {)iogram; provide RCTC staff regional transp ~ .. ~ .. ~f. th~ State .. Regional T~ortatiQn lmJ?roY •• 1,. .;1 ~ppo~ tn~. RCTC Technical Advisor)' C()mmiftee; Coadio . ey .Pass~~er Rail ~ee · Development Plan. (Funded/rem LTF, STA~ PropDsi!}oJ/'1B {r;n<k~ridSJ .anaTU}JF) , 0 ' ~;;' ' 'f<C S) This area includes staff time in ~rt 1;of the '8tate ·Transportation ·:tmprovement Program (STIP) and ReSi~~~.T , '()n . (R'.fIP)~ suppprt in implementation and \lfitlifl.f· 'f:!V: 1*GJ~ Pri6ritization • Sh1dy (TPPS), coordination of updates to tile .:Prov6.qttp.t 'Plan (CIP), and monitoring and exrunining impacts . h.'l~nr' .. . . .... 48. tf PS ~vitie~ support the regional project constr:a&tRftf pJftf wtif<m· fncHfaes"' Staff. time to deveJop an annual prioritized list of constnlction pn>j•cts aud rEtqUired financial resources. (Funded from PP&M. ll!/Pfil/,d M~ A) ·~· ,:{:r. • ;• 6) M:iscellaeegs Prol£1PJll · • GIS 1tlfurmati6b. Sern*· • Maintain Transpof{ation Model; • Regional Arten~ TrMfie"'C~unt Prograin This area involves support to multip~pte~ \Vi.th a fo9QS Qµ l~Y project areas. These areas include staff time and projset'man.agement to maintain an.tl provide input for GIS Information Services, the countywide transportation . demai:ld mQdel, the regional arterial traffic count program, and ttallsportation legislation' review and analysis. GIS Infonnation Services includes staff time to provide regional land use information to CVAG jurlsdiclioJ1B, develope'l's, SCAG . ana Calfrans. The countywide transportation m~del involves supPorf for the R1VTA:]vf transportation model for forecasting projected transportation system needs to t1\e year 2(:)39. (Funded from Measure A, TUMF, and Special Program Fund.$) 40 • • • • 7) Congestion Management I Air Qyality Programs • CM/AQ Programs • Conformance with SIP requirements ' Involves Transportation Department staff support to CMAQ program areas. Also includes implementation of State Implementation Plan (SIP) confonnance to CV AG regional projects. (Funded from CMAQ and Measure A) 8) Transeortation Uniform Mitigation Fee CfUMF> Program 9) • TUMF Program Administration • TUMF/GIS Interface • TUMF Audits Includes staff time in support of the TUMF program and TUMF/GIS Interface program. TUMF program activities include staff time to monitor the implementation of the TUMF program in member jurisdictions, to perfonn annual fiscal reviews of building permits and TUMF collections, to research, analyze and prepare reports for TUMF appeals, to enter TUMF collections in the TUMF data base, to meet with developers on request to review potential TUMF assessments, and to perform special TUMF analysis on request. The TUMF/GIS Interface program requires support for continuing the development of integrating the TUMF collection process with electronic transmission of new development information for land use coverages. (Fundedfrom TUMF) GovernD1ental and Special Projects • Southern California Association of Governments (SCAG) The SCAG program includes staff time to coordinate the CVAG sub-region SCAG Program needs, develop annual growth projections, provide input to the Federal Regional Transportation Plan, and assist SCAG with transportation modeling refinements. Additionally staff performs specific transportation project work for SCAG. (Funded from Special Program Funds) • Special Projects Some proposed projects may involve general fund money or special grants. Any project not already a part of the regular work programs, will be brought through the committee process for approval of the proposed work. (Fundedfrom Special Grant funds) 41 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Shirley Medina, Planning and Programming Director THROUGH: Anne Mayer, Executive Director Memorandum of Understanding with the Southern California Association of SUBJECT: Governments Regarding the Implementation of the 2012 Regional Transportation Program/Sustainability Communities Strategy BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to approve the Memorandum of Understanding (MOU) No. 15-65-022-00 with the Southern California Association of Governments (SCAG) regarding the implementation of the 2012 Regional Transportation Plan/Sustainability Communities Strategy (RTP/SCS). BACKGROUND INFORMATION: The 2012 RTP/SCS was adopted by the SCAG Regional Council on April 5, 2012. This is the first RTP/SCS the SCAG region implemented, which was in response to Senate Bill 375 requiring RTPs to demonstrate reductions in greenhouse gas emissions. SCAG is encouraging the development and programming of projects that have normally not been included in the RTP or Federal Transportation Improvement Program (FTIP), such as active transportation projects and complete streets. The reason being is that most of these projects are funded with local or state funds and are not required to be included in the RTP or FTIP. SCAG is requesting the county transportation commissions in its region to enter into MOU's, or the like, to encourage projects, programs, and planning activities that increase bicycle and pedestrian usage thereby reducing greenhouse emissions and improving public health. Active transportation projects have recently been approved in Riverside County through the Multi-Funding Call for Projects, Coachella Valley Association of Governments (CVAG's) Congestion Mitigation and Air Quality (CMAQ) Call for Projects, and the state's Active Transportation Program (ATP) Cycle 1 funding. In addition, the Commission will conduct a call for projects for SB 821 funding next year, which primarily consist of bicycle and sidewalk facilities. All active transportation projects will be included in RTP's and FTIP's in addition to highlighting bicycle and pedestrian facilities that are part of larger projects so the public has a more comprehensive understanding of the efforts underway in Riverside County towards meeting the RTP/SCS goals . Agenda Item SC 42 Staff developed an MOU in consultation with SCAG staff. Staff recommends the Commission approves this MOU. Approval of the MOU itself does not commit the Commission to expend any additional funds. All projects and programs approved for future funding cycles would come to the Commission for approval. Attachment: Draft MOU No. 15-65-022-00 Agenda Item SC 43 • • • • • • ATTACHMENT 1 MEMORANDUM OF UNDERSTANDING NO. 15-65-022-00 BETWEEN THE SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS (SCAG) AND THE RIVERSIDE COUNTY TRANSPORTATION COMMISSION (RCTC) CONCERNING COLLABORATION BETWEEN RCTC AND SCAG TO IMPLEMENT THE 2012-2035 REGIONAL TRANSPORTATION PLAN/SUSTAINABLE COMMUNITIES STRATEGY (RTP/SCS) WHEREAS, the development of a regional Sustainable Communities Strategy is required by state law under California's Sustainable Communities Strategy and Climate Protection Act, commonly referred to as Senate Bill 375, and is a critical element of achieving statewide greenhouse gas (GHG) reduction goals established in the Global Warming Solutions Act of 2006 (Nunez, Chapter 488, Statutes of 2006); WHEREAS, a regional Sustainable Communities Strategy is a component of the Regional Transportation Plan that specifies how the GHG reduction targets established for a region by the California Air Resources Board (CARB) will be achieved; WHEREAS, on April 4, 2012 the Southern California Association of Governments (SCAG) Regional Council unanimously approved the region's first RTP/SCS; WHEREAS, the adopted RTP/SCS includes land-use and transportation strategies that will support the region in meeting the established GHG reduction targets of 8% per capita by 2020 and 13% per capita by 2035; WHEREAS, the Air Resources Board on June 4, 2012 accepted the Sustainable Communities Strategy as having met the GHG target; WHEREAS, by virtue of having met the state established GHG target, local governments in the SCAG region may choose to access a streamlined process under the California Environmental Quality Act (CEQA) for certain types of qualifying development projects; WHEREAS, the RTP/SCS provides additional co-benefits including reducing land consumption, infrastructure costs, household costs, health incidences as well as improving mobility and creating jobs; WHEREAS, SCAG developed the RTP/SCS in collaboration with RCTC, other County Transportation Commissions, and local governments from the six-county Southern California region through a bottoms-up, collaborative process that engaged a wide range of stakeholder groups, elected officials, special interest groups, and the general public through a series of workshops and public meetings; WHEREAS, the RTP/SCS addresses many challenges including projected growth, changing demographics, climate change adaptation, housing needs, and transportation demands; 44 WHEREAS, the RTP/SCS includes a land-use strategy and growth forecast that focuses growth in High-Quality Transit Areas and along main streets, downtowns and other appropriate infill locations; shifts development from single-family towards multi-family residential development to reflect recent market trends; and promotes the implementation of Compass Blueprint Demonstration projects and other supportive land use implementation; WHEREAS, the RTP/SCS includes transportation policies and investments that: reflect the investments being made by the County Transportation Commissions through 2035; triple the amount of funding available in the previous RTP to support Active Transportation; emphasize and provide additional resources for transportation demand management strategies and transportation systems management; maintain a focus on efficient goods movement; and establish a financial plan that addresses deferred maintenance and includes new revenue sources and innovative financing techniques to transition our fuel tax-based system to a more direct, user fee approach; WHEREAS, while SCAG develops the RTP/SCS, the land-use and transportation changes within it are largely driven by the actions of local governments and County Transportation Commissions, like RCTC, that program the majority of transportation funds flowing into the region; WHEREAS, it is therefore critical that RCTC be engaged in the implementation of the plan in • order for the plan's benefits to be realized, as well as to ensure the region continues to make • progress that can be reflected in the 2016 RTP/SCS; WHEREAS, CARB through the AB 32 Cap-and-Trade Program may be providing funding for programs and projects throughout the state that reduce GHG emissions and help implement local climate action plans; WHEREAS, RCTC submitted a letter to SCAG dated February 14, 2012 supporting approval of the RTP/SCS by the April 2012 deadline and has committed staff support in the implementation of the RTP/SCS; WHEREAS, RCTC has demonstrated leadership and strong support for advancing sustainable transportation options in the region through a broad range of actions including: the Western Riverside County Multiple Species Habitat Conservation Plan (MSHCP), the Coachella Valley Multiple Species Conservation Plan/Natural Community Conservation Plan, and providing local, state and federal funds for transportation projects that meet air quality goals and objectives. WHEREAS, RCTC and SCAG currently collaborate on a broad range of initiatives to advance common transportation objectives, and it is in the interest of both agencies to continue to leverage resources toward achieving the common goals expressed in the RTP/SCS including creating a more sustainable transportation system. 45 • • • • Now, therefore, be it resolved by the RCTC that the Executive Director is authorized to initiate and/or continue the following RTP/SCS implementation activities, to be referred to collectively as the RTP/SCS Joint-Work Program: 1. Appoint a representative to the Regional Sustainability Working Group, an effort initiated by the CEOs of County Transportation Commissions and led by SCAG, to actively work on the implementation of the RTP/SCS, document and monitor progress, and develop recommendations for opportunities in the upcoming 2016-2040 RTP/SCS. 2. Seek funding and support legislative initiatives to assist local agencies with planning, programming, and/or capital funds to implement Compass Blueprint projects or other innovative, multimodal approaches that achieve the goals of the RTP/SCS. 3. Support SCAG in developing a Conservation Planning Policy, as recommended in the 2012- 2035 RTP/SCS. This policy is intended to build upon already-established programs that assist with more efficient transportation project delivery, including but not limited to, the Western Riverside County Multiple Species Habitat Conservation Plan (MSHCP), and the Coachella Valley Multiple Species Conservation Plan/Natural Community Conservation Plan. The policy will explore opportunities to optimize the use of transportation mitigation funds to support natural land restoration, conservation, protection and acquisition, and offers GHG emissions reduction benefits. The deliverables will likely include identification of priority conservation areas and the development of regional mitigation policies or approaches for the 2016 RTP/SCS. 4. Support and participate in the development and implementation of Climate Action Plans in Riverside County. 5. Review Metrolink station area plans and pursue any identified actions to assist in the implementation of Transit Oriented Development (TOD) and First-Last mile strategies (e.g. transit, bicycle, pedestrian). 6. Continue working with public transportation providers in implementing and updating the Riverside County Public Transportation -Annual Countywide Performance Report. 7. Support the development and inclusion of Safe Routes to School (SRTS) strategies into a Countywide Active Transportation Plan in cooperation with WRCOG, CVAG, County of Riverside Public Health Department, and other key stakeholders to increase the number of local communities establishing SRTS efforts. 8. Review options for additional rail service to areas not currently served in Riverside County. 9. Identify ATP projects that meet the goals of the RTP/SCS and work with project sponsors in identifying funding opportunities to implement infrastructure projects to support improved bicycle and pedestrian connectivity including regional transportation corridors such as CV-Link and regional trail systems . 46 10. Support SCAG in the development and implementation of the Southern California Active Transportation Safety and Encouragement Campaign. 11. Support the RTP/SCS by encouraging local agencies to include bicycle and pedestrian improvements in larger projects as described in complete streets policies. 47 • • • • IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives. Approvals: RIVERSIDE COUNTY TRANSPORATION COMMISSION Anne Mayer, Executive Director Riverside County Transportation Commission APPROVED AS TO FORM: Best, Best, and Kreiger General Counsel Date Date • SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS Hasan lkhrata, Executive Director Date Southern California Association of Governments APPROVED AS TO FORM: Joan Africa, Chief Counsel Date Southern California Association of Governments • 48 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Alex Menor, Capital Projects Manager THROUGH: Anne Mayer, Executive Director Agreement for California Highway Patrol Construction Zone Enhancement SUBJECT: Enforcement Program Services During the Construction of the Interstate 215 Central Widening Project from Scott Road to Nuevo Road in the Cities of Menifee and Perris WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No. 13-31-035-01, Amendment No. 1 to Agreement No. 13-31-035-00, with the California Highway Patrol (CHP} for Construction Zone Enhanced Enforcement Program (COZEEP} services during the construction of the Interstate 215 Central widening project for an additional amount of $700,000, resulting in a total amount not to exceed $1,080,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. BACKGROUND IN FORMAT/ON: At its September 2012 meeting, the Commission awarded the construction agreement for the 1-215 Central widening project between Scott Road and Nuevo Road in the cities of Menifee and Perris to Skanska USA Civil West (Skanska). This project will extend the third mixed flow lane from Scott Road to Nuevo Road resulting in three continuous mixed flow lanes in each direction from 1-15 to the 60/91/215 interchange. At its October 2012 meeting, the Commission approved the necessary funding and scoping agreements needed during construction. These construction support services include design support by URS Corporation, COZEEP services by the CHP, and Native American monitoring by the Pechanga Band of Luiseno Indians . Agenda Item 80 49 At this time, the construction of the project is about 60 percent complete and is on schedule. Recently, staff and Skanska made some changes to the project staging to allow the new lanes in the south half of the project (about 6 miles) to be opened to traffic by the end of 2014, which is several months earlier than originally planned. CHP COZEEP SERVICES The original authorization for COZEEP services was $380,000. COZEEP expenditures to date have been higher than originally estimated due to additional CHP COZEEP services associated with two traffic incidents that occurred in July 2013 and July 2014 and affected bridge falsework resulting in repairs at Perris Boulevard, more nighttime lane closures than anticipated, and additional freeway closures added to accelerate the construction work between Scott Road and Ethanac Road for early opening of new lanes to traffic by the end of 2014. Staff reviewed expenditures to date and estimates the need for an additional $700,000 in COZEEP services for monitoring traffic during construction of the project. Staff coordinated with the CHP to develop an amendment to the CHP COZEEP agreement and add this amount for a total amount not to exceed $1,080,000. • There are sufficient funds included in the FY 2014/15 budget for these additional expenditures • related to the project. Additionally, there are remaining State Transportation Improvement Program and Proposition 18 Corridor Mobility Improvement Account funds available for these additional costs. Financial Information In Fiscal Year Budget: I Yes I Year: I FY 2014/15 Amount: I $700,000 Source of Funds: ICMIA, STIP Budget Adjustment: I No GL/Project Accounting No.: 003023 81301 262 3181301 $700,000 Fiscal Procedures Approved: ~~ I Date: I 09/11/2014 Attachment: Agreement No. 13-31-035-01, Amendment No. 1 to Agreement No. 13-31-035-00, with the CHP for COZEEP Services Agenda Item 80 so • STATE 01' CALIFORNIA STANDARD AGREEMENT AMENDMENT STD. 213 A (Rov 611l3) Agreement No. 13-31-035-01 AHAl.YST IHITIAl.S: SO • D CHECKHERElf<"ADDITIONALPAGESAREAlTACllED __ Pages AGREEMENT NUMBER -r:.iOMENTNUMBER 12R685000 1 • • REGIST~"!l()J'U'IUMBER 1. This Agreement is entered into between the State Agency an~ Cohtractor namedJ>elow:~----·=======~~­ STAlE AGENCY'S NAME Deeartment of California Highwax~!!<.:11 CONTAACTEE'S·NAME. ·----- . Riverside Coun!}' Transportation Com_m_is_s_io_n __ _ 2. The term of this --· Agre:_~_ent Is __ February 1, 2013 through _U~mber 31. 2015 --~---·---- 3. The maXimum amount of this $1,079,950. 72 Agteetnent aftet this amendment is: One Milli()rt Seventy•Mine 'fhQtl$Uld Nine Hu"ndred Fifty Dollars;$d'Sovenly-Two C~ts 4. The parties mutually agree to this amendment as follows. All actions noted betow are by thls reference made a part of the Agreement and Incorporated herein: Agreement 12Ilo8,000, dated 02/01/2013, ishereby atnended to add fonds in the a1110.untofSeven Hundred Thol1sMd Dollars and Zero Cents ($700,000.00) effective immediately. Page 1, Item 3 (Maxlmum Amount), is revised to read~ The maximum mnount of this Agreement is One Millien, SeV'etity-Nine thousand Nine Hundred Fifty Dollm-s: and Seventy-Two Cents {$1,079,950.12). All references to Page l, Item 3 (Maximum Amount), in the body of this Agreement and in My Exhibits heret~ shall be deemed to read One Million, Seventy-Nine Thousand Nine Hundred Fifty Dollars and Seventy~Two Cents ($1.,079,950.72) . All other terms and conditions shall remain the same. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. CALIFORNIA CONTRACTEE Department of.General Servltes CONTRACTEE'S NAME (If other than an individaaJ, slate whether a corporaffon, partnership. etc.) uuom,., Riverside County Transoo11ation Commission SY (Authorized S/gnalilfe) I OA~EO {Do not type) R5 PRINTED.NAME ANO TITLE OF PERSON SIGNING Anne Mayer, Executive Director ADORE SS 4080 Lemon Street, 3rd Floor Annex Riverside, CA 92501 STATE OF CALIFORNIA AGENCY NAME Department of California Highway Patrol BY (Aulholiz&d Sign~ure) I DATE SIGNED (Do not type} RS PRINTED NAME ANO TITtE OF PERSON SIGNING 0 Exempt per; T. L. ANDERSON, Assistant Chief, Administrative Services Division ADDRESS P.O. Box 942898, Sacramento, CA 94298-0001 51 - STATE OF CALIFORNIA STANDARD AGREEMENT AMENDMENT Agreement No. 13-31-035-01 STD. 21~ A (R!W 6/QS) . . . D CUECKIIEREIFA»DITTONAt.PAGESAREATfACJIED ___ l'ages TGREEMENf~~~~~~11111Ls:'!fl. AMENDMENT NUMBER 12R685000 1 •• ----......; REGISTRATION NUMBER !------·--·----·~- ===================================:..:===================·======~======-======== 1. This ~reement is enteredJnto b.etween the State ~ency and Contractor named below: STATE Al3ENCY'S NAME Department ·of Cajif°"mia Highway Patl'ol. CONTRACcTEE'S t-IAME ~------- Riverside County Ttansportation Commission 2. The term o'fthis · Agreement is February li 2013 th.rou,gh Dec.~.~er 31, 2015 3. The maximum amount ofthls $1,019,950.72 Agreementafter this amendment is:. 0,11eMillkl1•.Sovi:nl;)t:Nine:l"b.qusa1J9 Nine Huni;!r~.d Fif\v ~oll~:i; ~ .s11veii1y-'l)vo~~~~- 4. The Par• rrt\lflla!ly ~r~ to this amendment .as follows. AU actions noted below are by this referenee made a part of the Agreement and incerporated herein: Agreem.ent l2R68SOQ~ dated Oi/01/2013, .is hel'eby am~ to add funds in the amount of Seven Hundred Th<nlSElnd D.allars.and~ro Cents($70ll.OOO.OO) effective ill.1Illediately. Page L. Ite111.~ ~J.Jm. AiuQunt),, is revised t-0 read: The maximtlfl1 amount of this ~ment is One MiUiou, Sev:enty .. Nine Thotmand ;NmeJ!undred Nifty Dollars. and Se.venty-Two Cents ($1,079,9$0.72). All references to Pagel .• Item3 (Maximum Amount), in the. body of this Agreement and in any Exhibits hereto shall be dee~dm rea.rl One Million, Se:venty-Nine Thousand Nii1e Hnnd1-ed nifty Dollar.s and Seventy-Two Cents ($1,()79,950. 72). All other terms and conditions shall remain the same. IN WITNESS WHEREOF, this Agreement has been executed by the parties hel'i'lto. CONTRACTEE CALIFORNIA Department of General Servltes CONTRACTEE'S NAME (JI other than en indivi</ua{, .8fate Wlletlklr .a cofP9(aflon, /W11f1J#lhip, etc..) Use Only Riverside County Transportation Commission BY (Aulhorfzed Signature) I £>ATe SIGNED (Do not type) JlS PRINTED NAME ANO TITLE OF PERSON SIGNING Anne Mayer, Executive Director ADDRESS 4080 Lemon Street, 3rd Floor Annex. Riverside, CA 92501 STATE OF CALIFORNIA AGENCY NAME Department of California Highway Patrol BY (Au/homed Signature) I DATE SIGN~D:: notfyPe) ~ PRINTED NAME AND TITLE OF PERSON SIGNING 0 Exempt per: T. L. ANDERSON, Assistant Chief, Administrative Services Division ADDRESS P.O. Box 942898,Sacramento, CA 94298-0001 52 • • • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Western Riverside County Programs and Projects Committee Patti Castillo, Capital Projects Manager THROUGH: Anne Mayer, Executive Director Amendments to Agreements Related to the Construction of State Route 74 SUBJECT: Curve Widening from Calvert Avenue to California Avenue in the County of Riverside Near the City of Hemet WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDA T/ON: This item is for the Commission to: 1) 2) 3) Approve Agreement No. 12-31-056-01, Amendment No. 1 to Agreement No. 12-31-056-00, with RBF Consulting to provide additional construction management (CM) materials testing and construction surveying services for the State Route 74 curve widening project in the amount of $25,000, for a total amount not to exceed $435,545; Approve an increase in the contingency for Agreement No. 13-31-139-00 with All American Asphalt (All American) to provide additional construction services for the project in the amount of $200,000, for a revised total contingency of $397,000, and a total amount not to exceed $2,367,005; Approve Agreement No. 15-31-032-00 with Southern California Gas Company (SoCalGas) for utility relocation in the amount of $250,000; 4) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreements on behalf of the Commission; and 5) Authorize the Executive Director to approve contingency work up to the total authorized amount of $55,000 as may be required for the project. BACKGROUND INFORMATION: The SR-74 curve widening project located near the city of Hemet in Riverside County is the last remaining Western County highway project named in the 1989 Measure A Expenditure Plan. The project widens the highway between Calvert and California Avenues, a distance of approximately 1.1 miles. The widening occurs along the south side of SR-74 and provides two standard lanes and shoulder in each direction and a 14-foot wide painted median and modifications to the existing traffic signal at Four Seasons Boulevard. In July 2012, the Commission approved Agreement No. 12-31-056-00 with RBF Consulting for CM services, material testing, and construction surveying services in the amount of $373,223 Agend<1 Item SE 53 plus a contingency amount of $37,322, for a total amount not to exceed of $410,545. In December 2013, the Commission approved Agreement No. 13-31-139-00 with All American in the amount of $1,970,005 for construction plus a contingency amount of $197,000, to fund potential change orders and supplemental work, for a total amount not to exceed $2,167,005. The construction phase of this project is 100 percent funded with 1989 Measure A Western County highway funds. Construction activity began on May 16 and was expected to be completed in approximately four months. On June 11, a conflict with an existing 6-inch diameter high pressure gas line was discovered on the south side of SR-74 west of Four Seasons Boulevard. Construction was suspended on June 12 until arrangements could be made for the relocation of the conflicting utility. During this suspension, staff notified and coordinated with SoCalGas to prepare a utility relocation agreement, a utility relocation plan, and to arrange for a longitudinal encroachment permit from Caltrans. During this time, traffic was restricted to one lane in each direction. Due to the uncertainty of the gas line relocation completion date, the project staging was revised to finish the paving work east of the gas line relocation, allowing traffic to use all four lanes throughout most of the project. The restaged work was completed on September 12 and project suspension resumed on September 15. The project will remain in suspension until encroachment issues with Caltrans are resolved and SoCalGas completes the relocation work. There are 46 working days of construction remaining. While staff is continuing to collect information on this matter, it is believed the location of the gas line on the plans represents an error on the part of the designer; if so, staff will seek redress for the associated costs and liabilities. The design consultant has been notified. SoCalGas completed design of the utility relocation plan and the arrangement for longitudinal encroachment is with Caltrans for approval. The project's unplanned suspension and delays will increase the costs for CM services and construction change orders. Staff is requesting amendments to the existing agreements for an additional $25,000 for RBF Consulting CM services and $200,000 for All American to remobilize and complete construction. Additionally, staff requests approval of an agreement with SoCalGas for utility relocation at an estimated cost of $250,000; however this cost is pending resolution of the encroachment issues. Services related to utility coordination with SoCalGas have been addressed by issuing a task order to one of the Commission's on-call right of way consultants for $27,000. Due to the uncertainty of future developments related to this issue, staff is also requesting approximatly 11 percent contingency of $55,000. Agenda Item 8E 54 • • • • I Financial Information I In Fiscal Year Budget: I Yes I Year: I FY 2014/15 Amount: I $557,000 Source of Funds: I 1989 Measure A Western County Highway Budget Adjustment: I No 003009 81301222 3181301 $222,000 Construction GL/Project Accounting No.: 003009 81302 222 3181301 $ 28,000 Construction Management 003009 81402 222 3181402 $307,000 ROW Support Costs Fiscal Procedures Approved: ~~ I Date: I 09/15/2014 Attachments: 1) Draft Agreement No. 12-31-056-01 2) Utility Agreement Template • • Agenda Item 8E 55 • • • ATTACHMENT 1 Agreement No. 12-31-056-01 AMENDMENT NO. 1 TO AGREEMENT WITH RBF CONSULTING, A BAKER COMPANY, FOR CONSTRUCTION MANAGEMENT, MATERIALS TESTING AND CONSTRUCTION SURVEYING SERVICES FOR THE STATE ROUTE 74 WIDENING BETWEE CALIFORNIA AVENUE IN H LVERT AVENUE AND ,CA 1. PARTIES AND DATE agement, Materials d into as of this IDE COUNTY ULTING, a 2. RECITALS 3. 2.1 entered into an agreement the pur se of providing construction ·ng and construction surveying services ·ect (the "Master Agreement"). esire t nd the Master Agreement in order to 10l1'1~,,pensat1on for the continued provision of CM 3.1 The compensation for Services performed pursuant to this all be [written total] ($ ), as further set forth in attached to this Amendment and incorporated herein by reference. Work shall be performed at the rates set forth in the Master Agreement. 3.2 The total not-to-exceed amount of the Master Agreement, as amended by this Amendment No. X, shall be increased from [written total] ($ ) to [written total] ($ ) . 1 17336.00000\1514236.2 56 3.3 The Master Agreement shall be amended to add the following as a new Section 3.43: 3.43 Employment Adverse to the Commission. Consultant shall notify the Commission, and shall obtain the Commission's written consent, prior to accepting work to assist with or participate in a thirdparty lawsuit or other legal or administrative proceeding against the Commission during the term of this Agreement. 3. 7 Except as amended by this Amendme Agreement, including without limitaf provisions, shall remain in full for ovisions of the Master emnity and insurance d shall govern the actions of the parties under this Amen 2 17336.00000\1514236.2 57 • • • • • • SIGNATURE PAGE TO AGREEMENT NO. 12-31-056-01 IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first herein above written. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Marion Ashley, Chair de County Transportation Commission 17336.00000\1514236.2 3 58 ONSULTING, ER COMPANY • • • ATTACHMENT 2 RIVERSIDE COUNTY TRANSPORTATION COMISSION UTILITY AGREEMENT (RCTC Agreement No.: ___ ~ Page 1 ofS DISTRICT COUNTY 08 RIV ROUTE 74 POST MILE 34.8/35.92 EA ON360 FEDERAL AID NUMBER N/A OWNER'S PLAN NUMBER WO # , WR# , Drawing # FEDERAL PARTICIPATION On the project D YES [8J NO On the Utilities D YES [8J NO UTILITY AGREEMENT NO. 23399 DATE The Riverside County Transportation Commission hereinafter called "RCTC" in conjunction with Caltrans "STATE" proposes to improve the existing State Route 74 (SR-74) between Calvert Avenue and California Avenue. The project limit extends approximately 1.12 miles from PM 34.80 to PM 35.92, in the City of Hemet and unincorporated area within Riverside County. The proposed improvements consist of widening the existing SR-7 4 along the south side of the road (eastbound). This would allow for the shoulders, lanes, and median widths to be increased to meet the Caltrans Highway Design Manual (HOM) standards (8-foot wide shoulders, two 12-foot lanes in each direction and a 14-foot wide painted median). The project would require the construction of a new roadway section and existing pavement rehabilitation along the south side of SR-74 from Calvert Avenue to California Avenue to accommodate the improvements. The existing pavement along the north side from California Avenue to Four Seasons Drive will not be removed since it was rehabilitated as part of the Four Seasons Development. The existing pavement along the south side will be rehabilitated by placement of an asphalt overlay. The north leg of Calvert Avenue will be realigned to join SR-74 at a 90 degree angle . And Southern California Gas Company, hereinafter called "OWNER," with a place of business at 1981 W. Lugonia Ave. Redlands, CA 92373-9796, owns and maintains an underground 6-inch high pressure natural gas facility located within the limits of the project that requires relocation as the facility is in conflict with the proposed street improvement work. It is hereby mutually agreed that: I. WORK TO BE DONE In accordance with Notice to Owner No. 23399, dated 2014, OWNER shall relocate gas facilities to allow the construction of the SR 7 4 street improvement work. The relocation work requires lowering of existing 6"HP gas facilities within SR 74. All work shall be performed substantially in accordance with OWNER's Plan/WO # copies of which are on file at the District office of the Department of Transportation, at 464 W. 4th Street, San Bernardino, CA 92401-1400. Deviations from the OWNER's plan described above initiated by either the RCTC or the OWNER, shall be agreed upon by both parties hereto under a Revised Notice to Owner. Such Revised Notices to Owner, approved by RCTC and agreed to/acknowledged by the OWNER, will constitute an approved revision of the OWNER's plan described above and are hereby made a part hereof. No work under said deviation shall commence prior to written execution by the OWNER of the Revised Notice to Owner. Changes in the scope of the work will require an amendment to this Agreement in addition to the revised Notice to Owner. 59 RIVERSIDE COUNTY-TRANSPORTATION COMIS8ION UTILITY·AGREEMENT II. LIABILITY FOR WORK {RCTC Agreement No:: ___ ~ Page 2 ofS Existing facilities are located in their present position pursuant to rights superior to those of the RCTC and will be relocated at RCTC expense. Ill. PERFORMANCE OF WORK OWNER agrees to perform the herein described work with its own forces or to cause the herein described work to be performed by the OWNER's contractor, employed by written contract on a continuing basis to perform work of this type, and to provide and furnish all necessary labor, materials, tools, and equipment required therefore, and to prosecute said work diligently to completion. Use of out-of-state personnel (or personnel requiring lodging and meal "per diem" expenses) will not be allowed without prior written authorization by RCTC representative. Requests for such authorization must be contained in OWNER's estimate of actual and necessary relocation costs. OWNER shall include an explanation why local employee or contract labor is not considered adequate for the relocation work proposed. Per Diem expenses shall not exceed the per diem expense amounts allowed under the State's Department of Personnel Administration travel expense guidelines. • Pursuant to Public Works Case No. 2001-059 determination by the California Department of Industrial Relations dated October 25, 2002, work performed by OWNER's contractor is a • public work under the definition of Labor Code Section 1720(a) and is therefore subject to prevailing wage requirements. OWNER shall verify compliance with this requirement in the administration of its contracts referenced above. IV. PAYMENT FOR WORK RCTC shall pay its share of the actual and necessary cost of the herein described work within 45 days after receipt of five (5) copies of OWNER's itemized bill, signed by a responsible official of OWNER's organization and prepared on OWNER's letterhead, compiled on the basis of the actual and necessary cost and expense incurred and charged or allocated to said work in accordance with the uniform system of accounts prescribed for OWNER by the California Public Utilities Commission, Federal Energy Regulatory Commission or Federal Communications Commission, whichever is applicable. It is understood and agreed that RCTC will not pay for any betterment or increase in capacity of OWNER's facilities in the new location and that OWNER shall give credit to RCTC for the "used life" or accrued depreciation of the replaced facilities and for the salvage value of any material or parts salvaged and retained or sold by OWNER. Not more frequently than once a month, but at least quarterly, OWNER will prepare and submit progress bills for costs incurred not to exceed OWNER's recorded costs as of the billing date less estimated credits applicable to completed work. Payment of progress bills not to exceed the amount of this Agreement may be made under the terms of this Agreement. Payment of progress bills which exceed the amount of this Agreement may be made after receipt and approval by RCTC of documentation supporting the cost increase • and after an Amendment to this Agreement has been executed by the parties to this Agreement. 60 • • • RIVERSIDE COUNTY TRANSPORTATION COMISSION UTILITY AGREEMENT (RCTC Agreement No.: __ _ Page 3 of5 The OWNER shall submit a final bill to RCTC within 360 days after the completion of the work described in Section I above. If RCTC has not received a final bill within 360 days after notification of completion of OWNER's work described in Section I of this Agreement, and RCTC has delivered to OWNER fully executed easement deeds, Consents to Common Use or Joint Use Agreements as required for OWNER'S facilities, RCTC will provide written notification to OWNER of its intent to close its file within 30 days and OWNER hereby acknowledges, to the extent allowed by law, that all remaining costs will be deemed to have been abandoned. If RCTC processes a final bill for payment more than 360 days after notification of completion of OWNER's work, payment of the late bill may be subject to allocation and/or approval by the RCTC Board. The final billing shall be in the form of an itemized statement of the total costs charged to the project, less the credits provided for in this Agreement, and less any amounts covered by progress billings. However, RCTC shall not pay final bills which exceed the estimated cost of this Agreement without documentation of the reason for the increase of said cost from the OWNER and approval of documentation by RCTC. Except, if the final bill exceeds the OWNER's estimated costs solely as the result of a revised Notice to Owner as provided for in Section I, a copy of said revised Notice to Owner shall suffice as documentation. In either case, payment of the amount over the estimated cost of this Agreement may be subject to allocation and/or approval by the RCTC Board. In any event if the final bill exceeds 125% of the estimated cost of this Agreement, an Amended Agreement shall be executed by the parties to this Agreement prior to the payment of the OWNER'S final bill. Any and all increases in costs that are the direct result of deviations from the work described in Section I of this Agreement shall have the prior concurrence of RCTC. Detailed records from which the billing is compiled shall be retained by the OWNER for a period of three years from the date of the final payment and will be available for audit by State and/or Federal auditors. Owner agrees to comply with Contract Cost Principles and Procedures as set forth in 48 CFR, Chapter 1, Part 31, et seq., 23 CFR, Chapter 1, Part 645, and/or 18CFR, Chapter 1, Parts 101, 201 et al. If a subsequent State and/or Federal audit determines payments to be unallowable, OWNER agrees to reimburse RCTC upon receipt of RCTC billing. V. GENERAL CONDITIONS All costs accrued by OWNER as a result of RCTC's request of June 18. 2014 to review, study and/or prepare relocation plans and estimates for the project associated with this Agreement may be billed pursuant to the terms and conditions of this Agreement. If RCTC's project which precipitates this Agreement is canceled or modified so as to eliminate the necessity of work by OWNER, RCTC will notify OWNER in writing and RCTC reserves the right to terminate this Agreement by Amendment. The Amendment shall provide mutually acceptable terms and conditions for terminating the Agreement. All obligations of RCTC under the terms of this Agreement are subject to the allocation of funds by the RCTC Board. OWNER shall submit a Notice of Completion to RCTC within 30 days of the completion of the work described herein. 61 RIVERSIDE COUNTY TRANSPDRT A TION COMlSSION UTILITY AGREEMENT \RCTC-AgreementNo.: -) Page 4 of5 Where OWNER has prior rights in areas which will be within the highway right of way and where OWNER's facilities will remain on or be relocated on STATE highway right of way, a Joint Use Agreement or Consent to Common Use Agreement shall be executed by the parties. RCTC represents and warrants that this Utility Agreement is not subject to 23 CFR 635.410, the BA provisions. Each person signing this Agreement has the full authority to sign this Agreement on behalf of the party for which he or she is signing and also has the ability to bind that party to the obligations and commitments set forth in this Agreement. THE ESTIMATED COST TO RCTC FOR THE ABOVE DESCRIBED WORK IS .x..$ __ _ Signatures on Following Page 62 • • • • • • RIVERSIDE COUNTY TRANSPORTATION COMISSION UTILITY AGREEMENT SIGNATURE PAGE TO UTILITY AGREEMENT NO. 23399 (RCTC Agreement No.: __ _ Page 5 of5 IN WITNESS WHEREOF, the above parties have executed this SR 74 Curve Project Utility Agreement as of the day and year first above written. RCTC: OWNER: SOUTHERN CALIFORNIA GAS COMPANY By~----------------- Riverside County Transportation Commission/Date NAME Date Title ____________ _ Title: Regional Pipeline Project Manager APPROVED AS TO FORM: BEST BEST & KRIEGER LLP By ________________ ~ General Counsel Riverside County Transportation Commission APPROVAL RECOMMENDED: By: --------------Mich a e I Parker Date . Utility Manager Overland, Pacific & Cutler, Inc . 63 / • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Budget and Implementation Committee Sheldon Peterson, Rail Manager THROUGH: Anne Mayer, Executive Director SUBJECT: 2014 Amendment to the Joint Powers Agreement for the Los Angeles - San Diego -San Luis Obispo Rail Corridor Agency BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to approve No. 13-25-080-01, Amendment No. 1 to Agreement No. 13-25-080-00 with the Los Angeles -San Diego -San Luis Obispo (LOSSAN) Rail Corridor Agency to ensure the official agency name is correctly stated. BACKGROUND INFORMATION: The LOSSAN Rail Corridor Agency is a joint powers authority (JPA) created to oversee the intercity passenger rail service in the travel corridor between San Diego and Los Angeles. This agency evolved as rail service that has now been extended to Ventura, Santa Barbara, and San Luis Obispo Counties and includes all counties along the Pacific Surfliner Corridor from San Diego to San Luis Obispo County. On May 8, 2013, the Commission approved the 2013 Amendment to the LOSSAN joint powers agreement which included significant changes that reflected the provisions in Senate Bill 1225 (Chapter 802, Statutes of 2012), which permits the LOSSAN Rail Corridor Agency to assume administrative responsibility for the state-supported Pacific Surfliner intercity passenger rail service. As part of the amendment, the Commission was elevated as a full voting member. The Commission's involvement in the LOSSAN Rail Corridor Agency is necessary because of its legal ownership rights regarding passenger rail service between Fullerton and Los Angeles. The Commission obtained these rights in 1992 as part of a negotiation that included commuter rail access throughout the region and the purchase of the San Jacinto Branch Line. Given the Commission's responsibilities and rights, having a seat on the LOSSAN Rail Corridor Agency Board (LOSSAN Board) is certainly appropriate and ensures the Commission a seat at the table for future discussions regarding future commuter rail service. The Commission actively participates on the LOSSAN Board, first as an ex-officio member starting in 2011, then a full voting member in 2013 . Agenda Item 8F 64 CLARIFICATION OF MOU LANGUAGE Recently, LOSSAN Rail Corridor Agency legal counsel discovered a discrepancy between the official, historical name of the agency and the name stated on the most recent JPA document approved by all member agencies. The transposition of the words "rail" and "corridor" in the 2013 amendment to the LOSSAN JPA effectively changed the legal name of the LOSSAN Agency from "LOSSAN Rail Corridor Agency" to "LOSSAN Corridor Rail Agency". It appears the name change was an inadvertent mistake; however, the ambiguity in naming created a number of issues that must be resolved, including statutory reporting issues with the state due to the conflicting agency names. In order to be statutorily compliant with reporting requirements and to avoid future ambiguity, the LOSSAN Board voted unanimously at its August 14, 2014 meeting, to direct staff to work with all member agencies to prepare and execute an amendment to the LOSSAN JPA to ensure the official agency name is correctly stated as the Los Angeles -San Diego -San Luis Obispo Rail Corridor Agency throughout the document. Once approval is received from each member agency to amend the LOSSAN JPA, the LOSSAN Board will make similar amendments to the LOSSAN Rail Corridor Agency bylaws. Attachment: Proposed 2014 Amendment to the Joint Powers Agreement Agenda Item SF 65 • • • • • • ATTACHMENT 1 2014 AMENDMENT TO THE JOINT POWERS AGREEMENT CONCERNING THE LOS ANGELES-SAN DIEGO-SAN LUIS OBISPO CORRIDOR RAIL AGENCY INTRODUCTION This Amendment to the 2013 Joint Powers Agreement Concerning the Los Angeles - San Diego-San Luis Obispo Corridor Rail Agency (Agreement) is made and entered into in the State of California by and among the following entities that are parties to the Agreement: Los Angeles County Metropolitan Transportation Authority; Orange County Transportation Authority; Riverside County Transportation Commission; North County Transit District; San Diego Metropolitan Transit System; California Department of Transportation; Southern California Association of Governments; San Diego Association of Governments; Ventura County Transportation Commission; Santa Barbara County Association of Governments; San Luis Obispo Council of Governments; National Railroad Passenger Corporation; California High-Speed Rail Authority; RECITALS WHEREAS, on or about February 1989, some, but not all of the entities listed above first entered into a certain joint exercise of powers agreement to establish the Los Angeles -San Diego Rail Corridor Agency (Agency); and 1024416.1 66 WHEREAS, on or about October 2001, the member agencies approved an amendment to the joint exercise of powers agreement to make various changes, including, but not limited to, changing the name of the Agency to the "Los Angeles -San Diego -San Luis Obispo Rail Corridor Agency"; and WHEREAS, on or about June 2013, the joint exercise of powers agreement was once again amended to its current form in response to the provisions of SB 1225; and WHEREAS, it was later discovered that an inadvertent transposition of the words "rail" and "corridor" were included in the name of the Agency throughout the Agreement, including the title such that the name of the Agency was inadvertently changed from" Los Angeles - San Diego -San Luis Obispo Rail Corridor Agency" to the "Los Angeles -San Diego - San Luis Obispo Corridor Rail Agency"; and WHEREAS, the member agencies wish to correct this inadvertent transposition so that the joint exercise of powers agreement correctly reflects the historical name of the Agency as the "Los Angeles -San Diego -San Luis Obispo Rail Corridor Agency." NOW THEREFORE, in consideration of the recitals, the parties to this Agreement agree to the following: • 1. All references contained in the 2013 Amendment to the Joint Powers Agreement • Concerning the Los Angeles -San Diego -San Luis Obispo Corridor Rail Agency which state "Corridor Rail Agency" shall hereinafter be amended and interpreted to read as "Rail Corridor Agency". 2. All other terms, provisions and conditions of the Agreement remain in full force and effect. 3. This Amendment may be executed in counterparts, each of which shall constitute an original and all of which together shall constitute on and the same agreement. IN WITNESS WHEREOF, the parties hereto have executed this Amendment by authorized officials on the dates indicated below. 2014 Amendment to the LOSSAN Joint Exercise of Powers Agreement 1024416.1 67 • 2 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION Chair Date I HEREBY ATTEST that the attached is a true and correct copy of the original document approved by the Board of Directors: Clerk of the Board Date 2014 Amendment to the LOSSAN Joint Exercise of Powers Agreement 1024416.1 68 5 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Jennifer Harmon, Office and Board Services Manager John Standiford, Deputy Executive Director THROUGH: Anne Mayer, Executive Director SUBJECT: Purchase of Computer Network Equipment Through the Western States Contracting Alliance STAFF RECOMMENDATION: This item is for the Commission to approve the purchase of computer network equipment from HP through the Western States Contracting Alliance (WSCA) - a subsidiary of the National Association of State Purchasing Officials (NASPO) -Agreement No. 821764 to implement the proposed infrastructure system design in the amount of $302,000, plus a $48,000 contingency, for a total amount not to exceed $350,000. BACKGROUND INFORMATION: In March 2014, the Commission approved a three-year contract with Novanis for information technology (IT) support services. One of the first and more pressing items in this agreement called for an assessment of the Commission's IT infrastructure, including hardware, software, network design, and connectivity as well as server and network administration services. The contract also requires an evaluation of the Commission's e-mail, security, and backup services along with planning for future needs. Novanis immediately addressed these issues and identified a number of areas for improvement and added investment. In recent years, the Commission has experienced significant growth in the number of projects administered, its overall budget and increasing responsibilities, which has included the need for off-site offices. While that growth has taken place, staff has been conservative and even cautious in making major investments in computer hardware especially during the economic downturn. In fact, prior to contracting with Novanis, the Commission previously received IT services from a small IT support firm with only one employee. While this approach served the Commission well, proactive steps were taken during the budget process to complete the procurement of needed upgrades during this fiscal year. This request marks the first major IT equipment replacement since the launch of this effort . Agenda Item 9 69 WHAT DOES THE COMMISSION NEED? At the heart of every computer network system are its servers. These are essentially the host servers that operate the overall system's data requirements. In addition, servers support storage, backup, e-mail, and potential disaster recovery needs. For several years, the Commission has maintained and operated a number of individual servers with dedicated computing responsibilities often with the idea of meeting a pressing need rather than creating an effective system of servers that link together. The Commission currently owns 11 different computer servers of various sizes and ages, which require a significant level of monitoring and maintenance. The number has also stretched the limits of the Commission's actual computer room space in the building. While this has proved adequate for many years, it is inefficient and growth has begun to overwhelm some needs in terms of e-mail and backup. Moreover, as the Commission moves into new responsibilities as a toll agency, a new approach is needed. In order to move forward, Novanis proposed a network foundation utilizing virtualization technology. This technology has been used for more than a decade and essentially enables a single computer to host and operate multiple servers. This will enable the Commission to actually reduce the number of computers needed to operate its needs and will reduce monthly operations costs while also providing flexibility for future growth. The Novanis design calls for the purchase of four HP servers. These servers will be able to host as many as 40 separate • servers and will also be able to provide for the Commission's needs in terms of data storage and • backup. It is important to note this design will alleviate the need for any significant investment in server or storage hardware for the next five years or longer. PROCURING WHAT'S NEEDED The Commission has received quotes for the needed equipment from HP through WSCA, which is a subsidiary of NASPO. Since 1993, WSCA served as the primary cooperative purchasing arm of NASPO and encouraged, fostered, and guided participating members to work collaboratively in an effort to create true procurement cooperatives. WSCA-NASPO represents a unified, nationally-focused cooperative purchasing program that will leverage the collective expertise and experience of WSCA and NASPO, aggregate the demand of all 50 states, the District of Columbia and the five organized territories, and their political subdivisions and other eligible entities, and help spur innovation and competition in the marketplace. HP also included an additional 7 percent discount off of the WSCA pricing. All authorized governmental entities in any state are welcome to use WSCA-NASPO cooperative contracts with the approval of that state's State Chief Procurement Official. Cooperative purchasing benefits states as well as cities, counties, public schools, institutions of higher education, and other eligible entities. California Public Contract Code sections 10298-10299 allow the Department of General Services, Procurement Division (DGS-PD} to enter into cooperative purchasing agreements with other states. Cooperative agreements are available to • Agenda Item 9 70 • • • all State of California governmental entities (State departments, agencies, cities, counties, school districts, universities, etc.} that expend public funds for the acquisition of both goods and services. This combined purchasing approach assures competitive pricing for this type of equipment and has been embraced by a wide variety of companies including HP. The proposed server configuration for the Commission relies heavily on HP equipment, Microsoft Server licensing, and VM Ware virtualization software. Almost everything needed to complete the Commission's server upgrade is available through the WSCA-NASPO cooperative. Moreover, the Commission's procurement policies support and specifically mention WSCA as an available procurement approach. NEXT STEPS The estimated cost for the computer network equipment purchase from HP through WSCA- NASPO is approximately $302,000 and was included in the FY 2014/15 budget. Staff suggests adding a contingency of $48,000 to the amount in case added software or other equipment is necessary to complete the implementation. Accordingly, staff recommends approval of the purchase of computer network equipment from HP through the WSCA-NASPO agreement for a total amount not to exceed $350,000 . Financial Information In Fiscal Year Budget: I Yes I Year: I FY 2014/15 Amount: I $350,000 Source of Funds: I Measure A, LTF, Motorist Assistance, TUMF administration funds Budget Adjustment: I No GL/Project Accounting No.: 001001901010000000011011290101 Fiscal Procedures Approved: ~~ j Date: I 10/01/14 Attachments: 1} Western States Contracting Alliance Master Price Agreement for Computer Equipment, Peripherals, and Related Services -Number 827164 2} California Participating Addendum Western States Contracting Alliance Computer Equipment, Software, Peripherals and Related Services {2009 -2014) Hewlett-Packard Company Master Price Agreement Contract 827164 Agenda Item 9 71 • • • ATTACHMENT 1 CALIFORNIA PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014} HEWLETT-PACKARD COMPANY MASTER PRICE AGREEMENT CONTRACT 827164 1. Scope: This f?articipating Addendum covers the purchase of all Computer Equipment, Softwa[e, Peripherals and Related Services for all California political subdivisions/local governments. A subdivision/local government is defined as any city, county, city and county, district, or other local governmental body or corporation, including the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges empowered to expend public funds. Each political subdivision/local government should make its own determination whether the WSCA program is consistent with its procurement policies and regulations. S.TATE A~ENCIES ARE RESTRICTED.FROM USING THIS CONTRACT IN ACCORDANCE WITH . MANAGEMENT MEMO 05-11, EXCEPT FOR THOSE CATEGORIES NOT OFFERED UNDER CALIFORNIA STRATEGIC SOURCING INITIATIVE (CSSI) CONTRACTS FOR IT HARDWARE: PC GOODS ANQ ENTERPRISE, SERVERS AND STORAGE PRODUCTS. THE SUPPLEMENTAL TERMS AND CONDITIONS FOR CONTRACTS USING ARRA FUNDS APPLY TO THE .ORDERING AGENCY. IF OR WHE.N HP, AS A VENDOR, IS NOTIFIED BY ORD.ERi NG AGENCY THAT A SPECIFIC PURCHASE OR PURCHASES.ARE BEING.MADE ·WITH ARRA FOUNDS, HP AGREES TO COMPLY WITH THE DATA ELEMENT AND REPORTING . REQUIREMENTS THAT ARE LEGALLY REQUIRED OF PROVIDERS OF GOODS AND . RELATED SERVIC-ES.'.HP; AS ITRELATESTO PURCHASES UNDER THIS CONTRACT IS NOT A SUBCONTRACTOR OR SUBG.RANTEE, BUT SIMPLY A PROVIDER OF GOODS AND . RELATEo-.sERVIC.ES 2. Leasing. . . . -Funding to purchase or lease products available under this contract may be available to State agencies vi~l:the GS $Mart (purchases) or Lease $Mart program. For small dollar transactions where GS $Mart or Lease $Mart isn't available, local agencies are able to take advantage of leasing options in the original (Minnesota) contract, . . · 3. Changes: Changes to the terms and conditions of the signed Master Price Agreement and Participating Addendum are as follows: a. Orders and payment may be h_andled by one of .HP's authorized Resellers as approved by HP. All other agency orders and payments are to be handled by HP directly unless otherwise mutually. agreed by HP and the Participating Entity as allowed in this section of the Participating Addendum. · b. The California General Provisions (CAGP) Revision 8/10/2009 (GSPD-4011T based on April 12, 2007 standard) for Western Stc;ites Contracting Alliance (WSCA) Computer Equipment, Software, Peripherals and Related Services as attached become a part of this Participating Addendum. · · c. The California General Provisions (CAGP) shall prevail if there is a conflict between the terms and conditions of the contractor's WSCA State of Minnesota, Master Price Agreement, packaging, invoices, catalogs, brochures and technical data sheets. · d. The State of California will retain the same contract number as the State of Minnesota, Master Price Agreement number, 827164. Revised 8128108 Page 1 of 4 72 CALIFORNIA PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014} HEWLETT-PACKARD COMPANY MASTER PRICE AGREEMENT CONTRACT 827164 e. State of Minnesota, Master Price Agreement cover page, is hereby modified as follows: "Original Award Date" changed to "Effective Date 9/1/2009". f. Delivery: As negotiated between agency and contractor and included in the purchase order, or as otherwise stipulated in the contract. g. DGS Termination of Contract: The State may terminate this contract at any time upon 30 day prior written notice. Upon termination or other expiration of this contract, each party will assist the other party in orderly termination of the contract and the transfer of all assets, tangible and intangible, as may facilitate the orderly, nondisrupted busines~ continuation of each party. This provision shall not relieve the contractor of the obligation t'o perform under any purchase order or other similar ordering document executed prior to the termination becoming effective. h. Reports & Administrative Fee: .· Contractor shall submit quarterly reports to the California Contract Administrator for all California purchases providing the following information for products: Agency Name WSCA Contract.Number P!J[C.QC?Se. Qrcjer Num~r Purchase Order bate WSCA Administrative Fee Dollar Amount· Agency Contact·Name Agency Address Total Invoice ,£>,mount' Total Dollars for the quarter The Contractor shall submit a check, in addition to the report, payable to the State of California, Contract Administrator for the calculated administrative fee for an amount equal to one percent (0.01) of the sales for the quarterly period. This fee. shall be included as an adjustment to contractors WSCA pricing and not invoiced or charged to the purchasing entity. Payment ofthe administrative fee by Contractor due irrespective of status of payments on orders from users to Contractor. A report is due even when there is no activity. Any report that does not follow the required format or that excludes information will be deemed incomplete. Failure to submit reports and fees on a timely basis shall constitute grounds for suspension of this agreement. Reports and fee delivery will be in accordance with the following schedule. Calendar Quarter 1 Calendar Quarter 2 Calendar Quarter 3 Calendar Quarter 4 (JUL 1 to SEP 30) (OCT 1 to DEC 31) (JAN 1 to MAR 31) (APR 1 to JUN 30) Due OCT 31 Due JAN 31 Due APR 30 Due JUL 31 The administrative fee check and report should be submitted to the following address: Revised 8128108 Cynthia Okoroike Department of General Services Procurement Division Multiple Award Program -WSCA Page 2 of 4 73 • • • • • • CALIFORNIA PARTICIPATING ADDENDUM WESTERN ST ATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014) HEWLETT-PACKARD COMPANY MASTER PRICE AGREEMENT CONTRACT B27164 707 Third Street, 2nd Floor, MS# 202, West Sacramento, CA 95605-2811 i. The primary state government contact for this Participating Addendum is as follows: Department of General Services, Procurement Division Multiple Award Program -WSCA 707 Third Street, 2l')d Floor, MS # 202 West Sacramento, CA 95605 Contact: E-mail: Phone: Fax: Cynthia Okoroike cynthia.okoroike@dgs.ca.gov (916) 375-4389 (916) "375-4663 ' j. The primary Hewlett Packard CUSTOMER contact for this Participating Addendum is as follows: Hewlett Packard Address: 442 Swan Blvd. Deerfield, IL 60015 Contact: Debra Lee E-Mail: Debra.lee@ho.com Phone: 847/537-0344 Fax: 847/572-1336 k. Price Agreement Number: The Master Price Agreement number for the Participating State is 827164. The Master Price Agreement Number MUST be shown on all Purchase Orders issued against this Master Price Agreement. This Addendum and the Price Agreement together with its exhibits and/or amendments, set forth the entire agreement between the parties with respect to the subject matter of all previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Addendum and the Price Agreement, together with its exhibits and/or amendments, shall not be added to or incorporated into this · Addendum or the Price Agreement and its exhibits and/or amendments, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Addendum and the Price Agreement and its exhibits and/or amendments shall prevail and govern in the case of any such inconsistent or additional terms. · Revised 8128108 Page 3 of 4 74 CALIFORNIA PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009~2014) HEWLETT~PACKARD COMPANY MASTER PRICE AGREEMENT CONTRACT 827164 m. Effective Dates: This Participating Addendum shall be effective upon approval by the Department of General Services and will continue until the End Date of the Master Price Agreement. Lead State amendments to extend the term date are automatically incorporated into this Participating Addendum unless terminated early in accordance with the terms and conditions of the Master Price Agreement or this Participating Addendum. By Signing below Hewlett Packard agrees to offer the same products/and or services as on the State of Minnesota B27164 at prices equal to or lower than the prices on this contract. IN WITNESS WHEREOF, the parties have executed this Participating Adderidum as of the date of execution by both p~ ~71ow. GENERAL SERVICES <./!:!:!Pv z,/of LEGAL SERVICES State of California: By: ..... ;/~~·>ufl ~ Name: Jim Butler Title: Deputy Director Date: Revised 8128/08 Title: Date: Page 4 of 4 75 {!onty/H!T /1/£7 t5bi'91Pr<-. &.su~r 2s-.:u>D7 I •• • • • • GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS 1. DEFINITIONS: Unless otherwise specified in the Statement of Work the following terms shall be given the meaning shown, unless context requires otherwise. "Acceptance Tests" means those tests performed during the Performance Period which are intended to determine compliance of Equipment and Software with the specifications and all other Attachments incorporated herein by reference and to determine the reliability of the Equipment. "Application Program" means a computer program which is intended to be executed for the purpose of performing useful work for the user of the information being processed. Application programs are developed or otherwise acquired by the user of the Hardware/Software system, but they may be supplied by the Contractor. "Attachment" means a mechanical, electrical, or electronic interconnection to the Contractor-supplied Machine or System of Equipment, manufactured by other than the original Equipment manufacturer, that is not connected by the Contractor. "Business entity" means any individual, business, partnership, joint venture, corporation, S-corporation, limited liability corporation, limited liability partnership, sole proprietorship, joint stock company, consortium, or other private legal entity recognized by statute. "Buyer" means the State's authorized contracting official. "Commercial Software" means Software developed or regularly used that: (i) has been sold, leased, or licensed to the general public; (ii) has been offered for sale, lease, or license to the general public; (iii) has not been offered, sold, leased, or licensed to the public but will be available for commercial sale, lease, or license in time to satisfy the delivery requirements of this Contract; or (iv) satisfies a criterion expressed in (i), (ii), or (iii) above and would require only minor modifications to meet the requirements of this Contract. "Contract" means this Contract or agreement (including any purchase order), by whatever name known or in whatever format used. "Custom Software" means Software that does not meet the definition of Commercial Software. "Contractor" means the Business Entity with whom the State enters into this Contract. Contractor shall be synonymous with "supplier", "vendor" or other similar term. "Data Processing Subsystem" means a complement of Contractor-furnished individual Machines, including the necessary controlling elements (or the functional equivalent) and Operating Software, if any, which are acquired to operate as an integrated group, and which are interconnected entirely by Contractor-supplied power and/or signal cables; e.g., direct access controller and drives, a cluster of terminals with their controller, etc. "Data Processing System (System)" means the total complement of Contractor-furnished Machines, including one or more central processors (or instruction processors) and Operating Software, which are acquired to operate as an integrated group. "Deliverables" means Goods, Software, Information Technology, telecommunications technology, and other items (e.g. reports) to be delivered pursuant to this Contract, including any such items furnished incident to the provision of services. "Designated CPU(s)" means for each product, if applicable, the central processing unit of the computers or the server unit, including any associated peripheral units. If no specific "Designated CPU(s)" are specified on the Contract, the term shall mean any and all CPUs located at the site specified therein. "Documentation" means nonproprietary manuals and other Revision 8110/2009 (GSPD-401/T based on April 12, 2007) 76 printed materials necessary or useful to the State in its use or maintenance of the Equipment or Software provided hereunder. Manuals and other printed materials customized for the State hereunder constitute Documentation only to the extent that such materials are described in or required by the Statement of Work. "Equipment" is an all-inclusive term which refers either to individual Machines or to a complete Data Processing System or subsystem, including its Hardware and Operating Software (if any). "Equipment Failure" is a malfunction in the Equipment, excluding all external factors, which prevents the accomplishment of the Equipment's intended function(s). If microcode or Operating Software residing in the Equipment is necessary for the proper operation of the Equipment, a failure of such microcode or Operating Software which prevents the accomplishment of the Equipment's intended functions shall be deemed to be an Equipment Failure. "Facility Readiness Date" means !he date specified in the Statement of Work by which the State must have the site prepared and available for Equipment delivery and installation. "Goods" means all types of tangible personal property, including but not limited to materials, supplies, and Equipment (including computer and telecommunications Equipment). "Hardware" usually refers to computer Equipment and is contrasted with Software. See also Equipment. "Installation Date" means the date specified in the Statement of Work by which the Contractor must have the ordered Equipment ready (certified) for use by the State. "Information Technology" includes, but is not limited to, all electronic technology systems and services, automated information handling, System design and analysis, conversion of data, computer programming, information storage and retrieval, telecommunications which include voice, video, and data communications, requisite System controls, simulation, electronic commerce, and all related interactions between people and Machines. "Machine" means an individual unit of a Data Processing System or subsystem, separately identified by a type and/or model number, comprised of but not limited to mechanical, electro-mechanical, and electronic parts, microcode, and special features installed thereon and including any necessary Software, e.g., central processing unit, memory module, tape unit, card reader, etc. "Mach.ine Alteration" means any change to a Contractor- supplied Machine which is not made by the Contractor, and which results in the Machine deviating from its physical, mechanical, electrical, or electronic (including microcode) design, whether or not additional devices or parts are employed in making such change. "Maintenance Diagnostic Routines" means the diagnostic programs customarily used by the Contractor to test Equipment for proper functioning and reliability. "Manufacturing Materials" means parts, tools, dies, jigs, fixtures, plans, drawings, and information produced or acquired, or rights acquired, specifically to fulfill obligations set forth herein. "Mean Time Between Failure (MTBF)" means the average expected or observed time between consecutive failures in a System or component. "Mean Time to Repair (MTTR)" means the average expected or observed time required to repair a System or component and return it to normal operation. "Operating Software" means those routines, whether or not identified as Program Products, that reside in the Equipment and are required for the Equipment to perform its intended function(s), and which interface the operator, Page 1of11 GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) • COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS ANO RELATED SERVICES (2009-2014 GENERAL PROVISIONS other Contractor-supplied programs, and user programs to the Equipment. "Operational Use Time" means for performance measurement purposes, that time during which Equipment is in actual operation by the State. For maintenance Operational Use Time purposes, that time during which Equipment is in actual operation and is not synonymous with power on time. "Performance Testing Period" means a period of time during which the State, by appropriate tests and production runs, evaluates the performance of newly installed Equipment and Software prior to its acceptance by the State. "Period of Maintenance Coverage" means the period of time, as selected by the State, during which maintenance services are provided by the Contractor for a fixed monthly charge, as opposed to an hourly charge for services rendered. The Period of Maintenance Coverage consists of the Principal Period of Maintenance and any additional hours of coverage per day, and/or increased coverage for weekends and holidays. "Preventive Maintenance" means that maintenance, performed on a scheduled basis by the Contractor, which is designed to keep the Equipment in proper operating condition. "Principal Period of Maintenance" means any nine consecutive hours per day (usually between the hours of 7:00 a.m. and 6:00 p.m.) as selected by the State, including an official meal period not to exceed one hour, Monday through Friday, excluding holidays observed at the installation. "Programming Aids" means Contractor-supplied programs and routines executable on the Contractor's Equipment ·which assists a programmer in the development of . applications including language pr{)cessors, sorts, communications modules, data base management systems, and utility routines, (tape-to-disk routines, disk-to-print routines, etc.). "Program Product" means programs, routines, subroutines, and related items which are proprietary to the Contractor and which are licensed to the State for its use, usually on the basis of separately stated charges and appropriate contractual provisions. "Remedial Maintenance" means that maintenance performed by the Contractor which results from Equipment (including Operating Software) failure, and which is performed as required, i.e., on an unscheduled basis. "Site License" means for each product, the term "Site License" shall mean the license established upon acquisition of the applicable number of copies of such product and payment of the applicable license fees as set forth in the Statement of Work. "Software" means an all-inclusive term which refers to any computer programs, routines, or subroutines supplied by the Contractor, including Operating Software, Programming Aids, Application Programs, and Program Products. "Software Failure" means a malfunction in the Contractor- supplied Software, other than Operating Software, which prevents the accomplishment of work, even though the Equipment (including its Operating Software) may still be capable of operating properly. For Operating Software failure, see definition of Equipment Failure. "State" means the government of the State of California, its employees and authorized representatives, including without limitation any department, agency, or other unit of the government of the State of California. "System" means the complete collection of Hardware, Software and services as described in this Contract, integrated and functioning together, and performing in Revision 8110/2009 (GSPD-401/T based on April 12, 2007) 77 accordance with this Contract. "U.S. Intellectual Property Rights" means intellectual property rights enforceable in the United States of America, including without limitation rights in trade secrets, copyrights, and U.S. patents. 2. CONTRACT FORMATION: a) If this Contract results from a sealed bid offered in response to a solicitation conducted pursuant to Chapters 2 (commencing with Section 10290), 3 (commencing with Section 12100), and 3.6 (commencing with Section 12125) of Part 2 of Division 2 of the Public Contract Code (PCC), then Contractor's bid is a firm offer to the State which is accepted by the issuance of this Contract and no further action is required by either party. b) If this Contract results from a solicitation other than described in paragraph a), above, Contractor's quotation or proposal is deemed a firm offer and this Contract document is the State's acceptance of that offer. c) If this Contract resulted from a joint bid, it shall be deemed one indivisible Contract. Each such joint Contractor will be jointly and severally liable for the performance of the entire Contract. The State assumes no responsibility or obligation for the division of orders or purchases among joint Contractors. 3. COMPLETE INTEGRATION: This Contract, including any documents incorporated herein by express reference, is intended to be a complete integration and there are no prior or contempora. different or additional agreements pertaining to the subject ma the Contract. 4. SEVERABILITY: The Contractor and the State agree that if any provision of this Cotitract Is found to be illegal or unenforceable, such term or provision shaU be deemed stricken and the remainder of the Contract shall remain in full force and effect. Either party having knowledge of such term or provision shall promptly inform the other of the presumed non-applicability of such provision. 5. INDEPENDENT CONTRACTOR: Contractor and the agents and employees of Contractor, in the performance of this Contract, shall act in an independent capacity and not as officers or employees or agents of the State. 6. APPLICABLE LAW: This Contract shall be governed by and shall be interpreted in accordance with the laws of the State of California; venue of any action brought with regard to this Contract shall be in Sacramento County, Sacramento, California. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Contract. 7. COMPLIANCE WITH STATUTES AND REGULATIONS: a) Contractor warrants and certifies that in the performance of this Contract, ii will comply with all applicable statutes, rules, regulations and orders of the United States and the State of California and agrees to indemnify the State against any loss, cost, damage or liability by reason of the Contractor's violation of this provision. b) The State will notify Contractor of any such claim in writing and tender the defense thereof within a reasonable time; and c) Contractor will have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; provided that (i) when substantial principles of government or public law are involved, when liti. might create precedent affecting future State operatio liability, or when involvement of the State is olhe mandated by law, the State may participate in such action at its own expense with respect to attorneys' fees and Page 2of11 • • • GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS costs (but not liability); (ii) the State will have the right to approve or disapprove any settlement or compromise, which approval will not unreasonably be withheld or delayed; and (iii) the State will reasonably cooperate in the defense and in any related settlement negotiations. d) If this Contract is in excess of $500,000, it is subject to the requirements of the World Trade Organization (WTO) Government Procurement Agreement (GPA). e) To the extent that this contract falls within the scope of Government Code Section 11135, Contractor hereby agrees to respond to and resolve any complaint brought to its attention, regarding accessibility of its products or services. 8. CONTRACTOR'S POWER AND AUTHORITY: The Contractor warrants that it has full power and authority to grant the rights herein granted and will hold the State harmless from and against any loss, cost, liability, and expense (including reasonable attorney fees) arising out of any breach of this warranty. Further, Contractor avers that it will not enter into any arrangement with any third party which might abridge any rights of the State under this Contract. The State will notify Contractor of any such claim in writing and tender the defense thereof within a reasonable time; and Contractor will have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; provided that (i) when substantial principles of government or public law are involved, when litigation might create precedent affecting future State operations or liability, or when involvement of the State is otherwise mandated by law, the State may participate in such action at its own expense with respect to attorneys' fees and costs (but not liability); (ii) the State will have the right to approve or disapprove any settlement or compromise, which approval will not unreasonably be withheld or delayed; and (iii) the State will reasonably cooperate in the defense and in any related settlement negotiations. 9. ASSIGNMENT: This Contract shall not be assignable by the Contractor in whole or in part without the written consent of the State. For the purpose of this paragraph, State will not unreasonably prohibit Contractor from freely assigning its right to payment, provided that Contractor remains responsible for its obligations hereunder. 10. WAIVER OF RIGHTS: Any action or inaction by the State or the failure of the State on any occasion, to enforce any right or provision of the Contract, shall not be construed to be a waiver by the State of its rights hereunder and shall not prevent the State from enforcing such provision or right on any future occasion. The rights and remedies of the State herein are cumulative and are in addition to any other rights or remedies that the State may have at law or in equity. 11. ORDER OF PRECEDENCE: In the event of any inconsistency between the articles, attachments, specifications or provisions which constitute this Contract, the following order of precedence shall apply: a) these General Provisions -Information Technology (In the instances provided herein where the paragraph begins: "Unless otherwise specified in the Statement of Work" provisions specified in the Statement of Work replacing these pargaraphs shall take precedence over the paragraph referenced in these General Provisions) ; b) contract form, i.e., Purchase Order STD 65, Standard Agreement STD 213, etc., and any amendments thereto; c) information technology special provisions; d) statement of work, including any specifications incorporated by Revision 8110/2009 (GSPD-401/T based on April 12, 2007) 78 reference herein; and e) all other attachments incorporated in the contract by reference. 12. PACKING AND SHIPMENT: a) All Goods are to be packed in suitable containers for protection in shipment and storage, and in accordance with applicable specifications. Each container of a multiple container shipment shall be identified to: i) show the number of the container and the total number of containers in the shipment; and ii) the number of the container in which the packing sheet has been enclosed. b) All shipments by Contractor or its subcontractors must include packing sheets identifying: the State's Contract number; item number; quantity and unit of measure; part number and description of the Goods shipped; and appropriate evidence of inspection, if required. Goods for different Contracts shall be listed on separate packing sheets. c) Shipments must be made as specified in this Contract, as it may be amended, or otherwise directed in writing by the State's Transportation Management Unit within the Department of General Services, Procurement Division. 13. TRANSPORTATION COSTS AND OTHER FEES OR EXPENSES: No charge for delivery, drayage, express, parcel post, packing, cartage, insurance, license fees, permits, cost of bonds, or for any other purpose will be paid by the State unless expressly included and itemized in the Contract. a) Contractor must strictly follow Contract requirements regarding Free on Board (F.O.B.), freight terms and routing instructions. The State may permit use of an alternate carrier at no additional cost to the State with advance written authorization of the Buyer. b) If "prepay and add" is selected, supporting freight bills are required when over $50, unless an exact freight charge is approved by the Transportation Management Unit within the Department of General Services Procurement Division and a waiver is granted. c) On "F.O.B. Shipping Point" transactions, should any shipments under the Contract be received by the State in a damaged condition and any related freight loss and damage claims filed against the carrier or carriers be wholly or partially declined by the carrier or carriers with the inference that damage was the result of the act of the shipper such as inadequate packaging or loading or some inherent defect in the Equipment and/or material, Contractor, on request of the State, shall at Contractor's own expense assist the State in establishing carrier liability by supplying evidence that the Equipment and/or material was properly constructed, manufactured, packaged, and secured to withstand normal transportation conditions. 14. DELIVERY: Contractor shall strictly adhere to the delivery and completion schedules specified in this Contract. Time, if stated as a number of days, shall mean calendar days unless otherwise specified. The quantities specified herein are the only quantities required. If Contractor delivers in excess of the quantities specified herein, the State shall not be required to make any payment for the excess Deliverables, and may return them to Contractor at Contractor's expense or utilize any other rights available to the State at law or in equity. 15. SUBSTITUTIONS: Substitution of Deliverables may not be tendered without advance written consent of the Buyer. Contractor shall not use any specification in lieu of those contained in the Contract without written consent of the Buyer. 16. INSPECTION, ACCEPTANCE AND REJECTION: Unless otherwise specified in the Statement of Work: a) Contractor and its subcontractors will provide and maintain a quality assurance system acceptable to the State covering Deliverables and services under this Contract and Page 3 of 11 GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) • COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS will tender to the State only those Deliverables that have been inspected and found to conform to this Contract's requirements. Contractor will keep records evidencing inspections and their result, and will make these records available to the State during Contract performance and for three years after final payment. Contractor shall permit the State to review procedures, practices, processes, and related documents to determine the acceptability of Contractor's quality assurance System or other similar business practices related to performance of the Contract. b) All Deliverables may be subject to inspection and test by the State or its authorized representatives. c) Contractor and its subcontractors shall provide all reasonable facilities for the safety and convenience of inspectors at no additional cost to the State. Contractor shall furnish to inspectors all information and data as may be reasonably required to perform their inspection. d) All Deliverables may be subject to final inspection, test and acceptance by the State at destination, notwithstanding any payment or inspection at source. e) The State shall give written notice of rejection of Deliverables delivered or services performed· hereunder within a reasonable time after receipt of such Deliverables or performance of such services. Such notice of rejection will state the respects in which the Deliverables do not substantially conform to their specifications. If the State does not provide such notice of rejection within thirty (30) days of delivery, such Deliverables and services will be deemed to have been accepted. Acceptance by the State will be final and irreversible, except as it relates to latent defects, fraud, and gross mistakes amounting to fraud. Acceptance shall not be construed to waive any warranty rights that the State might have at law or by express reservation in this Contract with respect to any nonconformity. 17. SAMPLES: a) Samples of items may be required by the State for inspection and specification testing and must be furnished free of expense to the State. The samples furnished must be identical in all respects to the products bid and/or specified in the Contract. b) Samples, if not destroyed by tests, may, upon request made at the time the sample is furnished, be returned at Contractor's expense. 18. WARRANTY: a) Unless otherwise specified in the Statement of Work, the warranties in this subsection a) begin upon delivery of the goods or services in question and end one (1) year thereafter. Contractor warrants that (i) Deliverables and services furnished hereunder will substantially conform to the requirements of this Contract (including without limitation all descriptions, specifications, and drawings identified in the Statement of Work), and (ii) the Deliverables will be-free from material defects in materials and workmanship. Where the parties have agreed to design specifications (such as a Detailed Design Document) and incorporated the same or equivalent in the Statement of Work directly or by reference, Contractor will warrant that its Deliverables provide all material functionality required thereby. In addition to the other warranties set forth herein, where the Contract calls for delivery of Commercial Software, Contractor warrants that such Software will perform in accordance with its license and accompanying Documentation. The State's approval of designs or specifications furnished by Contractor shall not relieve the Contractor of its obligations under this warranty. Contractor warrants that Deliverables furnished hereunder (i) will be free, at the time of delivery, of harmful code (i.e. computer viruses, worms, trap doors, time bombs, disabling Revision 8110/2009 (GSPD-401/T based on April 12, 2007) 79 code, or any similar malicious mechanism designed to interfere with the intended operation of, or cause damage to, computers, data, or Software); and (ii) will not infringe or violate any U.S. Intellectual Property Right. Without limiting the generality of the foregoing, if the State believes that harmful code may be present in any Commercial Software delivered hereunder, Contractor will, upon the State's request, provide a master copy of the Software for comparison and correction. Unless otherwise specified in the Statement of Work: (i) Contractor does not warrant that any Software provided hereunder is error-free or that it will run without immaterial interruption. (ii) Contractor does not warrant and will have no responsibility for a claim to the extent that it arises directly from (A) a modification made by the State, unless such modification is approved or directed by Contractor, (8) use of Software in combination with or on products other than as specified by Contractor, or (C) misuse by the State. (iii) Where Contractor resells Hardware or Software it purchased from a third party, and such third party offers additional or more advantageous warranties than those set forth herein, Contractor will pass through any such warranties to the State and will reasonably cooperate in enforcing them. Such warranty pass- through will be supplemental to, and not relieve Contractor from, Contractor's warranty obligations set forth above. · All warranties, including special warranties s~ elsewhere herein, shall inure to the State, its succ assigns, customer agencies. and governmental users o e Deliverables .or services. e) Except as :may be specifically provided in the Statement of. Work or. elsewhere in .. this Contract, for any breach of the warranties provided in this Section, the State's exclusive remedy and Contractor's sole obligation will be limited to: (i) re-performance, repair, or replacement of the nonconforming Deliverable (including without limitation an infringing Deliverable) or service; or (ii) should the State in its sole discretion consent, refund of all amounts paid by the State for the nonconforming Deliverable or service and payment to the State of any additional amounts necessary to equal the State's Cost to Cover. "Cost to Cover'' means the cost, properly mitigated, of procuring Deliverables or services of equivalent capability, function, and performance. The payment obligation in subsection (e)(ii) above will not exceed the limits on Contractor's liability set forth in the Section entitled "Limitation of Liability." f) EXCEPT FOR THE EXPRESS WARRANTIES SPECIFIED IN THIS SECTION, CONTRACTOR MAKES NO WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 19. SAFETY AND ACCIDENT PREVENTION: In performing work under this Contract on State premises, Contractor shall conform to any specific safety requirements contained in the Contract or as required by law or regulation. Contractor shall take any additional precautions as the State may reasonably require for safety and accident prevention purposes. Any violation of such rules and require. unless promptly corrected, shall be grounds for termination Contract in accordance with the default provisions hereof. 20. INSURANCE: When performing work on property in the care, custody Page4of 11 GSPD-4011T • WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS or control of the State, Contractor shall maintain all commercial general liability insurance, workers' compensation insurance and any other insurance the State deems appropriate under the Contract. Contractor shall furnish an insurance certificate evidencing required insurance coverage acceptable to the State. Upon request by the Buyer, the Contractor may be required to have the State shown as an "additional insured" on selected policies. 21.TERMINATION FOR NON-APPROPRIATION OF FUNDS: a) If the term of this Contract extends into fiscal years subsequent to that in which it is approved, such continuation of the Contract is contingent on the appropriation of funds for such purpose by the Legislature. If funds to effect such continued payment are not appropriated, Contractor agrees to take back any affected Deliverables furnished under this Contract, terminate any services supplied to the State under this Contract, and relieve the State of any further obligation therefore. b) STATE AGREES THAT IF PARAGRAPH a) ABOVE IS INVOKED, DELIVERABLES SHALL BE RETURNED TO THE CONTRACTOR IN SUBSTANTIALLY THE SAME CONDITION IN WHICH DELIVERED TO THE STATE, SUBJECT TO NORMAL WEAR AND TEAR. STATE FURTHER AGREES TO PAY FOR PACKING, CRATING, TRANSPORTATION TO CONTRACTOR'S NEAREST FACILITY AND FOR REIMBURSEMENT TO THE CONTRACTOR FOR EXPENSES INCURRED FOR THEIR ASSISTANCE IN SUCH PACKING AND CRATING. 22. TERMINATION FOR THE CONVENIENCE OF THE STATE: • a) The State may terminate performance of work under this Contract for its convenience in whole or, from time to time, in part, if the Department of General Services, Deputy Director Procurement Division, or designee, determines that a termination is in the State's interest. The Department of General Services, Deputy Director, Procurement Division, or designee, shall terminate by delivering to the Contractor a Notice of Termination specifying the extent of termination and the effective date thereof. b) After receipt· of a Notice of Termination, and except as directed by the State, the Contractor shall immediately proceed with the following obligations, as applicable, regardless of any delay in determining or adjusting any amounts due under this clause. The Contractor shall: (i) Stop work as specified in the Notice of Termination. (ii) Place no further subcontracts for materials, services, or facilities, except as necessary to complete the continuing portion of the Contract. (iii) Terminate all subcontracts to the extent they relate to the work terminated. (iv) Settle all outstanding liabilities and termination settlement proposals arising from the termination of subcontracts-;-- Unless otherwise set forth in the Statement of Work, if the Contractor and the State fail to agree on the amount to be paid because of the termination for convenience, the State will pay the Contractor the following amounts; provided that in no event will total payments exceed the amount payable to the Contractor if the Contract had been fully performed: The Contract price for Deliverables or services accepted by the State and not previously paid for, adjusted for any savings on freight and other charges; and The total of: A) The reasonable costs incurred in the performance of the work terminated, including • initial costs and preparatory expenses allocable thereto, but excluding any cost attributable to Deliverables or services paid or to be paid; B) The reasonable cost of settling and paying Revision 811012009 (GSPD-401/T based on April 12, 2007) 80 termination settlement proposals under terminated subcontracts that are properly chargeable to the terminated portion of the Contract; and C) Reasonable storage, transportation, demobilization, unamortized overhead and capital costs, and other costs reasonably incurred by the Contractor in winding down and terminating its work. The Contractor will use generally accepted accounting principles, or accounting principles otherwise agreed to in writing by the parties, and sound business practices in determining all costs claimed, agreed to, or determined under this clause. 23. TERMINATION FOR DEFAULT: a) The State may, subject to the clause titled "Force Majeure" and to sub-section d) below, by written notice of default to the Contractor, terminate this Contract in whole or in part if the Contractor fails to: i) Deliver the Deliverables or perform the services within the time specified in the Contract or any amendment thereto; ii) Make progress, so that the lack of progress endangers performance of this Contract; or iii) Perform any of the other provisions of this Contract. b) The State's right to terminate this Contract under sub- section a) above, may be exercised if the failure constitutes a material breach of this Contract and if the Contractor does not cure such failure within the time frame stated in the State's cure notice, which in no event will be less than fifteen (15) days, unless the Statement of Work calls for a shorter period. c) If the State terminates this Contract in whole or in part pursuant to this Section, it may acquire, under terms and in the manner the Buyer considers appropriate, Deliverables or services similar to those terminated, and the Contractor will be liable to the State for any excess costs for those Deliverables and services, including without limitation costs third party vendors charge for Manufacturing Materials (but subject to the clause entitled "Limitation of Liability"). However, the Contractor shall continue the work not terminated. d) If the Contract is terminated for default, the State may require the Contractor to transfer title, or in the case of licensed Software, license, and deliver to the State, as directed by the Buyer, any: (i) completed Deliverables,- (ii) partially completed Deliverables, and, (iii) subject to-provisions of sub-section e) below, Manufacturing Materials related to the terminated portion of this Contract. Nothing in this sub-section d) will be construed to grant the State rights to Deliverables that it would not have received had this Contract been fully performed. Upon direction of the Buyer, the Contractor shall also protect and preserve property in its possession in which the State has an interest. e) The State shall pay Contract price for completed Deliverables delivered and accepted. Unless the Statement of Work calls for different procedures or requires no-charge delivery of materials, the Contractor and Buyer shall attempt to agree on the amount of payment for Manufacturing Materials and other materials delivered and accepted by the State for the protection and preservation of the property;provided that where the Contractor has billed the State for any such materials, no additional charge will apply Failure to agree will constitute a dispute under the Disputes clause. The State may withhold from these Page 5 of 11 -------~ GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) • COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS amounts any sum 11 determines to be necessary to protect the State against loss because of outstanding liens or claims of former lien holders. f) If, after termination, it is determined by a final ruling in accordance with the Disputes Clause that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the State. g) The rights and remedies of the State in this clause are in addition to any other rights and remedies provided by law or under this Contract, and are subject to the clause titled "Limitation of Liability." 24. FORCE MAJEURE Except for defaults of subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to perform the Contract arises from causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include, but are not limited to: a) Acts of God or of the public enemy, and b) Acts of the federal or State government in either its sovereign or contractual capacity. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is beyond the control of both the Contractor and subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to perform. 25. RIGHTS AND REMEDIES OF STATE FOR DEFAULT: a) In the event any Deliverables furnished or services provided by the Contractor in the performance of the Contract should fail to conform to the requirements herein, or to the sample submitted by the Contractor, the State may reject the same, and it shall become the duty of the Contractor to reclaim and remove the item promptly or to correct the performance of services, without expense to the State, and immediately replace all such rejected items with others conforming to the Contract. b) In addition to any other rights and remedies the State may have, the State may require Contractor, at Contractor's expense, to ship Deliverables via air freight or expedited routing to avoid or minimize actual or potential delay if the delay is the fault of the Contractor. c) In the event of the termination of the Contract, either in whole or in part, by reason of default or breach by the Contractor, any loss or damage sustained by the State in procuring any items which the Contractor agreed to supply shall be borne and paid for by the Contractor (but subject to the clause entitled "Limitation of Liability"). d) The State reserves the right to offset the reasonable cost of all damages caused to the State against any outstanding invoices or amounts owed to Contractor or to make a claim against the Contractor therefore. 26. LIMITATION OF LIABILITY: a) Contractor's liability for damages to the State for any cause whatsoever, and regardless of the form of action, whether in Contract or in tort, shall be limited to two times the Purchase Price. For purposes of this sub-section a), "Purchase Price" will mean the aggregate Contract price; except that, with respect to a Contract under which multiple purchase orders will be issued (e.g., a Master Agreement or Multiple Award Schedule contract), "Purchase Price" will mean the total price of the purchase order for the Deliverable(s) or service(s) that gave rise to the toss, such that Contractor will have a separate limitation of liability for Revision 811012009 (GSPD-401/T based on April 12, 2007) 81 each purchase order. b) The foregoing limitation of liability shall not apply (i) to liability under the General Provisions, entitled "Patent, Copyright, and Trade Secret Protection" or to any other liability (including without limitation indemnification obligations) for infringement of third party intellectual property rights; (ii) to claims covered by any specific provision herein calling for liquidated damages; (iii) to claims arising under provisions herein calling for indemnification for third party claims against the State for bodily injury to persons or damage to real or tangible personal property caused by Contractor's negligence or willful misconduct; or (iv) to-costs or attorney's fees that the State becomes entitled to recover as a prevailing party in-any action. c) The State's liability for damages for any cause whatsoever, and regardless of the form of action, whether in Contract or in tort, shall be limited to the Purchase Price, as that term is defined in subsection a) above. Nothing herein shall be construed to waive or limit the State's sovereign immunity or any other immunity from suit provided by law. d) In no event will either the Contractor or the State be liable for consequential, incidental, indirect, special, or punitive damages, even if notification has been given as to the possibility of such damages, except (i) to the extent that Contractor's liability for such damages is specifically set forth in the Statement of Work or (ii) to the extent that Contractor's liability for such damages arises out of. section b)(i), b)(ii), or b)(iv) above. 27. CONTRACTOR'S LIABILITY FOR INJURY TO PERSONS OR DAMAGE TO PROPERTY: ·a) The Contractor shall be liable for damages·~rising out of injury to the person and/or damage to the property of the State, employees of the State, persons designated by the State for training, or any other person(s) other than agents or employees of the Contractor, designated by the State for any purpose, prior to, during, or subsequent to delivery, installation, acceptance, and use of the Deliverables either at the Contractor's site or at the State's place of business, provided that the injury or damage was caused by the fault or negligence of the Contractor. b) Contractor shall not be liable for damages arising out of or caused by an alteration or an Attachment not made or installed by the Contractor, or for damage to alterations or Attachments that may result from the normal operation and maintenance of the Deliverables provided by the Contractor during the Contract. 28. INDEMNIFICATION: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all third party claims, costs (including without limitation reasonable attorneys" fees), and losses due to the injury or death of any individual, or the loss or damage to any real or tangible personal property, resulting from the willful misconduct or negligent acts or omissions of Contractor or any of its agents, subcontractors, employees, suppliers, laborers, or any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this Contract. Such defense and payment will be conditional upon the following: a) The State will notify Contractor of any such claim in writing and tender the defense thereof within a reasonable time; and b) Contractor will have sole control of the defense of any • on such claim and all negotiations for its settleme compromise; provided that (i) when substantial principle government or public law are involved, when litigation might create precedent affecting future State operations or liability, Page 6of11 GSPD-4011T • WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS ANO RELATED SERVICES (2009-2014 GENERAL PROVISIONS or when involvement of the State is otherwise mandated by law, the State may participate in such action at its own expense with respect to attorneys' fees and costs (but not liability); (ii) the State will have the right to approve or disapprove any settlement or compromise, which approval will not unreasonably be withheld or delayed; and (iii) the State will reasonably cooperate in the defense and in any related settlement negotiations. 29. INVOICES: Unless otherwise specified, invoices shall be sent to the address set forth herein. Invoices shall be submitted in triplicate and shall include the Contract number; release order number (if applicable); item number; unit price, extended item price and invoice total amount. State sales tax and/or use tax shall be itemized separately and added to each invoice as applicable. 30. REQUIRED PAYMENT DATE: Payment will be made in accordance with the provisions of the California Prompt Payment Act, Government Code Section 927 et. seq. Unless expressly exempted by statute, the Act requires State agencies to pay properly submitted, undisputed invoices not more than 45 days after (i) the date of acceptance of Deliverables or performance of services; or (ii) receipt of an undisputed invoice, whichever is later. 31. TAXES: Unless otherwise required by law, the State of California is exempt from Federal excise taxes, The State will only pay for any State or local sales or use taxes on the services rendered or Goods supplied to the State pursuant to this Contract. • 32. NEWLY MANUFACTURED GOODS: All Goods furnished under this Contract shall be newly manufactured Goods; used or reconditioned Goods are prohibited, unless otherwise specified. • 33. CONTRACT MODIFICATION: No amendment or variation of the terms of this Contract shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or agreement not incorporated in the Contract is binding on any of the parties. 34. CONFIDENTIALITY OF DATA: All financial, statistical, personal, technical and other data and information relating to the State's operation which are designated confidential by the State and made available to the Contractor in order to carry out this Contract, or which become available to the Contractor in carrying out this Contract, shall be protected by the Contractor from unauthorized use and disclosure through the observance of the same or more effective procedural requirements as are applicable to the State. The identification of all such confidential data and information as well as the State's procedural requirements for protection of such data and information from unauthorized use and disclosure shall be provided by the State in writing to the Contractor. If the methods and procedures employed by the Contractor for the protection of the Contractor's data and information are deemed by the State to be adequate for the protection of the State's confidential information, such methods and procedures may be used, with the written consent of the State, to carry out the intent of this paragraph. The Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is already rightfully in the Contractor's possession, is independently developed by the Contractor outside the scope of this Contract, or is rightfully obtained from third parties. 35. NEWS RELEASES: Unless otherwise exempted, news releases pertaining to this Contract shall not be made without prior written approval of the Department of General Services. 36. DOCUMENTATION Revision 811012009 (GSPD-401/T based on April 12, 2007) 82 a) The Contractor agrees to provide to the State, at no charge, a number of all nonproprietary manuals and other printed materials, as described within the Statement of Work, and updated versions thereof, which are necessary or useful to the State in its use of the Equipment or Software provided hereunder. The Contractor agrees to provide additional Documentation at prices not in excess of charges made by the Contractor to its other customers for similar Documentation. b) If the Contractor is unable to perform maintenance or the State desires to perform its own maintenance on Equipment purchased under this Contract then upon written notice by the State the Contractor will provide at Contractor's then current rates and fees adequate and reasonable assistance including relevant Documentation to allow the State to maintain the Equipment based on Contractor's methodology. The Contractor agrees that the State may reproduce such Documentation for its own use in maintaining the Equipment. If the Contractor is unable to perform maintenance, the Contractor agrees to license any other Contractor that the State may have hired to maintain the Equipment to use the above noted Documentation. The State agrees to include the Contractor's copyright notice on any such Documentation reproduced, in accordance with copyright instructions to be provided by the Contractor. 37. RIGHTS IN WORK PRODUCT: a) All inventions, discoveries, intellectual property, technical communications and records originated or prepared by the Contractor pursuant to this Contract including papers, reports, charts, computer programs, and other Documentation or improvements thereto, and including Contractor's administrative communications and records relating to this Contract (collectively, the "Work Product"), shall be Contractor's exclusive property. The provisions of this sub-section a) may be revised in a Statement of Work. b) Software and other materials developed or otherwise obtained by or for Contractor or its affiliates independently of this Contract or applicable purchase order ("Pre-Existing Materials") do not constitute Work Product. If Contractor creates derivative works of Pre-Existing Materials, the elements of such derivative works created pursuant to this Contract constitute Work Product, but other elements do not. Nothing in this SectiOn 37 will be construed to interfere with Contractor's or its affiliates' ownership of Pre- Existing Materials. The State will have Government Purpose Rights to the Work Product as Deliverable or delivered to the State hereunder. "Government Purpose Rights" are the unlimited, irrevocable, worldwide, perpetual, royalty-free, non-exclusive rights and licenses to use, modify, reproduce, perform, release, display, create derivative works from, and disclose the Work Product. "Government Purpose Rights" also include the right to release or disclose the Work Product outside the State for any State government purpose and to authorize recipients to use, modify, reproduce, perform, release, display, create derivative works from, and disclose the Work Product for any State government purpose. Such recipients of the Work Product may include, without limitation, State Contractors, California local governments, the U.S. federal government, and the State and local governments of other states. "Government Purpose Rights" do not include any rights to use, modify, reproduce, perform, release, display, create derivative works from, or disclose the Work Product for any commercial purpose. The ideas, concepts, know-how, or techniques relating to data processing, developed during the course of this Page 7of11 GSPD--401 IT WESTERN STATES CONTRACTING ALLIANCE (WSCA) • COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS Contract by the Contractor or jointly by the Contractor and the State may be used by either party without obligation of notice or accounting. This Contract shall not preclude the Contractor from developing materials outside this Contract that are competitive, irrespective of their similarity to materials which might be delivered to the State pursuant to this Contract. 38. PROTECTION OF PROPRIETARY SOFTWARE AND OTHER PROPRIETARY DATA a) State agrees that all material appropriately marked or identified in writing as proprietary, and furnished hereunder are provided for State's exclusive use for the purposes of this Contract only. All such proprietary data shall remain the property of the Contractor. State agrees to take all reasonable steps to insure that such proprietary data are not disclosed to others, without prior written consent of the Contractor, subject to the California Public Records Act. b) The State will insure, prior to disposing of any media, that any licensed materials contained thereon have been erased or otherwise destroyed. c) The State agrees that it will take appropriate action by instruction, agreement or otherwise with its employees or other persons permitted access to licensed software and other proprietary data to satisfy its obligations under this Contract with respect to use, copying, modification, protection and security of proprietary software and other proprietary data .. 39. PATENT, COPYRIGHT AND TRADE SECRET INDEMNITY: a) Contractor will indemnify, defend, :and save harmless the State, its officers, agents, and employees, from any and all third party claims, costs ·(including without limitation reasonable attorneys' fees), and losses for infringement or violation of any U.S. Intellectual Property Right by any product or service provided hereunder. With respect to claims arising from computer Hardware or Software manufactured by a third party and sold by Contractor as a reseller, Contractor will pass through to the State such indemnity rights as it receives from such third party ("Third Party Obligation") and will cooperate in enforcing them; provided that if the third party manufacturer fails to honor the Third Party~ Obligation, Contractor will provide the State with indemnity protection equal to that called for by the Third Party Obligation, but in no event greater than that called for in the first sentence of this Section 39a). The provisions of the preceding sentence apply only to third party computer Hardware or Software sold as a distinct unit and accepted by the State. Unless a Third Party Obligation provides otherwise, the defense and payment obligations set forth in this Section 39a) will be conditional upon the following: The State will notify Contractor of any such claim in writing and tender the defense thereof within a reasonable time; and Contractor will have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise: provided that (i) when substantial principles of government or public law are involved, when litigation might create precedent affecting future State operations or liability, or when involvement of the State is otherwise mandated by law, the State may participate in such action at its own expense with respect to attorneys' fees and costs (but not liability): (ii) the State will have the right to approve or disapprove any settlement or compromise, which approval will not Revision 811012009 (GSPD-401/T based on April 12, 2007) 83 unreasonably be withheld or delayed; and (iii) the State will reasonably cooperate in the defense and in any related settlement negotiations. b) Contractor may be required to furnish a bond to the State against any and all loss, damage, costs, expenses, claims and liability for patent, copyright and trade secret infringement. c) Should the Deliverables or Software, or the operation thereof, become, or in the Contractor's opinion are likely to become, the subject of a claim of infringement or violation of a U.S. Intellectual Property Right, the State shall permit the Contractor at its option and expense either to procure for the State the right to continue using the Deliverables or Software, or to replace or modify the same so that they become non-infringing. If none of these options can reasonably be taken, or if the use of such Deliverables or Software by the State shall be prevented by injunction, the Contractor agrees to take back such Deliverables or Software and make every reasonable effort to assist the State in procuring substitute Deliverables or Software. If, in the sole opinion of the State, the return of such infringing Deliverables or Software makes the retention of other Deliverables or Software acquired from the Contractor under this Contract impractical, the State shall then have the option of terminating such Contracts, or applicable portions thereof, without penalty or termination charge. The Contractor agrees to take back such Deliverables or Software and refund any sums the State has paid Contractor less any reasonable amount for use or damage. d) The Contractor shall have no liability to the State under any provision of this clause with respect to any claim of patent, copyright or trade secret infringement which is based upon·· (i) The combination or utilization of Deliverables fur hereunder with Equipment or devices not made or fur by the Contractor; or, (ii) The operation of Equipment furnished by· the Contractor under the control of any Operating Software other than, or in addition to, the current version of Conttaelor-supplied Operating Software: or (iii) The modification by the State of the Equipment furnished hereunder or of the Software: or (iv) The combination or utilization of Software furnished hereunder with non-contractor supplied Software. e) Contractor certifies that it has appropriate systems and controls in place to ensure that State funds will not be used in the performance of this Contract for the acquisition, operation or maintenance of computer Software in violation of copyright laws. 40. EXAMINATION AND AUDIT: Contractor agrees that the State, or its designated representative shall have the right to review and copy any records and supporting Documentation pertaining to performance of this Contract. Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees or others who might reasonably have information related to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Contract. 41. DISPUTES:- a) The parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute persists, Contractor shall submit to the Department Director or designee a written demand for a final decision regarding the disposition of any dispute between the parties arising under, related to or involvin. Contract. unless the State, on its own initiative, has a rendered such a final decision. Contractor's written de shall be fully supported by factual information, and if such demand involves a cost adjustment to the Contract, Contractor Page 8 of 11 • GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS shall include with the demand a written statement signed by an authorized person indicating that the demand is made in good faith, that the supporting data are accurate and complete and that the amount requested accurately reflects the Contract adjustment for which Contractor believes the State is liable. If the Contractor is not satisfied with the decision of the Department Director or designee, the Contractor may appeal the decision to the Department of General Services, Deputy Director, Procurement Division. In the event that this Contract is for Information Technology Goods and/or services, the decision may be appealed to an Executive Committee of State and Contractor personnel. b) Pending the final resolution of any dispute arising under, related to or involving this Contract, Contractor agrees to diligently proceed with the performance of this Contract, including the delivery of Goods or providing of services in accordance with the State's instructions. Contractor's failure to diligently proceed in accordance with the State's instructions shall be considered a material breach of this Contract. c) Any final decision of the State shall be expressly identified as such, shall be in writing, and shall be signed by the Department Director or designee or Deputy Director, Procurement Division if an appeal was made. If the State fails to render a final decision within 90 days after receipt of Contractor's demand, it shall be deemed a final decision adverse to Contractor's contentions. The State's final decision shall be conclusive and binding regarding the dispute unless Contractor commences an action in a court of competent jurisdiction to contest such decision within 90 days following the date of the final decision or one (1) year shall allow reasonable costs resulting from the Stop Work Order in arriving at the termination settlement. d) The State shall not be liable to the Contractor for loss of profits because of a Stop Work Order issued under this clause. 43. FOLLOW-ON CONTRACTS: If the Contractor or its affiliates provides Technical Consulting and Direction (as defined below), the Contractor and its affiliates: (i) will not be awarded a subsequent Contract to supply the service or system, or any significant component thereof, that is used for or in connection with any subject of such Technical Consulting and Direction; and (ii) will not act as consultant to any person or entity that does receive a Contract described in sub-section (i). This prohibition will continue for one (1) year after termination of this Contract or completion of the Technical Consulting and Direction, whichever comes later. "Technical Consulting and Direction" means services for which the Contractor received compensation from the State and includes: (i) development of or assistance in the development of work statements, specifications, solicitations, or feasibility studies; (ii) development or design of test requirements; (iii) evaluation of test data; (iv) direction of or evaluation of another Contractor; • following the accrual of the cause of action, whichever is later. 42. STOP WORK: (v) provision of formal recommendations regarding the acquisition of Information Technology products or services; or • a) The State may, at any time, by written Stop Work Order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this Contract for a period up to 90 days after the Stop Work Order is delivered to the Contractor, and for any further period to which the parties may agree. The Stop Work Order shall be specifically identified as such and shall indicate it is issued under this clause. Upon receipt of the Stop Work Order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the Stop Work Order during the period of work stoppage. Within a period of 90 days after a Stop Work Order is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the State shall either: (i) Cancel the Stop Work Order; or (ii) Terminate the work covered by the Stop Work Order as provided for in the termination for default or the termination for convenience clause of this Contract. b) If a Stop Work Order issued under this clause is canceled or the period of the Stop Work Order or any extension thereof expires, the Contractor shall resume work. The State shall make an equitable adjustment in the delivery schedule, the Contract price, or both, and the Contract shall be modified, in writing, accordingly, if: (i) The Stop Work Order results in an increase in the time required for, or in the Contractor's cost properly allocable to the performance of any part of this Contract; and (ii) The Contractor asserts its right to an equitable adjustment within 30 days after the end of the period of work stoppage; provided, that if the State decides the facts justify the action, the State may receive and act upon a proposal submitted at any time before final payment under this Contract. c) If a Stop Work Order is not canceled and the work covered by the Stop Work Order is terminated in accordance with the provision entitled Termination for the Convenience of the State, the State Revision 8110/2009 (GSPD-401/T based on April 12, 2007) 84 (vi) provisions of formal recommendations regarding any of the above. For purposes of this Section, "affiliates" are employees, directors, partners, joint venture participants, parent corporations, subsidiaries, or any other entity controlled by, controlling, or under common control with the Contractor. Control exists when an entity owns or directs more than fifty percent (50%) of the outstanding shares or securities representing the right to vote for the election of directors or other managing authority. To the extent permissible by law, the Director of the Department of General Services, or designee, may waive the restrictions set forth in this Section by written notice to the Contractor if the Director determines their application would not be in the State's best interest. Except as prohibited by law, the restrictions of this Section will not apply: to follow-on advice given by vendors of commercial off-the-shelf products, including Software and Hardware, on the operation, integration, repair, or maintenance of such products after sale; or where the State has entered into a master agreement for Software or services and the scope of work at the time of Contract execution expressly calls for future recommendations among the Contractor's own products. The restrictions set forth in this Section are in addition to conflict of interest restrictions imposed on public Contractors by California law ("Conflict Laws"). In the event of any inconsistency, such Conflict Laws override the provisions of this Section, even if enacted after execution of this Contract, 44. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Contractor shall give priority consideration in filling vacancies in positions funded by the Contract to qualified recipients of aid under Welfare and Institutions Code Section Page 9of11 GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) • COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS ANO RELATED SERVICES (2009-2014 GENERAL PROVISIONS 11200 in accordance with PCC Section 10353. 45. COVENANT AGAINST GRATUITIES: The Contractor warrants that no gratuities (in the form of entertainment, gifts,. or otherwise) were offered or given by the Contractor, or any agent or representative of the Contractor, to any officer or employee of the State with a view toward securing the Contract or securing favorable treatment with respect to any determinations concerning the performance of the Contract. For breach or violation of this warranty, the State shall have the right to terminate the Contract, either in whole or in part. and any loss or damage sustained by the State in procuring on the open market any items which Contractor agreed to supply shall be borne and paid for by the Contractor. The rights and remedies of the State provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or in equity. 46. NONDISCRIMINATION CLAUSE: a) During the performance of this Contract, Contractor and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, sexual orientation, race, color, ancestry, religious creed, national origin, disability (including HIV and AIDS). medical condition (cancer), age, marital status, and denial of family care leave. Contractor and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12990 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990.(a-I), set forth in Chapter 5 of Division 4 of· Title 2 of the California ·code of Regulations are incorporated into this .Contract. by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. b) The Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Contract. 47. NATIONAL LABOR RELATIONS BOARD CERTIFICATION: Contractor swears under penalty of perjury that no more than one final, unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two-year period because of the Contractor's failure to comply with an order of the National Labor Relations Board. This provision is required by, and shall be construed in accordance with, PCC Section 10296. 48. ASSIGNMENT OF ANTITRUST ACTIONS: Pursuant to Government Code Sections 4552, 4553, and 4554, the following provisions are incorporated herein: a) In submitting a bid to the State, the supplier offers and agrees that if the bid is accepted, it will assign to the State all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code). arising from purchases of Goods, material or other items, or services by the supplier for sale to the State pursuant to the solicitation. Such assignment shall be made and become effective at the time the State tenders final payment to the supplier. b) If the State receives. either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand. recover Revision 811012009 (GSPD-401/T based on April 12, 2007) 85 from the State any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the State as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. c) Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (i) the assignee has not been injured thereby, or (ii) the assignee declines to file a court action for the cause of action. 49. DRUG-FREE WORKPLACE CERTIFICATION: The Contractor certifies under penalty of perjury under the laws of the State of California that the Contractor will comply with the requirements of the Drug-Free Workplace Act of 1990 (Government Code Section 8350 et seq.) and will provide a drug-free workplace by taking the following actions: a) Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355(a). b) Establish a Drug-Free Awareness Program as required by Government Code Section 8355(b) to inform employees about all of the following: (i) the dangers of drug abuse in the workplace; (ii) the person's or organization's policy of maintaining al free workplace; (iii) any available counseling, rehabilitation and emplo e assistance programs; and, (iv) penalties that may be imposed upon employees for drug abuse violations: c) Provide, as required by Government Code Section 8355(c), that every employee who works on the proposed or resulting Contract: (i) will receive a copy of the company's drug-free policy statement; and, (ii) will agree to abide by the terms of the company's statement as a condition of employment on the Contract. 50. FOUR-DIGIT DATE COMPLIANCE: Contractor warrants that it will provide only Four-Digit Date Compliant (as defined below) Deliverables and/or services to the State. "Four Digit Date Compliant" Deliverables and services can accurately process, calculate, compare, and sequence date data, including without limitation date data arising out of or relating to leap years and changes in centuries. This warranty and representation is subject to the warranty terms and conditions of this Contract and does not limit the generality of warranty obligations set forth elsewhere herein. 51. SWEATFREE CODE OF CONDUCT: a) Contractor declares under penally of perjury that no equipment. materials, or supplies furnished to the State pursuant to the contract have been produced in whole or in part by sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor, or with the benefit of sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor. Contractor further declares under pen. perjury that they adhere to the Sweatfree Code of Conduct forth on the California Department of Industrial Relations we located at www.dir.ca.gov, and Public Contract Code Section 6108. Page 10of11 • • • GSPD-4011T WESTERN STATES CONTRACTING ALLIANCE (WSCA) COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND RELATED SERVICES (2009-2014 GENERAL PROVISIONS b) Contractor agrees to cooperate fully in providing reasonable access to its records, documents, agents or employees, or premises if reasonably required by authorized officials of the State, the Department of Industrial Relations, or the Department of Justice to determine Contractor's compliance with the requirements under paragraph (a). 52. RECYCLING: The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (PCC 12205). 53. CHILD SUPPORT COMPLIANCE ACT: For any Contract in excess of $100,000, the Contractor acknowledges in accordance with PCC Section 7110, that: a) The Contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable State and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with Section 5200) of Part 5 of Division 9 of the Family Code; and b) The Contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. 54. AMERICANS WITH DISABILITIES ACT: Contractor assures the State that Contractor complies with the Americans with Disabilities Act of 1990 (42 U.S.C. 12101 et seq). 55. ELECTRONIC WASTE RECYCLING ACT OF 2003: The Contractor certifies that it complies with the requirements of the Electronic Waste Recycling Act of 2003, Chapter 8.5, Part 3 of Division 30, commencing with Section 42460 of the Public Resources Code, relating to hazardous and solid waste. Contractor shall maintain documentation and provide reasonable access to its records and documents that evidence compliance. 56. USE TAX COLLECTION: In accordance with PCC Section 10295.1, Contractor certifies that it complies with the requirements of Section 7101 of the Revenue and Taxation Code. Contractor further certifies that it will immediately advise State of any change in its retailer's seller's permit or certification of registration or applicable affiliate's seller's permit or certificate of registration as described in subdivision (a) of PCC Section 10295.1. 57. EXPATRIATE CORPORATIONS: Contractor hereby declares that it is not an expatriate corporation or subsidiary of an expatriate corporation within the meaning of PCC Sections 10286 and 10286.1, and is eligible to contract with the State. 58. DOMESTIC PARTNERS: For contracts over $100,000 executed or amended after January 1, 2007, the contractor certifies that the contractor is in compliance with Public Contract Code section 10295.3 . Revision 811012009 (GSPD-401/T based on April 12, 2007) Page 11of11 86 • • • ATTACHMENT 2 WESTERN STATES CONTRACTING ALLIANCE MASTER PRICE AGREEMENT tor COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES Number 827164 Thia Ag~mertt .is maqe and entered into by Hewlett Packard Company, Hewlelt- Packard Company, 11445 Compaq Center Drive W, Houston, TX no10 ("Contractor" or "HP") and the State of Minnesota, Department of Administration ("Statej on behalf of the State of Minnesota, participating members of the National Association of State Procurement officials (NASPO), members of the Western States Contracting Alliance ~SCA) and other authorized Purchasing Entities. RECITALS WHEREAS, the State has the need to purchase and the Contractor desire to sell; and, WHEREAS, the State has the authority to offer contracts to CPV members of the State ofMinnesota and to ott\er states. NOW, THEREFORE, in consld.ration of the mutual promises contained herein, the parties agree as follo\Ns: 1NTENT AND PURPOSE The intent and purpose of this Agreement is to establish a contractual relationship with equipment manufacturers to provide, warrant, and offer maintenance services on ALL Products proposed in their response to the RFP issued by the State of Minnesota. Delivery, support, warranty, and maintenance may be provided by the Contractor using subcontractors. The Contractor agrees to take legal responsibility for the warranty and ·maintenance of aH Products fum1shed under this Agreement. The Contractor Is responsible for the timeliness and quality of all Services provided by individual subcontractors. Subcont@ctor participation will be governed by individual Participating Entities, who have tile a,ole diS<:retion to determine if they will accept Services from a subcontractor. Individual Purchasing Entities may enter in to lease agreements for the Products covered in this Master Price Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process, and if the Contractor submitted copies of its lease agreements with its response to the RFP. The lease agreements were not revlewed or evaluated as part of the RFP evaluation process. The agreements are located in Exhibit C, Value-Added Services . 1 of42 87 The Agreement Is NOT for the purchase of major, large hardware or hardware and software offerings. In general, indNfdual unitslconf;igurations for servers and storage (SANs, etc.) should not exceed $300,000 each. Desktop per unit/configuration costs should not exceed $100,000. Printers of all types and monitors per unit/configuration costs should not exceed $50,000 each. It is the expressed !ntent of some of the Participating States to set thls· levet at not·to exceed $25,000 each, or $50,ooo~ Contractors must be willing to comply with these restrictiOns by agreeing to supply Products in those price ranges only. This IS NOT a restriction on how many unltslconfiguratiOns can be purchased, ·but on the value of each Individual unit/configuration. Individual Participating States and Participating Entities may set specific limits In a participating aqqendum EJbove theae !itTilts, with the ~ approval of the WSCA Directors; ot may set sp~c Jfmits in a partiCipatlng addendum below these limits. . . . Contractors may off&T; but ~rtf9ip•ttng ;~tates and "ntftiea do not have to accept, limited profeS$ional servien related OML V to the equipment and COnfi~uration of the equipment purchased through the Agreement. · 1. Definitions "Announced Promotional Prk:e" are prices offered nationally to specific categories of customers .. (Con~n~~(~ Susin~. pr .government) for defined time periods under predefined terms and conditions. "Consumables" those items that are required for: the operation of the t;q.ujpment offered or supplied which are QOnswraed over time with the purchalier's . use 9f the equlpmentliire · 1rtcftrct1tt:.. prrnfer ~l'iridg-!lattemm; ·ptojeetottiulbS, 'E!tc~ Consumab/H sggh as magnelia med/a. INIDflC and ggnnf!.r.avs1flJl!JflJ f>f!f!je supplie:,_ sre excluded,· "Configuration" in most instances In this document means a total system configuration. Thia may include more than one modelot part number (or SKU), or a combtnatfon tJf hardware, sonware. and configurihg of the system to make the system work~ "Conb;lct" means.a binding agreement for the proourement of items of tangible personal property or Se.Mees. Contract and Master· Price Agreement are used interchangeably in this document. "Contractor" means the successful Responder Who enters into a binding Master Price Agreement. The Contractor is responsible for all sales, support, warranty, and maintenance services for the Products included in this Agreement. The Contractor must manufacture or take direct, non-assignable, legal responsibility for the manufacture of the equipment and warranty thereof. For the purposes of this Contract, the .term Contractor and Contract Vendor are synonymous. "CPV Member', is any governmental unit having independent policy making and appropriating authority, that is a member of Minnesota's Cooperative Purchasing Venture (CPV) program. • • "CPV Program." The Cooperative Purchasing Venture (CPV) program, as • established by Minn. Stat.§ 16C.03, subd. 10, authorizes the commissioner of 2 of42 88 • • • Administration to "enter into a cooperative purchasing agreement for the provision of goods, services, and utilities with (governmental entities] ... , as described in section 471.59, subdivision 1." Based on this authority, the commissioner of Administration, through the Materials Management Division (MMD), enters into a joint powers agreement that designates MMD as the authorized purchasing agent for the governmental entity. It is not legal for governmental entities that are. not mem.bers of the CPV program to purchase from a Stf,lte contract. Vendors are free to respond to other solicitations with the same prices they offer under a contract, but that is not considered use of the •state contract price." .. Cumutatlve Volume· Discount'' refers to the increased discountff, by Product group or Band under the HP Product and Servfce Schedule (PSS) whieh may be offered by.HP ba.sed on HP's evaluation of its pricing policie~ and structures on a periodic six month basis. If Cumulative Volume Discounts are recommended by HP, HP's written request for the increased discount is submitted tc> the WSCAJNASPO Contract Administrator for approval. The increa.sed Cumulative Volume Discount is effective for orders after the later date of receipt of approval from the WSCAINASPO Contract Administrator or the effective date spefified in the HP written request for approval. "Docu.-nentation,, refers to manuals, handbooks, and other publications listed In the PSS, or supplied with Products listed in the PSS, or supplied in <;<>nnection Wl1h Services. Documentation may be provided on magnetic media or may be downloaded from the Contractor's web site . "E·Rate'' is a program sponsored by the Federal Communications commission whereby educational and other qualifying institutions may purchase authorized technol()&W at reduced prices. ''Educattonal Discount Price" means the price offered in a nationa11y announced promotion, Which is limited to educational customers only. "Equipment"• means workstations, desk.top, laptop (incfudesTabletPC's), handheld (PDA) devices, projectors, servers, printers, monitors, computing hardware, including upgrade components such as memery, storage drives, and spare parts. AUDIO VISUAL PRODUCTS (digital cameras, televisions, Whiteboards', etc.) are NOT included in this RFP or subsequent contracts. The exception to this definition is whiteboards, which can be sold as part of the Instructional Bundles, but not as a stand-alone Item. "Fee•• means the Federal Communications Commission or successor federal agency. In the event of deregulation, this term applies to one or more state regulatory agencies or other governing bodies charged to perform the same, or similar. role. "General Price Reduction Price'' means the manufacturer's suggested retail price (MSRP) offered to consumer, business or governmental purchasers at prices lower than PSS pricing. General price reduction prices will be reflected in the PSS as soon as practical. "Lead State" means the State conducting this cooperative solicitation and centrally administering any resulting Master Price Agreement(s). For this Master 3of42 89 Price Agreem~nt, the Lead State is Minnesota. "Mandatory" The terms "must" and "shall" identify a mandatory item or factor. ••Manufaeturet" means a: company that, as its primary business function, designs, assembles, owns the trademark/patent and markets computer equipment irfeludfng workstations, desktop computers, raptop Ohctudes Tablet PC's) computers .• handheld (PDA) devices, servers, printers, and storage solutlonslauXiliary storage devices. The manufacturer must provide direct un- fnfrlnged unlim1ted OEM warranties on the Products. The manufacturer's name(s) shall appear on the computer equipment. The Contractor(s) shall provide the warranty service and malntenaAce for Equipment on a Master Price Agreement as well as a Takeback Program. "Masttr l'rtoe1 Agreement'' means the contract that MMD will approve that conJai(lS tf'te foundation -rms and conditions for the acquisition of the CQ~ctors Products and/or Services by.Purchasing Entities. The "Master Price Agreement" is -permissive price agreement. In.order for a Purchase Entity to pfirtk:ipa~ in a Ms"t&r Price A'1reement, the appropriate state procurement officral or other deSignsted procurement official must be a Participating State or Participating Entity. "Matetla• Ma ge.-nf Oivtsion"' or "MMD" means the procurement official for the State of · ota or a designated representative. dNASPO" means the National Association of State Procurement Officials «Participating Addod-..m" or 0 Participating Addenda" means a bilateral · ag~ent~d :bY"th~:eontractpr and;a PartiOipating.State .or political subdMslon of a State that clarifies the ope~tion:Qfthe pJiQe agreement for the State or pofltlcal subdivlsion concerned, e.g. ordering procedures specific to a State or politlcat ~ubdlvls1on .and other specific language or other requirements. Terms and conditions contatned in a Participating Addendum shall take precedence over the correaponding terms in the master price agreement. Addfttonal term& and condltlons, inctuding but not limited to payment terms, may be added via the Partloipating Addendum. However, a Participating Addendum may not alter thEl scope of this Agreement or any other Participating Addendum. Unlus othenlrllse spat:ified, the Participating Addendum shall renew censeautively with the II/aster Price Agreement. One digitally formatted, executed copy of the Participating Addendum must be submitted to the WSCA/NASPO Contract Administrator PRIOR to any orders being processed. "Participating State" or "Participating Entity" means a member of NASPO (Partieipatlng State) or a political subdivision of a NASPO member (Participating Entity) who has indicated its intent to participate by signing an Intent to Participate, wher~ required, or another state or political subdivision of another state authorized by the WSCA Directors to be a party to the resulting Master Price Agreement. . • • "PDA" means a Personal Digital Assistant and refers to a wide variety of handheld and paJm-siZe PCs, and electronic organizers. PDA's usually can store phone numbers, appointments, and to-do lists. PDA's can have a small keyboard, and/or have only a special pen that is used for input and output. The • 4ot42 90 • • • PDA can also have a wireless fax modem. Files can be created on .a PDA which is later entered into a larger computer. NOTE: For this procurement, all Tablet PC's are NOT considered PDA's. The Contrsctor(s) shall provjde the warranty service and maintenance for Equipment on a Master Price Agreement. as wen as a Takebad<. Program. ••Peripherals0 means any Product that can be attached to, adcted within, or networked with personal computers or servers, including btlt not limited to storage, prin~rs (includJng multJfunctio11 netwo~ printers), soannel'$, monitors, ~eybof;Jrds, projectors, uninterruptible power supptles and. acce$80rle,&. Software, as defined in the RFP, is not considered.~ pecipheral. Adaptive/Ass .. ive technology devices are included as weU as config1,Jrations for education. Perlpherats may be manufadtllred by a third· piirty. however, Contractor shall not offer any peripherals ·manufactured by another contnmtor hotding. a Master Price Agreement without the prior approval of!the WStlAINASPO Contract Admintstrator. AUDIO VISUAL PRODUCTS (diQital cameras, ~tevislons. whiteboards, etc.) are NOT lhcluded in the contract. The excepfitm to this definftlon is Whtteboards, Which can be sofd as patH>f the tristructtonat Bundles, b.µt not as a,stand .. alone. item. The Contraotar(&} shall proville the warranty service .and maJntenance. for Equipment on ai Mnrer Price Agreement as well as a Takebad<. Program. "P.ermissive Price Agreement'• means that pla.cenaent of 01'd81'$ thtough the Price Agreement is discretionary with Purchasing Entitiea. They may satisfy their requirements through the Price Agreement without using statutory or regulatory procedures (e.g., invitation& tor bids) to $Qllcit competitive b.ids or prq>osals. Purohaslng Entities may, however, eatisfy requirements without using the Price Agreement as long ,as applicable procuremel)J. ~-and rules are followed. i•per Transaction Multiple Unit Discount'' means Purchasing Entity-specific, transaction(s)--specific, large volume negotiated prtoe ba8ed on firm quantity and configuration buys during a set timeframe (also f9ferted tbas "Big Deal" pricing). "Political Subdivision" means local pubic governmental subdivisions of a state, as defined by that ttate•s statutes~ ihdudfr!g instrumentallt1es and institutions thereof. Political subdivisions include· elttes, counties, courts, public schools and institutions of higher education. "Price Agreement/Master Price Agreement" means an indefinite quantity contract that requires the Contractor to fumis'1 Products or Services to a Purchasing Entity that i$Sues a valid Purchase Order. "Procurement Manager' means the person or daSighee authorized by MMD to manage the relationships with WSCA; NASPO, shd Participating States/Participating Entities. "Product(s)" means personal computer equipment, peripherals, LAN hardware. pre-iof.ided Software, and Network Storage devices, but not unrelated services. The Contractor(s) shall provide the warranty service and maintenance for equipment on a Master Price Agreement as weJI as a Takeback Program. "Products and Services Schedule Prices" or "PSS" refers to a complete list, grouped by major Product and/or Service categories, of the Products and 5of42 91 Services provltJed by the contractor that consists of an Item number, item descrlptiem and·the Purchasing Entity's price for each Product or Service. All such ProduetS and Ser'Vioes shall be approved by the WSCAINASPO Contract Admlnistfatorptior tc. being Hsted on a Contractor-supplied web site accessed via a URL. The Contractor(s) shall provide the warranty service and maintenance for all Equi~t listed on the PSS on a Master Price Agreement as well as a Ta~«* P"°9ram. "Pul'M'lase Orderu means an electronic or paper document isstled by the Purehasfti§ Entity that ttfrects the Contractor to deliver Products or· Services pursuant to •'Price Agreement. 0 Purc:Jh.asino Entltv" means a Participating S~e or ~nother !&gal entity, such as a· RPllti.Ql.lriubdMsion, properly autfllorized by a Participating ~ to ~nter lnto a col'jir(lc,\for the purchase of goods described in thi11> solicitation. Uni"' oiji~ ·~eJ.tby .statute. In this solicitation or in a pa~ipatfng.Addendum, polffiCill.IWbdi~ions of Participating State,s ar~ Pwrchasing ~tities :a~ aUthQf~ to purchase the goods and/or ,Services describ.ed in thjs ~Jicitatiori. "Reftt.fbtt.ftWI :PtotfUt:tB* are Prodwcts that may haw ~ powered on or used bf am>..,..~erihaf have been fullyretestect; t:l8fect1Ve part& replaced, and repackaged to meet original fc;1ctory specifications. • "8ervioe8" are broadly Classed as installationtd&sinstallatiOn, maintenance, suJtPmt;Wanb'if, 'm!gratian, and optimizatien of Prodt1efs O'ffefed.olfsttpplied Under'th$0 M•steit Price A{l1reement. These types of services may include, but • ar&·not llm"'ttedto:warran1y services1 malntenc;1nce, in~tallQtion, de-Installation, ·faatl'J.lfhtedrfitit!>h (sofl'Ware or ~ipment component~; asset management, tffcf"1irlllf•Hs}Raal~ tftit.inw11nd Wrtifleatmn, pre-lmpl@smentatisn alfslgn, disaster reawery plern1iRg i:U:ld support, service desk/heffildesk, and any other: directly .re(ated·technical ~upport service required for .the effective operation of a Product offere(j or su~lied. §fn!}.(lJl Qf)ll@tif}{l ant:/ all forms of WJp/iqstion dell§IQPl118nt and QIDQ(fl.mming secv.ipes are excluded. "~Pl(~lng.$u.bcontra~tor/Subcontractar/ReseHer Agent'~ means a Contrfl0tQr authorized and state-approved subcon.tractor who may provide local marketing support or other authorized services en behalf of the ContraQtor in accordance with the terms and conditions of the Contractor's Master Price Agreement A Wholly owned subsidiary or other company providing warranty or other technical support services qualifies as a Servicing Subcontractor. Local business partners may qualify as Servicing Subcontractors. Servicing Subcontractors may not directly accept Purchase Orders or payments for Products or services from Purchasing Entities, unless otherwise provided for in a Participating Addendum. Servicing Subcontractors shall be named individually or by class in the Participating Addendum. The Contractorfs) actually holding the Master Price Agreement $!}all b@ responsible Jor Servicing Subcontractor's provfding ·Products and §!!rvices, as well as wan:antv service aad m&irJtenang§ fot equipment the subcontractor has provided on a Master Pric.1 Agreement as wen as the Takeback Program. "Standan;I Configurations" or "Premium Savings Configurations" means discounted standard configurations that are available to Purchasing Entities • 6of42 92 • • • using the Master Price Agreement only. Any entity, at any time, that commits to purchasing these Configurations adopted by their State or other Purchasing Entities shall receive the same price from the contract awardees. This specification includes a commitment to maintain and upgrade (keep pace with the advance of technology) the standard configurations for a stated period of time or intervals. "StatD Procurement Official° me~iw the director of the central purchasing autt¥Jrity df e state. "Storage SolutfoRl/wxtliary Storage't means the techn&logy and Equipment used for storage of large amounts of data or information. This includes teohnologi'escSUeh as: Network Attached Stora9e{NAS),and Storage Area Networks (SAN). The Contractor<s> shall provide the warrantv 1ervite and maintenance for eqyJpment on a Mister Price Agreement as well. as a Takeback Programr · · 11Takeb•ck Program" means the Contractor'ti process for accepting the return of the Equipment or other Products at the end of life-as determined by the State uUllZiiig tne Master Price Agreemen~ ~'-lbject to section 17 of this Agreement. Soff.wa;re l~nsfl$~ excluding s0flw8re media; st$nd-aJone, spanners; and stand- alqne fax.mact:iin• ere not subject\Q the Takeback Program. "Trade In" refers to the exchange of used Equipment for new Equipment at a price reduced by the value Qf th~ .used Equipment. "Tr•veJ.'1 means expenses incurred by authorized personnel directly related to the performa.nce of a Service. All swch expenses shall be documented In a firm quotation ft>r the. Purchasing Entity prjor to the issuance and acceptance of a Purdlclse OrQer, Travel expel18es will be re.imbursed in accordance with the purciulslng entitles allowances,. if any, a-outlined in the PA. "Universal Resource locator" or "URL .. means a standardized addressing scheme for accessing hypertext documents and other services using the WWW browser. "WSCA" means the Western States Contracting Alliance, a cooperative group contracting coF1sortium for state 'Procurement officials, representing departments, institutions, a:igencies, and pollttca:I subdivisions (i.e., colleges, school districts, counties, cities, etc.) for the states of Alaska, Arizona, California, Colorado, Hawaii, Idaho, Minne1mta, Montana, Nevada, New Mexico, Oregon, South Dakota, utah, Washington, and Wyoming. "WSCA/NASPO Contract Administrator' means the person or designee authorized by MMD to manage all actions related to the Master Price Agreements on behalf of the State of Minnesota, the participating NASPO and WSCA members, and other authorized purchasers. 2. Scope of Work The Contractor, or its approved subcontractor, shall deliver computing system Products and Services to Purchasing Entities in accordance with the terms of this agreement. This Agreement is a "Master Price Agreement". Accordingly, the Contractor shall provide Products or Services only upon the issuance and acceptance by Contractor of 7 of42 93 vattd "Purchase Order8". Purchase Orders may be issued to purchase the license for software or to purchase Products listed on the Contractor's PSS. A PUrehasing Entity may purchase any quantity of Product or Service listed itl the Contnictor's PSS at the prices in accor:dance the Paragraph 13, Price Guarantees. SUbeontraetorparticipation is governed by the individual Participating State procurement offlclat The Contractor is required to provide and/or agree to take legal respom~iqllity for the warranty and maintenahce of all proposed equipment, includlna peTfphe'f:fls. ·Taking legal responsibility means the Contractor must provide warranty ahd matntenahce call numbs~. accept,. process and respond to those calls. and be {Sgal&V -tde fQr and pay for those warragty and maintenance (under warranty) actMttes·llle:.Cmtraetor shall offerha Takell>ack Pregram for aH Products covered bythlsAgreemeAt, unte,sotherwise no~d he~ln. 3. Tiie Passage The Contractpr must pass unencumbered title to any and all Products purqhas.ed under •th1$ Contra~ upon receipt of PrOduet by the Purchasing entity .. this ®Ug~Qn on the part ~the C.ontrac~r to transfer a11 ownership rig~~does {K>t ~PIY''1'·propr(fta()' maftJHsls owrted or licensed by th& Contraetor or its• -ubeidia~. supcon~rs or llca1sor, or to unm.odlfied commerclal SQ~re t.hat ts·awlfl~fe 10 'he ~t~o{t the open market. Ownersh1p rights to such materi~ls shall not bEJ aft'eded lh · any·mannar by this Agreement 4. Permissive Price Agreement aml Quantity Gu•~· Thi!!! ~greement is not an excfusiVe agreement. Purchasing En1itfe'S may obtain comp,l{tll1g system Products and Services from other,. soar~r ttr~ ~n~ent tetnt; The .st., of Minnesota, NASPo anti WSCAmar<e . c.Yr· . ·ea wmranttee Wrt:atsolR§t thalany pbftieulat numberof·PUr6ftase . ..s•I .. .. jssued or that any particular quantity or dollar amount of Products ot 8ervices Wlft •be procured. 5. Order of Precedence Each Purchase Order that is accepted by the Contractor shflll be~me a· part ef the Agreement as to the Products and Services listed on the Purchase Order 0nly~ no additional terms or conditions wm be added to this Agreement as the result of acceptance of a Purchase Order. The Contractor agrees to accefi')t all valiEi Purchase Orders. In the event of any conflict among these documents, the following order of precedence shall apply: A. Executed Participating Addendum(s); B. Terms and conditions of this Agreement, including Amendments; C. Exhibits to this Agreement; D. The list of Products and Services contained in the purchase order; E. The request for proposals document; and F. Contractors proposal including best and final offer. 6. Payment Provisions All payments under this Agreement are subject to the following provisions: Bof42 94 • • • • • • A. Acceptance A Purchasing Entity shall determine whether all Products and Services delivered meet the Contractor's published specifications (a.k.a. "Speoificationsn). No payment shall be made for any Products or Services until the Purchasing Entity has accepted the Products or Services. The Purchasing Entitywm make every effort to notify the Contractor within thirty (30) calender days following delivery non-acceptance of a Product or Service. ln'tllle event, that the Contractor has not been notified within 30 calen6ar days,from delivery of Product or completion of Service, the Product and Servlees will be deemed accepted on the 31• day after delivery of Product or completion f Services, except for Software which is nbt pre-.IGacled·on equipment Which is accepted upon delivery. B. Payment of Invoice 1. Pt:lyments shalf be submitted to the Contractor at the address shown on the invoice, as long as the Contractor has exercised due dHtgence tn noti1ylng the State of Minnesota and/or the Purchasing Entity of lny changes to that address. Payments shall be made In accordance with th& applicable laws of the Purchasing Entity. 2. For Minn~~.p~r Minoesota Stat.§ 16A.124 requires payment Within 30 day& folJoWing receipt of an undisputed invoice, merchandise or service, V'Pichever is later. The ordering entity is not required to pay the Contractor for any goods and/or services provided without a written purcllase order or other approved ordering document from the appropriate purchasing entity. After the thirtieth day, interest may be paid on the unpaid balance due to the Contractor at the rate of on& and one-iha1f percent p,er month •. The Purchasing Entity shall make a good faith effort to pav within thrity (30) days on all undisputed invoices. 3~ Payments may be made via a Purchasing Entity's "Purchasing Card". In the event an orifer is shipped incomplete (partial), the Purchasing Entity shall pay for each shipment as invoiced by the Contractor unless the Purchasing Entity has«~learly specified "No Partial Shipments" on each Purchase Order. c. Payment of Taxes D . Payment of taxes for any money received under this agreement shall be the Contractor's sole responsibility and shall be reported under the Contractors federal and state tax identification numbers. If a Purchasing Entity Is not exempt from sales, gross receipts, or local option taxes for the transaction, the Contractor shall be reimbursed by the Purchasing Entity to the extent of any tax liability assessed. The State of Minnesota State agencies are subject to paying Minnesota sales and use taxes. Taxes for State agencies will be paid directly to the Department of Revenue using Direct Pay Permit #1114. Invoices 9of42 95 Invoices shall be submitted to the Purchasing Entity at the address shown on the Purchase Order. Invoices shall match the line items on the Purchase Order. 7. Agreement Term Pursuant to Min~ota law, the term of th.is. Agreement $hall be effective upon the date of final executl9n by the State of Minnesota. thr<>Ugh Augl.llt 31, 2012. The Agreement may be mutually renewed for two (2) additional ~n.year terms, or :one additional two- year term, unless terminated pursuant to the terms of this Agreement. 8. Termination The following provisions are applicable in the event that tt:teagreement is terminated. A. Termination for Convenience At any time, the Sta~ may termi•e this agreement, in whole or in part, by giving the Contractor (3()ldaYt written notice; provided, however, neither the State nor a Purchuing Entity h.as the right te terminate a speclftc purchase orde,r fc,>r QOnvenience after it has l:)een issued if the Product is ultimately accGf!ted.. At any time, 1Qe Contract<>r may terminate this Agreement, in whole e>r in .part, by giving the WSCA/NASPO Contract Administrator sbcly (60) days written· notice, Such termimtUon shall not relieve the Contraotor of warranty ot ether SJrvlce obligations incurred under the ~term~ of tnr. Ag"'ement. In the event of a canceHation. the • Contractor shatt be entftledfo payment. detetmlne(i on a pro rata basis, for • work or Services satisfactorily perfonned and accepted. B. TermiJ1atio.n"1for <iaus"e Either party'tnay teimtnate·ffiis Ag'-emSllffor diuse baled upon material breach of this Agreement by the other party, provJtted that the non- breachlng party .shalt give the breach1ng party written notice specifying the breach and shall afford the breaching party a reasonabfe opportunity to correct the breach. If within thirty (30) ttaYt after receipt of a written notice the breaching party has not:corrected the breach or, in the case of a breach that cannot be corrected in thirty (30) days, begun and proceeded in good faith to correct the breach, the non-breaching party may declare the breaching party in default and terminate the Agreement effective immediately. The non-breaching party shall retain any and all other remedies available to it under the law. C. A Purchasing Entity's Rights In the event this Agreement ~ires or is terminated for any reason, a Purchasing Entity shall retain Its rights in all Products and Services accepted prior to the effective te,rmination date. 0. The Contractor's Rights In the event this Agreement expires or is terminated for any reason, a Purchasing Entity shall pay the Contractor all amounts due for Products and Services ordered and accepted prior to the effective termination date or ordered before the effective termination date and ultimately accepted. • 10 of 42 96 • • 9. Non-Appropriation The terms of this Agreement and any purchase order issued for multiple years under this Agreement is contingent upon sufficient appropriations being made by the Legislature or other appropriate governing entity. Notwithstanding any language to the contrary in this Agreement or in any purchase order or other document, a Purchasing Entity may termlm~te its obligations under this Agreement, if s.ufficient appropriations are not made by the governing entity.at a level sufficient to allow for payment of the goods or Serv~s due for multiple year agreements, or if operations of the paying entity are being discontinued. The Purchasing Entity's decision as to whether sufficient appropriations are available shall be· accepted by the Contractor and shall be final and binding. A Purchasing Entity shall proYide prior written notice, sixty (60) days if possibte, of its intent to terminate for reason cited above. Such termination shall relieve the Purchasing t;nttiy, I~ .offtQers and. employees. from any responsibility or liability for the payment of any further amounts under the relevant Purchase Order for undelivered Produ.cts and Services. 10.. Shipment and Riek of Loss A. All deliveries shall be1f.O.B. destination, prepaid and allowed. with all tfarlspDrtation and handfing charges iooluded in the prrlce of the Product and paid bY the Contractor. Responsibility and liability for loss OF damage shall remain with the Contractor until delivery to tl1e identified ship to address when resPQnslbility and liability for loss shall pass to the Purchasing Entity except as to latent defects, fraud and Contractor's warranty obligations. B. Whenever a Purchasing Entity does not accept Products and returns them to the Contractor, all reiateGI documentation furnished by the Contractor shall be returned also. Unless otherwfse agreed upon by the Purchasing Entity, the Contractor is responsible for the pick-up of returned Products. The Contractor shall bear au risk of loss or damage with respect to returned Products except for loss or damage directly attributable to the negligence or wrongful intentional act or omission of the Purchasing Entity. C. Unless otherwise arranged between the Purchasing Entity and Contractor, all Products shaft be shipped within 3 to 5 days after receipt of a valid purchase order, by a reliable and insured shipping company. 11. Warranties A. The Contractor agrees to warrant and asswme responsibility for each Product that it licenses, or sells, to the Purchasing Entity under this Agreement in accordance with the Contractor's standard warranties. The Contractor agrees to take legal responsibility for the warranty and maintenance (under warranty) of all Products furnished through this Agreement. Taking legal responsibility means the·Contractor, either directly or indirectly, must provide warranty and maintenance call numbers, accept, process, and respond to those calls, and be legally liable for and pay for those warranty and maintenance (under warranty) acti'Vities as it applies to the standard warranty that comes with the Product. The Contractor acknowledges that the Uniform Commercial Code applies to this Agreement covering warranty. In general, the Contractor warrants that: 11of42 97 1. The Product conforms to the specific technical information about the Contractor's Products which is published in the Contractor's Product manuals or data sheets. 2. The Product will meet mandatory speciftcatlons provided in writing to the Contractor prior to reliance by the Participating Entity on the Contractor's skill or judgment When It advised the Purchasing Entity about the Product's abHHy to meet those mandatory specifications unless otherwise noted ln Contractor's proposed quote to the Participating Entity. 3. The Product will be suitable for the ordinary purposes for which such Product is used, 4. The Product has been properly designed and manufactured for its lntende(f use. and · 5. The Product is free of sl1nifieant defects in material and workmanship. 6. The Product is in the legal possession of the Purchasing Entity, as defined ih Article 10 Shipment and Risk of Loss, before any warranty period begins. 7. Exhibit A contains warranties tn effect as of the date of this Agreement. The warranlfe8 wiH ·be flfTIHed in duration to the time period(&) provided in Exhibit A. The warranties wftl not apply to use of a Product other than as anticipated 'Bnd Intended by the Contraetor1 ·to a problem arising after changes or modifications to the Products or operating system by any party other thart the Contractor (tJnless expressly authorized in writing by the Cd1mrilltQf}..AV~!b1tJJl#,.~a.,e.roduct icLco.njunction.sr:.00mbination with .other f>rodM*1Ai'>r .aotwart1u1,ot autborized ~yJhe Contractor. The following is a Ust of the warranties attached as Exhibit A: a) Product warranty b) Software warranty c) Procurve warranty B. Contractor may modify the warranties described in Exhibit A from time to time with the prior approval of the WSCAINASPO Contract Administrator. C. Warranty documents for Products manufactured by a third party shall be delivered to the Purchasing Entity with the Products, as provided by the Manufacturer. D. The Contractor will provide the basic warranty coverage as listed in its PSS. The HP-branded Products available in Bands 1through7 have a manufacturer standard warranty period that ranges from one year to three years. The Contractor offers the Purchasing Entities an ability to upgrade warranties, for an additional fee, at the time of purchase of Products in the aforementioend Bands. Contractor's Website lists the environmental certifications; and any self- registration claims of EPEAT (bronze minimum) and Energy Star compliance, applicable to the respective Product 12. Patent, Copyright, Trademark and Trade Secret Indemnification 12 of 42 98 • • • -------------------------------------------- • • • A. B. The Contractor shall defend, at its own expense, the State of Minnesota, Participating and Purchasing Entities and their agencies against any claim that any HP-Branded Product or Service provided under this Agreement infringes any patent. copyright or trademark in the United States or Puerto Rico, and shalt pay all costs, damages ahd attorneys• fees that a court finally awards as a result ofany such cfaim. In addition, if any third party obtains a judgment against a Purohasihg Entity based ~pon the Contractor's trade secret infringement relating to any Product or Service provided under this Agreemer1t, the Contractor agrees to· reimburse the Lead State or Purchasing Entity for all~gts, attCJmeys1 fees anti the amount oUhe judgment. To quatify fOf 'SUch defense and/or payment, the Lead State or Participating or Purchasing Ef'ltity shall: 1. Give the Contractor prompt written notice of any claim; 2. Allow the Contractor to control the defEmee or. settlement ef the cfaim; and 3. Cooperate with the Contractor In a reasonabte·way to facilitate the defense or settlement of the claim. If any Products or Service becomes. or In ttle Contractor's opinion is likely to become the subject of a claim of infringement, the Contractor shall at its option and expense: 1. Provide a Purchasing Entity the right to continue using the Products or Services; 2. Replace or mOdify the Products or Services so that it becomes non- infringing; or 3. Accept the return of the Product$ or$rvice,and refund an amount equal to the depreciated val~oftfle'·retumed Proch.1cts or Service, less the unpaid portion of the purchase price anti any other amounts, Which are .due to the Contractor. The Contractor's obligation will.be void as to any Products or·Services modified by the Purchasing Entity to the extent such modification is the cause of the claim. C. The Contractor has no obligation for any cfaim of Infringement arising ftom: 1. The Contractor's compliance with the Purchasing Entity's or by a third party on the Purchasing Entity's behatf designs, specifications, or instructions; 2. The Contractor's use of technical information or technology provided by the Purchasing Entity; 3. Product modifications by the Purchasing Entity or a third party; 4. Product use prohibited by Specifications or related application notes; or 5. Product use with Products that are not the Contractor branded . 13. Price Guarantees 13 of 42 99 The Purchasing Entitfes shall pay the lower of the prices contained in the PSS or an AnnounC$d Promotion Price, Educational Discount Price, General Price Reduction price, Trade-In price, or if applicable to Purchasing Entity its available Sta.n<Ulrd C<mfiguratioh price or Per Transaction Multiple Unit Discount. Only Gerwral Price Reducti<:ln p.rtce decreases will apply to all subsequent Purchase Ordert accepted by Contractor after the date of the issuance of the General Price ReductiQn prices. The initial baee-llne and ·Cumulative Volume Discounts will be submitted to the Lead Stat&by the Contractor in a format agreeable to both parties. The if'lcre8Md price· discount represented in the Cumulative Volume Discount will apply to all future orders. until the next level of cumulative volume ls in effect. 14. Product and Sarvise 8Chedule The Contraett>r agree& to maintain the PSS in acoordance with the following provisions: A. The PSS pvlces for Products and Services wili conform to the guaranteed prices discount leveis on file with WSCAINASPO Contract Administrator for the foJlowins Products: Band .1 -Seners· Band 2 -Workstations • ~f.1·.3~ Prio-rs BalWt 4 -Stbrage $dfutions • BandS-PDAs Ekntd6-'lmstrootkmal Packages (Bundles) Bind 7 -Momtors Operiltlnt ~- Lacal Area, Networks Dig1t;1I ProJectPrs · B. The 'Contractor may change the price of any Product or Service at any tim&, based upon documentea baseline price changes, but the guaranteed price discount levels shall remain unchanged during the agreed period unress or until prior approval is obtained from the WSCAINASPO Contract Admlnistralor. The Contractor agrees that the PSS on the State's administration wef>site shall contain a single, uniform WSCA price for configurations and items. Failure to comply with this requirement will be grounds for further action to be taken against the Contractor. C. The Contractor may make model changes; add new Products, and Product upgrades or Services to the PSS in accordance with Item 15. Product Substitutions, below. The pricing for these changes shall incorporate, to the extent possible, comparable price discount revels approved by the WSCAINASPO Contract Administrator for similar Products or Services. D. The Contractor agrees to delete obsolete and discontinued Products from the PSS on a timely basis. E. The Contractor shall maintain the PSS on a Contractor supplied Internet web site. 14 of42 100 • • • • / 15. Product Substitutions A. Substitution of units/configurations MMD and the WSCA Directors acknowledge that individual units and configurations may stop being produced during the life of the resulting contracts. Substitution of different units and configurations wiH be permitted with the prior wriften approval of the WSCA/NASPO Contract Administrator. This substitution is st the sole discretion of the WSCAINASPO Contract Administrator, subject only to review and ~pproval of the WSCAINASPO Contract Administrator. B. Additi.on of unitslc:onfiguratiOns. MMD and the WSCA Directors ael(nowtedge that with the evolution of technology, new, emerging units snd co'nfigurati~ns will develop. Addition of these new. emergmg units may be permitted, with the prior approval of the WSCA/NASPO Contract Administrator and the WSCA Directors. The addition of new. emergmg units and soafigurations is at the sole discretion of the WSCAINASPO Contract Administrator, subject only to review and approval of the WSCA Directors. 16. Technical Suppbrt The Contractor agrees to maintain a toll.free teehrttcal support telephone line. The line shall be accessible to Purehasing Entity personnet who wish to obtain competent tachnicat.assistanceregai;ding the7 hardWare and· software installation or operation of Products suppUed ·by the Contractor during the Product warranty period or durmg a .support agreement 17. Takeback aml'Other Environmental Programs The Contractor agrees to maintain fpr the tf!trm of this Agreement, and all renew~s/extensions thereof, programs as described in their response to the RFP, incfuding but not limited to the following parasraphs. A. Takeback/Recycling of CPUs, servers, monitors, flat panel displays, notebook computers, and printers. Costs ~r:e Hst on th.e web site. B. Environme.nt Compliance with the following standards: Blue Angel, EcoLogo, Energy Star, EPEAT (by level), Green Guard, Nordic Swan, and TCO. C. Product labelihg of compliance with Items B above, as well as a identification of such information .on the web site. 18. Product Delivery 19. Contractor agrees to make. a reasonable effort to deliver Products to Purchasing Entities within twenty (20) busin~ days or less after receipt of a valid Purchase Order, or in accordance with the schedule in the Purchasing Entity's Purchase Order, where the timeframe for required delivery is greater than twenty (20) business days or as otherwise mutually agreed by the Purehasing Entity and Contractor. Force Majeure Neither party hereto shall be considered in default in the performance of its 15 of 42 101 obligations hereunder to the extent that performance of any such obligations is prevented or delayed by acts of God, war, riot or otl'ler eauses beyond the reasonable control of the party unless the act or occurrence could have been rea$0nably foreseen and reasonable action col,dd have been taken to prevent tl'le delay or failure .to perform. A party defaulting under this provision must provide the other: party prompt written notice of the default and take all necessary steps to bring about performance as soon as praQicable. 20. Record$ and Audit Per Minn. Stat. § 16C.05, Subd. 5, the books. recotc:ts, documents, and accounting procedures and practices of the Contractor attd fts employees, agtnt&, Qr subcontracton> relevant to the Min~ta transactioA& must be made avaff~ and sut;.Ject to.examination by the eQntracting.agency qr its agents, the Leglsfative .Audit and/or the State Auditor fQr a minimum of six YJISrB after the end of th& Contract or trans.action. · Unless otherw4se required by other tl'lan Mtn~ta PurehasiAg Entity governing law, suoh remrds relevant 10 otl'ler Purchasing cnllty traA~ons shall be subject to examination by appropriate government a11ldrilies .for a period of three years from the date of acceptance of the Purchase Order. 21. Independent Contractor The&ntract.orandits agents and·employees,are.tndependent contractors and • are not,employ.ee9 of the State of Minnesota or of any Participating Enttty. The • Contractor·has no authorization, express.orimplled tobindthEfl..'811dState, NASPO. WSCA or participating entity to any a1re.aments, ,HUlements, liability or understanding with other third Pr.:trti~ wha~ver. aWif ·'pas ns>t tp perfomJ any acts as agent tor the Lead State, NASPO, WSCA, or ParflCfpatmg Ehtity. exaept as expressly set forth herein. The Contractor and its 11gents artd employees shall not aoorue leave, retirement, Insurance, bonding, use of state vehicles, or any other benefits afforded to employees of the Lead State or Pbrtiolpating Entity as a result of this Agreement. 22. Use of Servicfng Subcontractors The Contractor may subcontract Services and purchase order fulfillment and/or support fn aceordance with the following paragraphs. However, the Contractor shall remain solely responsible for the performance Gt this Agreement. A Reseller Agent, Service Provider or Servicing Subcontractors shall be identified individually or by class in the applicable Participating Addendum. or as noted in the Participating Addendum on the Purchasing Entitles extranet site. The ordering and payment process for Products or Services shall be defined in the Participating Addendum. 23. Payments to Subcontractors In the event the Contractor hires subcontractors to perform all or some of the duties of this Contract, for state agency Purchase Entities in tl'le Lead State, the Contractor understands that in accordance with Minn. Stat.§ 16A.1245 tl'le Contractor shall, within ten (10) days of the Contractor's receipt of payment from the Lead State Purchasing Entity, pay all subcontractors having an interest in tl'le • 16of 42 102 • • 24. • applicable Purchase Order their share of the payment for undisputed Services provided by the subcontractors. The Contractor is required to pay interest of 1- 1./2 percent per month or any part of a month to the subcontractor on any undisputed amount not paid on time to the subcontractor. The minimum monthly interest pepalty payment for an unpaid, undisputed balance of $100 or more will be $10~ For an unPEiktbalitnce of less than $100, the amount will be the actual penelty due. A sU.bContract that ta.kes civil action against the Contractor to collect fnterest penabies $Od prevails will be entitled to its costs and disbursements, induding attorney$ fees that were lncurre.d in bringing the action. The Contractor agrees to take all stttps nee&$sary to comply with s,aid statute. A consultant is a subContraeror under 1hls contract. Notwithstanding, for the purposes of this Section 23. this section. shall not apply to Contractor's obligations lo .its business development partners, including its authorized resellers and service providers, where Contractor's obllgatlons to its partners are bound by the terms of a separate business development partner agreement between the partner and the Contractor; In the event the Contractor fans to make timely payments to a subContr&ctbr, the stat& may, at lts sole option and dlscretron, pay a suboontractot or&ultr'lierany amounts.due from the Contractor and deduct said paymentfrom any remaining amounts due the Contractor. Before any such payme'1t is madeto ti suboontractor ot supplier, the State shall proviele the Contractor wrttten notice that payment Will be made directly to a subcontractor. If there are not remaining outstanding payments to the Ccmtractor, the State shall have no obligation to pay or to see to the payment of money to a subcontractor except as· mayothswtse be required by law . The ContJaBto.r shall ensure that the subcontractor transfers all intellectual or industrial propertY rights, including but not limited to any copyright it may have in the work performed under this Contract, consistent with the intellectual property rights and ownership sections of this Contract. In the event the Contractor does not obtain the intellectual prop.erty rights of the subcontractor consistent with the transfer of r(ltits under this Contract, the State may acquire such ri§hts directly fmm .the subcontractor. Any and all costs associated with such a direct transfer may be deducted from $ny amount due the Contractor. Indemnification, HtiJld Harmless and Limitation of Liability The Contractor shall indemnify, protect, save and hold harmless the Lead State, Participating Entities, and its agencie$ and employees, from any and· all claims or causes of.action, including attorney's fees for personal injury or damage to real or tangible personal property arising from the negligent or willful acts or omissions of performance of the Contract by the Contractor or its agents, employees, or subcontractors. This clause shall not be construed to bar any legal remedies the Contractor mflty nave with the State's or Participating Entities' failure to fulfill its obligations pursuant to the Contract. Contractor, its principals, members and employees shall not be liable to the State or any Purchasing Entity, unless otherwise stated in the applicable Participating Addendurn, for any actions, damages, claims, liabilities, costs, expenses, or losses In any way arising out of or relating to this Contract or the goods provided or Services performed hereunder for any amount in excess of the greater of two- million dollars ($2,000,000) or the value of the Purchase Entity's purchase order 17 of 42 103 used to acquire the Products and Services that are the subject of the Purchasing Entity's claim. Contractor's liability for damage to real or tangible property incurred on a per order basis shall not exte8d two-million dollars. This limitation of liability does not apply to damages for bodHy lnJ1Jry or death caused by the Contractof's negligence, or to Contractor's obligation to indemnify, defend and hold the State harmless against Intellectual property infringement or copyright claims under paragraph 12 ()f this Agreement. This rndemnlfieatlon does not include lfablHties caused by the State's or Pµrchasing Entity's negligence, or fntentional wrong doing.. lh no event shall the Con1ractot .be fiabfe for any Indirect, special, pun1tive, or eonsequential Cfemagas arising out of this Contract or the use of the Products or Services purchased by the Purchasing Entity herel'.tnder; 25. Amendmena Contract amendments,shafl be negotiated by tile State with the Contractor whenever necessary to address onges in the terms and oondltions, oosts, timetable, or increased or dee~ scope Q:f WC>fh, This Agreement shall be amended only by wfitten in&trumentexeQUted ~·the P•rties. An aJ>proved Contract amendment means one.appro~ bvtheauthoriiecl signatories of the Contractor and the State as required ay law. 26. Scope of Agreement • This Agreement incorporates all of the aQrel!m'\enfS of the parti«ils conQeming the • subject matter of this Agreement. No prior agreements, verbal or otherwise, of the perti• ot their agentS ~hall ~ valid or e11forceable untess emb()(iied in this AQreefffEjnl: ··· ·~ · 27. Sevenibility If any provision of this Contract, including Items inoorporated by reference, Is found to be Illegal, unenforoeable, or void, by a oourt of competent jurisdiction then both the State and the Contractor shall be retlevet:I of all obligations arising under such provision. If the remainder otthis Conlract is capable of performance. it shall not be affected by such declaration or finding and shall be fully performed. 28. Enforcement of Agreement/Waivers A. No covenant, condition, duty, obligation, or undertaking contained in or made a part of this Contract shall be waived except by the written consent of the parties. Forbearance or indulgence In any form or manner by either party in any regard whatsoever shall not dt>nstitute a waiver of the covenant, condltioh, duty, oblfgation, or undertaking to be kept, performed, or discharged by the other party. Untll complete performance or satisfaction of all such covenants, oonditions, duties, obligations, and undertakings, the forebearing/indulging party shall have the right to invoke any remedy available under law or equity, notwithstanding any such forbearance or indulgence. B. Waiver of any breach of any provision of this Contract shall not be deemed a waiver of any prior or subsequent breach. No term or condition • 18 of42 104 -------------·-·-········································~·-·· • • • of this Contract shall be held to be waived, modified, or deleted except by an instrument, in writing, signed by the parties hereto. C. Neither party's failure to exercise any of its rights under this Contract will constitute or be deemed a waiver or forfeiture of those rights. 29. Web Si1' Malntenance A. The Contractor agrees to maintain and support an Internet website linked to the State's administration website for access to the PSS, service selection assistance, problem resolution assistance, billing concerns, configuration assistance, Product·descriptione, Produd specifications and other aids descrtbed in the RFP, and/or In accordance with instructions provided by the WSCA/NASPO Contract Administrator. The Contractor agrees that the approved PSS on the State's admimstration website shall Cf.)ntain a single, uniform WSCA price for conftguratioes and items. Failure to comply With this requirement will be grounds f&r further action to be taken against the Contractor. B. The Contractor agrees to maintain and support Participating State and Entity Internet websites for access to the specfflo Participatl'hg Entity PSS, as well as all other items listed in Item 29A. above. The·webliife shall have the ability to hold quotes for 45 days, as well as the ability to change the quote. c. The Contrador may provide eledronic commerce assistance for the e~tronio submission ·Of Purchase Orders, purchase order tracking and reports. 0. fhe Contractor may not make changes to the website format as defined in Contractor's RFP Section 4, Electronic Commerce respOnse without notifying the WSCNNASPO Contract Administrator and receiving written approval of the changes. 30... Equal .Opportunity Compliance The Contractor agrees to abide by all applicable federaf laws, and the laws, regulations, and executive orders pertaining to equal employment opportunity, of the $tate in which its primary place of business is located. lri accordance with such laws, regulations, and executive orders, the Contractor agrees that no persorfin the United States shall, on the grounds of race, color. religion, national origin, sex, age, veteran status or handicap, be excluded from employment with or participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity performed by the oontrador under this Agreement. If the Contractor is found to be not in compliance with these requirements during the life of this Agreement, the Contractor agrees to take appropriate steps to correct these deficiencies. The Contractor certifies that it will remain in compliance with Minn. Stat. § 363A.36 during the life Of the Contract. 31. Governing Law Thi$ Agreement shall be governed and construed in accordance with the laws of 19of42 105 the Lead State. The construction an(I effect of any Participating Addendum or order against this Agreement shall be governed by and construed in accordance with the laws of the Purchasing Entity's state. Venue for any claim, dispute or action concerning the comitruction and effect of the Agreement shall be in the Lead State. Venue for any claim, dispute or actjon concerning an order placed against this Agreement or the effeCt of a Participating Addendum shall be in the Purchasing Entity's state; 32. Change In CQn~ctor Representatives. Centractor shall appoint a primary representativ&, Contractor WSCA Program Manager, to work with the WSCA/NASPO Cantract Administrator to maintain, support and marl<ettftls.Agreemel'lt. The Contractor shall notify the WSCAINASPO Contract AdminiatratOr of changes fn the Cantractor primary representati\fe, ContraoterWSCA Program Manager, in writing, and in advance if f'OSSlble. The State reeeMMJ tl'te right to r~uinl) .a change in Contractor's then- current primary representative if the as8igned repr$sentative is not, in the eplnion of the State, adequately serving the needs· of the Lead State and the PartiCipating Entities. 33. Reteaee • The Cotittactor, upon final payment of the amount due under this Agreement, releases the Lead State and Participating Entities, its officers and employees, from alt•ntractaat liabilities, ·clalmsand·obtigatiens'whatsoever arising from or ·under this Agreement. The Cantractor agrees not to purport to bind the Lead • State or any Participating Entity to any obligation, unless the Contractor has expr.E¥S-.w®f:Nl.@uthodty~-doJK>~ then "°"'Y .w\t"in#le ;Strict limlts;ef the authodty. 34. Data Practices A. The Contractor and the Lead State must comply with the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13 (and where applicable, if the state contracting par\y is part of the judicial branch, with the Rules of Public Access to Records Qf the Judicial Branch promulgated by the Minnesota Supreme Court as the same may be amended from time to time) as it applies to all data provided by the Lead State to the Contractor and all data provided to the Lead State by the Contractor. In addition, the Minnesota Government Data Practices Act applies to all data created, collected, received, stored, used, maintained or disseminated by the Contractor in accordance with this Contract that is private, nonpublic, protected nonpublic, or confidential as. defined by the Minnesota Gevemment Data Practices Act, Ch. 13 (and where applicable, that is not accessible to the public under the Rules of Public Access to Records of the Judicial Branch). B. In the event the Contractor receives a request to release the data referred to in this article, the Contractor must immediately notify the State. The State will give the Contractor instructions concerning the release of the data to the requesting party before the data is released. c. Sections 34.A through B above apply to transactions between Contractor 20 of42 106 • • • • E. and applicable Lead State Purchasing Entities. Contractor agrees to be bound by the statutorily required data practices requirements as outlined in the Participating Addendum of a Participating State or Participating Entity. Notwithstanding the above, the parties agree that any confidential informatton required to be exchanged will be done so under the terms of a mutually agreed upon, signed confldentialfty agreement. as. Organizational Conflicts of Interest A. The Contractor warrants that, to the beat of its ·knowledge and belief, and except as otherwis& disclosed, ther& are not relevant ftftrts or circumstance& which could give rise to organizations! conflicts of interest. An organizatlonat conflict of interest eX11ts when, because of eXistlng or planned actNities or beosuse of relat1onshlJ$wfth other persons: • a Contractor is unable or potentially unable to render impartial assistance or advice to the State: • the Contractor's objectivity in performing the work is or might be otherwise impaired; or • the Contractor has an lJnfair competitive advantage. B. The Contractor agrees that if an organizational conflict of interest Is discovered after award, an immediate and full disclosure in writing shall be rnade to the Assistant Director of the Department of Administration's Materials Management Division that shall include a description of the action the Contractor has taken or pr()f!)oses to take to :avoid or mitigate such conflicts. If an organizational conflict of intetest ts determined to exist, the State may, at its discretion, cancel the COntract. In the event the Contractor.was, aware of an organi.zationa~r conflict of interest prior to the award of the Contract and <!lid not disclose the conflict to the WSCAINASPO Contract Administrator, the State may terminate the Contract for default. The provisions of this clause shall be included in all subcontracts for work to be performed, and the terms "Contract." "Contractor," and 'WSCAINASPO Cohtract Administrator" modified appropriately to preserve the State's rights. 36. Replacement Parts Unless otherwise restricted in a Participating Addendum or maintenance service agreement, replaosment parts may be manufacturer-certified refurbished parts carrying OEM warranties. 37. FCC Certification 38. The Contractor agrees that Equipment supplied by the Contractor meets all applicable FCC Certifications. Improper, falsely claimed or expired FCC certifications are grounds for termination of this Agreement for cause. Site Preparation A Purchasing Entity shall prepare and maintain its site in accordance with written instructions furnished by the Contractor prior to the scheduled delivery date of 21 of42 107 any Products and snail bear the costs associated with the site preparation. 39. Auignmen.t The Contractor shall not sell, transfer, assign, or otherwise dispose of this Contracx or any portion hereof or of any right. title, or inter~t herein without the prjor writl:•O QOO~flt of the State's authorized agent. Such oonsent shall not be unreasonably withheld. The Contracior shall gi'Mil written notice to the State's authorized agent of such a possibility at least 30 days prior to the sale. transfer. assignment, or other disposition of this Contract. r=allure to do so may result in th<t Contraater taan1 hatdil!I defat.1lt. This ilOIHSnt requirement ·inciudes reassignmtf't of ibis· Oontul.et due to a change in ownemhip 1. merger, or aoquisition ofthetl<>F&~r.or its subsidiary or affiliated QOrporations. This •Ctio1,•ball not be. QOne~ as prohlblttng the ContraGtor's right to assign this CoAtreQt to '9~tl1' to provide some of the Servi~s hereunder. ~91WJths•ndtrlG the fontgoing acknowledgment, the Contractor shall remain SE>lely liable for all perfOttr\lhce required and proVitfed under the terms and conditions of this Contract. The Contracior may assign payments in accordance with:s~e,pr8Visi0na elated In a Participating Addendum. · 40. WSCAINASPO Contract Administrator The State aftfllr appcfntarl WSCAINASPO contract Administrator Whose duties shall inetude but net be:limited to the following; • ~. ·TM WSCJVNA$Ptfbonttact Administrator may Provide· fnstructions • oon~mrng the cimtetlts of the Contractor's website. · S'; . ~t9.tt~Q.CPntrecxAdministrator Wilt fJloiJJt•dispute resolution .~"~*-~Oh~ af1dPurehasing Entitle• Unresolved disJ)utes shall be preBMte.d to the Statt:J for faoilita~n of re$olution. C. Th&. WSCA/NASPO Contract AdminiStrator shall promote and support the use of th18 Agreement by NASPO members and other Participating Entities. D. The WSCAINASPO Contracx Administrator shall advise the State r~._rdlng the Contractor's performance under the terms and conditions of this Agreement E. The WSCA/NASPO Contract Administrator shall receive and approve quarterly price ag(eement utilization reports and the administration fee payments. F. The WSCA/NASPO Contract Administrator shall periodically verify the Product and Service prices in the PSS conform to the Contractor's volume price and other guarantees. The WSCA/NASPO Contract Administrator may require the Contractor to perform web site audits to accomplish this task. G. The WSCAINASPO Contract Administrator shall conduct annual Contractor performance reviews. H. The WSCA/NASPO Contract Administrator shall maintain an Agreement adminiStration website containing timely and accurate information. • 22 of42 108 • • • 41. Survival The following rights and duties of the State and Contractor will survive the expiratlen or cancellation of the resultihg Contract. These rights and duties include, but are not limited to Paragraph 12. Patent, Copyright, Trademark and Trade Secret Indemnification; Paragraph 20. Records and Audit; Paragraph 24. Indemnification. Hold Harmless, and LimitaUon of Liability; Paragraph 31, Goveming law; Paragraph 34. Data Practices; and Paragraph 52. Right to Publish. Software licenses, warranty, and tervice agreements that were entered in to under the terms and conditions of the Agreement shall survive this Agreement. 42. Succession This Agreement &hall be entered Into and be binding up()n the successors and .assigns of the parUes. 43. Notification A If one party t& req,lired t<> give notioe to the other under the Contract, such notioe shall be in writing and shall be effe<;tive upon receipt. Delivery may be by certified United States mail or by hand, In which case a signed reoefpt shall beobtairted. A facs1mile transmission shall constitute sufficien1 'no1ice, provided the receipt of the transmission is confirmed by the receiving party. Either party must notify the other of a change in address for notificatfort purposes. Alt notices shall be addressed as follows~ To MMD: Department of Administration Matenars Management Division Bernadette Kopischke, CPPB Acquisitions Supervisor 50 Sherburne Avenue 112 State Administration Building St. Paul, MN 55155 Fax: 651.297.3996 Email: bemle.kopischke@state.mn. us To Contractor: Debra Lee HP Contract Program Manager 442 Swan Blvd. Deerfield, IL 60015 Fax:281-927-5213 Email: c;tebra.lee@hp.com 44. Reporting and Fees A. Administration Reporting and Fees 1. The Contractor agrees to provide monthly utilization reports to the 23 of 42 109 2. WSCAINASPO PC Contracts Reporting person and the WSCAINASPO Contract Administrator by the 15th of the month following the end of the previous month. (Ex. Pvrchases during January are reported ~Y the 15th of February; purchases made during February are reported by the 15ttH>f Maroh;: etc.). Reports submitted within five (6) daY$ of the repcrt due date shell not be deemed as a ~fault by Contractor. The repert s)'Jall be in the format develaped by the Lead State and supplied to· the Contractor for tte review and mutual written consent to implement Contractor shaU be released from reporting on the Lead Slate reqllf!8ted Fields of LIST PRICE/MSRP/CATALOG PRICE and ORDER TYPE (debits/credits) until such time as Contractor autorQ•ted reporting tools have the capability to include the Field in its fep()rtS. Contractor wm have the automated repoftiAIJ Olipabdlti\!I to include the aforementioned Fields within nine (9)' fo ·iwelVa (12') months of the commencement of this Contract. Notwlthstangffll t'1~ foregoing, Contractor will commence reporting on the requested Fields ~nee Contractors automated reporting/too1s are eapable. TlJe Contract'?' agrees to provk:le quarterly AdmlR.i~tratiVe Fee check. payable to WSCAINASPO for #',amountequal to one- twentietn ·of one percent (O. 0005) of the net sates for the period. Ttie form to ~e subrni~d with the checls, ,as, ~ltas the mailing caddress., has been supplied to the Contractor •. P~yment shall be made il'I accordance with the following schedLl{e:, PerJod 5nd Admin fee Dyl,Yt June 30 July 31, September 30 October 31 December 31 J~nual)I 31 March 31 April 30 3. The Contractor agrees to include all Reseller Agent sales in the monthly utilization reports described above. In addition, the Contractor agrees to provide a supplemental Reseller Agent utilization report of the net saies for the period subtotaled by Purchasing Entity name, within Purchasing Entity state name by Reseller Agent Name. 4. Subject to Contractor's automated repofting tools capabilities, the Contractor will use reasonable commercial efforts fo provide the EPEA T and Energy Start environmental information shown in a mutually agreed upon report format; as welt as a supplemental report of the number and type of units taken back in a format to be mutually agreed to. Reporting on this information will occur no more than once quarterly, and will commence once Contractor has the capability to generate automated reports to include this information for its US based customers. 5. The utilization reports shall be submitted to the WSCAINASPO PC Contracts Reporting person and the WSCAINASPO Contract 24 of 42 110 • • • • • • B. Administrator via electronic mail in a Microsoft Excel spreadsheet format, or other methods such as direct access to Internet or other databases. 6. If requested by the WSCAJNASPO Contract Administrator, the Contractor ~rees to provide supporting Purchase Order detail records Or'! mutually agreed magnetic media in a mutually agreed format. Such request shall not exceed twelve per year. 7. Tnetailure to· fife thE! utilization reports and fees on a timely basis shaft constitute gtounds for the removal of the Contractor's primary rfl)~tlve; $Uspension of this Agreement or termination of this Aga;eemen\ for oaUJEL 8. :rht!t WSCA/NA'SPO Contract Administrator shall be allowed access to all reports ftttm all Purchasing Entitles. Participatlnr.J Entity Reports and Fees 1. Participatjng S{ltities. may require an additional fee be paid directly to t~ State on purchases made by Purchasing Entities within that Stat~. For all such requests, the fee level, payment method and schet:ttie·for euch reports and payments shall be incorporated in to ttfe Participating Addendum that is made a part of this Agreement. The Contractor may adjust PSS pricing accordtngly for purchases made by Purchasing Entities within the jurisdiction of that State. All such agreements shall have nQ affect whatsoever on the WSCA fee or the prices paid by the Purchasing Entitles outside the jurisdiction of the State requesting the additional fee. 2. Purchasing ~htities will be encouraged to use the reporting format deve1op·et1 by .the lsad State for their reporting needs. However, the Contractor agrees to provide additional reports to Purchasing Entities upon~greement·by both parties as to the content and delivery methods of the report. Methods of delivery may include direct access to Internet or other databases. 3. Each State Purchasing Entity shall be alTowed access to reports 'from atr entities within that State. 45. Default and Remedies A. Any of the following shall constitute c;au~e to declare this Agreement or any order unaer this Agreement in default: 1. Consistent Nonperformance of contractual requirements; or 2. A material breach of any term. or condition of this Agreement. B. A written notice of default, and an opportunity to cure, within 30-days notification of the written notice~ shall be issued by the party claiming default, whether the Lead State (in the case of breach of the entire Agreement), a Participating Entity (in the case of a breach of the partfcipating addendum), the Purchasing Entity (with respect to any order), or the Contractor. Time allowed for cure shall not diminish or eliminate any tisbllity fot liquidated or other damages. 25 of42 111 46. C. If the default remains after the opportunity for cure, the non-defaulting party may: 1. Exercise any remedy provided by l!i!W or equity; 2. Terminate the Agreerraent, a Pi$r;ticlpatjng Addendum, or any portiOn thereof I including anY ,Pyrqtuu-e Orders issued against the Agreement; 3. ll'T1pose liquidated dam~. as .. m1Jtua1iy i$Qreed to by the parties, as specified in an amendment ~o the P~rtiejpating Addendum; 4. tn the case Of default by th& Qt)RlfaGtbr, ams to the extent permitted by the law of the Particlpatfng ..._ otPufChasing Entity, suspend Contractor from '8C8Wlng, futurtt soli~tiQna from within the Partioipating EJ'ltities -risdictiQn, 5. Charge the default!~ Contra~orB&e.fUl .. ln~ in cost and administrative handling to purchaee the prOduct or service from another Contractort the Purchaeinf EntH.y shall take reasonable actions to rrtftigate the'COSt to r.,prqcure. · ·. .. . . : ·: L,, . it:: ": . ;:: .. D. Tile ~MD i:ese~• the rigb~ .upon ~t'.Q~;•U~ft WSCA Directors, to develop an~Ul'T1piement a .step-by..-ep pl!OQ88S io:deal with Contractor faijure to perform issues. /WCI Its A. Website Pricing Audit The Contraator.agr~toaasist·th.-~ABPG Contract Administrator or ~eslQne~ .wi~ W~P .flt,.P~uq ft: .· .. .. ba~ on ~e requirements d~scnbed tn EXhibit E.-e Pgce audit requirements. Pl'icing is audited cm a quarterly basis. 1. The product auelitwill closely monitor the Products and Services listed on the website to insurethey comply with the approved Products .and Services. The addition of Pro:ducte or Services not approved by the WSCA/NASPO Contract Administrator will not be tolerated and may be considered a mater.I.al breach of this Agreement. B. Sales Audit The Contractor further agrees to provide sales audlt reports based on the formulas described in Exhibit E -Sales audit report format. C. Upon request, the Contractor agrees to assist Participating Entities with invoice audits to ensure that the Contractor is complying with this Agreement in accordance with mutually agreed procedures set forth in the Participating Addendum. 47. extensions If specifically authorized by provision in a Participating Addendum, Contractor • • may, at the sole discretion of Contractor and in compliance with the laws of the • Participating State, offer Products and Services to non-profit organizations, 26 of 42 112 • • • private schools. Native American governmental entities, government employees and students within the governmental jurisdiction of the entity completing the Participating Addendum with the understanding that the State has no tiability wl)atsoever concerning payment for Products or Services. 48. Soveretgn Immunity The State does not waive its sovereign immunity by entering Into this Contract and fuHy retains all immunities and defenses provided by law with regard to any action ba$ed on this Contract. 49~ Ownerstdp A. Nothing in this Contraet shall be construed as transferring any tight, title, or Interest In either Party's, any Purchasing Entity's, or thefr thlrd party's confidential information, pre-existing intellectual property, trademarks, copyrights, intellectual property or other proprietary rnterest. so. PrehibffiDo Against Gratuities A. The State may, by written notice to the Contractor, terminate the right of the C~ntractor to proceed under thJs Contract lf It Is found by the State that gratultles lh the form of entertainment, gifts, or otherwise were offered or giVen by the Contractor· or any employee, agent, or representative of the Contractor to any offi«*r or emplayee of the State with a view toward securing this Contract, or securing favorable treatment with respect to the award or amendment of this Contract. or the making of any determinations with respect to the performance of this Contract. B. The Contractor certifies that no elected or appointed official or employee of the State, has benefited or will benefit fina~ia(ly or materially from this Contract. This Contract may be terminated by the State If it is determined that gratuities of any kind were either offered to or received by any of the aforementioned individuals from the Contractor, its agent, or it9 employees. 51. An1i911Sf. The Contractor hereby assigns to the State any and all claims for overcharges as to goods and/or Services provided in connection with this Contract 'resulting from antitrust vloJatlons which arise under antitrust laws of the United States and the antitrust laws of the State. 52. Right to Publish A. Any publicity given to the program 1 publications or Services provided resulting from the Contract, including but not limited to notices, informational pamphlets, press releases, research, reports. signs, and similar public notices prepared by or for the Contractor, or Its employees Individually or jointly with others, or any subcontractors or resellers shall identify the State as the sponsoring agency and shall not be released, unless such release is a specific part of an approved work plan included in the Contract prior to its approval by the WSCA/NASPO Contract Administrator . B. The Contractor shall not make any representations of the State's opinion 27 of 42 113 or position $8 to the qualify or effectiveness of the Products and/or Services that are the avbJ$ct of this Contract without the prior written consent otthe WSCAINASPO Contr~ct A(tministrator. Ftepresentations include any pt:Jblicify, lnctudlng but not limited to advertisements, notices, press releases, reports, signs, and similar pul;)llc 111ottcee. 83. Pertonnance Wbite. Diepute is Pending NotWithatandlng 1he e>tistence of a dispute,. ti\$ J)Srties shall ®ntinue without delay to cany out all of their responsibilities· lfrlderthis Contract that are not affected by the dispute. ff a party tans to continue without delay to perform its respo0$lbJlitits µndor thi~ Contcapt. in thiu~~mfl~hment of alt undisputed ~rk. aiw addlti;Ql\Clr ~ ~ncurred by the Qthet parties; as a rfJSult of such failure to pro~ed eh~f b$; f;fome tly the resJ;lonsfbl• pad,y. 54. Haza~Subslaoce• 55. To the extent that the goods to be suppfk!d.fo!the,Purch•ing Ehtity by the c.ontrC\otor ®n"in or may c;reate tuuardou~ substances,. harmrul physical agents ae Set forth. in appli~t>.Jif $ete t;mq .. ~erlf l~W. apd re9uf4tiQns 1 . the Contractor must .Provide the P1<1f'Ctlalmg Entity,. uPQn ~v•t. with ~aterial Safety Data Sheets regacd(ng.~ aubsteoq&a (inclu(IIng.Fpercury>. Customer 8attsfadad/ComplalRfi'Ruelulfon A; The ;~H~~tt,dr~rpm~ f(irt($0Mn9li01!\plalf'lts concerning Products, support. and·tJ1mn1 prabtems .is attgd;letl as 'xhiblt s, B. in ~~ch P~rticipating State ff'1tllf l'.«1~~ with the ·· .~ M't?Uf'V&~ questions 56. Value Added Senri.-& The Contractor is expected to provide such Services as installation, training, and software imaging upon request of the Purchasing Entity. Additional Vaiue Added Services offered by the Contractor are attac.hed as Exhibit C. 57. E·Rate·Program The Contractor's E-Rate identification number and llst of E-Rate qualifying Products is as follows: HP E-Rate Spin Number: 143007617 HP FCC Registration Number: 0012062535 Qualifying Products: HP Proliant Servers HP ProCurve Network Electronics HP Services for eligible Products (Installation, Maintenance, Training, Infrastructure design The Contractor shall make every effort to continue its involvement in this program and to add Products as applicable. 28 of 42 114 • • • • • IN WITNESS WHEREOF, the parties have executed this agreement as of the date of execution by the State of Minnesota Commissioner of Administration, below. 1. HEWLETT·PACKARD COMPANY The Contrector certifies that the appropriate person(s) have executed this Agreement on behalf of the Contractor as reqUired by applicable atticle&. bylaws, resolulions, By~)j~ Title: S,e. Vl"~e. iiJ buJf Date: (o I Fil 0 ~ 115 2. MATERIALS MANAGEMENT DIVISION In a11COrdanca with Minn. Stal f 16C.03, &lbd. 3. By:&~~~{~ Title: Ac:aujsltions SuRentisor Date: 7/ ;;.,/o'f 3. COMM(ssfbNl!R OF ADMINISTRATION Or delegated nipresentative. By:~"'~~ Date: Original signed JUL O 2 2009 8y Brenda WiUard .. 29 of 'l"-e-¥ • • • EXHIBIT A -ADDITIONAL WARRANTIES and SUPPORT SERVICES 8. Warrantv !nformatjon 1. Warranty informati9n is ayai!ab!e at the following URb§: • Product warranty URL link: httQ;//h20000.W!fW2.hP·COIDlbJMunporl/TecbSums.ttDocument.!sp?2bjeGU[)=cOQ383139&1ang= en&cc=us&taskfd=&prodSerip4d!316117&gmdiygekf=1245~. • Software warranty URL link: http:lldocs.hp.comlenl5991-6026/eh01sCl8.html?jumpid=reg_R1002_USEN • ProcUJYe wmtantv URL link: http://www.procurve.com/Warranty 2. GENERAL WARRANTY PROVJSJONS: a. Wamantv statements. HP lfinlted warranty ttatementl for hfarrJware. Software, Support. and Professional Services. as applicable, are, available with Products, on quotations, or up<>n request. The Hmlted warranties are subject tO the terms, .limitations, and exclusions contained in the limited warranty statement providecl for the Prod!,JCt ir:i the QOURtry where that Prod.Yet is kilGated when the warranty claim is made. A di~rant limited warranty statement may apply and be quoted if the Product I~ purchased u patt of a system, b. Trag1fec. Wamantles are transferaQ.le to am>ther party for the remainder of the warranty period subject to HP license transfer policies and any assignment restrictions. . c. Oeliyery Pat.. Warranties begin on the data of delivery. or far Hardware op the d.ate of installation if installed by HP. If Customer schedules or dela~IWch Installation by hf P mo,.. than thirty (30) days after delivery, Customer's warranty period will begin on the 31st day after delivery. d. HP warrants that It will perform Professiot)al Services ulling geneft;'llly recQgnized COl'llmercial practices and standards. HP will nrperform anv Professional Services. not performad 1.n accordance with the foregoing warranty provk;fed that ttP ~Ives written noti~ from Customer within thirty (30) days after such Professional Services were performad. This Will be C\lstomer's sow and exclusive remedy for a breach at the foregoing warranty. e. Warrantv Exguslons. HP is not obligated to prbvide warranty servic:es or Support for any claims resulting from: 1. improper site preparation, or site or environmental conditions that do not conform to HP's site speclfications; 2. Customer's non-compliance with .. Specifications or Transaction Documents; 3. improper or inadequate maintenance or calibration; 4. Customer or third-party media, software, interfacing, supplies, or other products; 5. modifications not performed orauthortzed by HP; 6. virus, infection, worm or similar malicious code not introduced by HP; or 7. abuse, negligence, accident, loss or damage in transit, fire or water damage, electrical disturbances. transportation by Customer; or other causes beyond HP's control. f. Non-HP Branded Products and Services. HP provides thlrd~party Products, software, and Services that are not HP Branded "AS IS" without warranties of any kind, although the or:iglnal manufacturers or third party suppliers of such Products, software and Serv.tces may provide their own warranties. Disclalm~r. THE WARRANTIES AND ANY ASSOCIATED REMEDIES EXPRESSED OR REFERENCED IN THIS AGREEMIENT ARE EXCLUSIVE. NO OTHER WARRANTY, WRITIEN OR ORAL, IS EXPRESSED OR IMPUED BY HP OR MAY BE INFERRED FROM A COURSE OF DeALING OR USAGE OF TRADE. TO THE EXTENT ALLOWED BY LOCAL LAW HP DISCLAIMS ALL IMPLIED WARRANTIES OR CONDITIONS INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT . 30 of 42 116 a. SuppoG SeNg§ 1. SUPPORT SERVICES a. OescriD!lon gt Suoeort. HP will deliver Support according to the descriptiOn of the offering, eligibility requirements, service llmitatiOns, and Customer responsibilities described in the relevant Transaction Documents. b. Ot'derino Suooort. Customer may order Support: 1. atttle tir'nftc of Product purohase, or priOr to installati(m gt Products for which Suf'PCrt is being purchased, for a fixed term 4may be referred to as ·HP care P:ack"); 2. after the time of Product purehase, for either a fixed term or an initial term that may be renewed (may be referred to a& •HP Contraetual Services"); 3. on a per-event basis; or 4. at any time, when agreed non-standard Support has been offered by HP for tile Customer according to a Statement of Work (also known as •custom Support') or at othetWlle offered by HP. c. caneelfation. Customer may eancel Support orders or delete Produc1s frQU) $Um:>ort upon thirty (30) days written notice, unless otherwise stated In a Transaction Document HP mat<ll&continue Suf'PCrt for Products and specific Support sel"llices no longer tnclu<led in HP'a SuppmtO{ferlnO upOn tll<ly (60) day$ wl'ftten notice, unless otherwise agreed. If Customer cancels ~kf Support, HP Will refund Customer a pro-rata amount for the unused prepaid Stlpp(Jrt; less any Otly termtlsUOn fee!'orsubjectto anytestrlctlons set forth in a Transactibn Document. <I. Retum to Suj:lport If CustOmer allows Support to lapse, HP may charg:e ¢\lstorner additional.fees to resume Support or require Customer to perform certain hardware or soft\\lare upgrades. HP wHI revtewlltld alHSs Whether such fees are required, and explain thete to Customeh5Utie time of the request to return to Support. . • e. bj:al A\iailSf>flllY. eustorner may order Support from HP's current Support offerings. SOme • offerings, features, and coverage (and refated Products) may not be available i.n atl countries or areas. f. .._ HPwarrentsithet It wt "rform Suppod usipg:getl~~ dOmmdi'dai er<Js; . . . . . . ~-. . ...... . 9. ··· ~mei~: HP will re-perform Support not performed in accordance with the warranty herein. This. sulrsecllon 1.g states HP's entire liability for Support warranty ctaims. 2. PRICJNG, SERVICES, AVAILABILITY, AND INVOICING a. Pricing. Except for prepaid Support or as otheiwise stated in a Transaction Document. HP may change support prices upon sixty (60) days written notice. b. Additional Services. Additional services performed by HP at Customer's request that are not included in Customer's purchased Support will be chargeable at the applicable published service rates for the country where the service iS performed. Such additional servk:es include but are not limited to: 1. Customer requests for Support after HP's local standard business hours (unless CIJStomer has specifically purchased after-hours coverage for the requested Support}; 2. Customer requests fer repair for damage or failure attributable to the causes specified in Exhibit A. subsection 2.e ("Warranty Exclusions"}; and 3. Customer requests for Support where Customer does not, in HP's reasonable determination, meet the applicable prerequisites and eligibility requirements for Support. c. LoaM Avallablllty. Support outside of the applicable HP coverage areas may be subject to travel charges, longer response times, reduced restoration or repair commitments, and redUced coverage· hours. d. Invoicing. tnvolces for Support will be Issued in advance of the Support period. HP Support Invoices and related documentation Wilt be produced in accordance with HP system standards. Additional levels of detail requested by Customer may be chargeable. 31of42 117 • • • 3. SITE AND PRODUCT ACCESS Customer shall provid& HP aooees to the Products covered under Support; adequate working space and facilities within a reasonable distance of the Products; access to and use of information, customer resources, and facilities as reasonably determined neceasary by HP to service the Products; and other access requirements described In the relevl:lnt Transaction Document If Customer fails to provide such access, resulting in HP's lnabllity to provide Support, HP shall be entitled to charge Customer for the Support call at HP's published service rates. Customer is responsible for removing any Products ineligible for Support to allow MP to perform SUpport. If delivery of Support is made more difficult because or ineligible Products, HP will charge Customer for the extra work at HP's published service rates. 4. STANDARD SUPPORT PROOUCT E.ltllSILITv a. Minimum Conflguratton for Support. Customer must purchase the same level of Support and· for the same coverage period for. all Products within a minimum supportable system unit (I.e. all components withlh a 8efWr, stb'8ge, tt1\etworlc device} to allow for proper execution cf standalone and operating system diagnostlas tor the configuration. b. Ellglbility. For if1ltlal e11d of110lng $uppert ellglblllty Customer must maintain all ProduotS and associated hardYlare am:hOftW8te st the lltest HP-specified configuration and revision levels and In HP's reasonable opinion, In ~·operatihg condition. c. Modifications. Customer Will alloW ff P, at HP'S request and at no additional charge, to modify Products to improve QP8ration1 wi>pottabllity, and retiablllty, ·er to meet legal requirements. d. Loaner Units. HP malntai111 title and Customer shall have r!Sk of loss or damage for leaner units If provided at HP's discretion as part of SUpport or warranty servicaS and such units wm be returned to HP withooUien oretQlmaramaac•end of the loaner period. e. Relocation. CustomeriS ~re tor moving Products. If Customer moves the Products to a new locatton, HP may ch~~ adttftlonal SuJ!Port fees and modify the response times, am Customer may be required toueeub9 amentledor new Transaction Documents. If Customer l'mves Products to another ¢cruntry, St.ll'JPQrt shall be subject to availability in the destination country. Reasona~ -dvan~ notkle to HP may be required to begin Support for some Products after relocation. f. Maximum Use Limitations. Certain Products have a maximum usage limit. which is set forth in the manufacturer's operatlnf:I manual or thetethnical data sheet. Customer must operate such Products within the maximum usage limit. g. Multi-Vendor Support. HP provides Support for certain non-HP Branded Products. The relevant Transaction OocuMent will spedfy>availability am coverage levels, and.govern delivery of multi- vendor Support. whether or not the non-HP Branded Products are under warranty. HP may discontinue Support of non--HP BrMded Products if the manufacturer or licensor ceases to provide support for such Produ•. 5. PROPRIETARY SERVICE TOOLS HP will require Customers UH of certain hardware and/or software system and network diagnostic and maintenance programs ~·Proprietary Service Tools}. as well as certain diagnostic tools that may be included as part of the Customer's system, for delivery of Support under certain coverage levels. Proprietary Service Tools are and remain the sole and exclusive property of HP, are provided •as is: and Include, but are not limited to: remote fault management software, network Support tools. Insight Manager, Instant SUpport, and Instant Support Enterpri~ Edition (known as "ISEE"). Proprietary Service Tools may reside on the Customers systems or sites. Customer may only use the Proprietary Service Tools during the applicable Support coverage period and only as allowed by HP. Customer may not sell, transfer, assign, pledge, or In any way encumber or convey the Proprietary Service Tools. Upon termination of Support, Customer will return the Proprietary Service Tools or allow HP to remove these Proprietary Service Tools. Customer will also be required to: a. allow HP to keep the Proprietary Service Tools resident on Customer's systems or sites, and assist HP in running them; b. install Proprletary Service Tools, including Installation of any required updates and patches; c. use the electronic data.transfer capability to inform HP of events identlfied by the software; d. if required, purchase HP-specified remoteco11neotlon hardware for systems with remote diagnosis 32 of 42 118 service; and e. provide remote connectivity through an HP approved commumcations line. 6. CUSTOMER RESPONSIBILITIES a. Data Backup. To reec>n$truct lost or altered Customer files, data, e>r programs, Cust9mer must mmnteln a separate backllp system e>r procedure that rs not dependent on the Products under Support. b. Tempe>rary Workarounds. Customer will implement tempe>rary. prooequ'" Of workarounds provided by HP white HP WC>rl<s on permanent solutions. c. Hazardous environment. Customer will notify HP If Customer uses Products In an environment that pases a potential health or safety hazard to HP employen or su~ntra-.. HP may·requlre Customer lo maintain such Products under HP supervision end may postpon' serv~ .. ft Customer remedies such hazarels. d. .Ai.Jthotl.zed Representative. Customer wilt have a representative Pf•ent. ~HP provides Support at Customer's site. e. Product List. Customer will create and maintain a list of all ~rod~ \JOder Supportill'IQ!udlng: the ~ of the Products, serial numbers; the HP-designated ~olifiers. and CQ\l'erage levels. Customer shall keep the llSt updated during the UPI' Supg.n,.period. f. Documentation. If CU$iomer purchases a Support offering Q:lat(ftcluc:t-sdooumentatlo11 updatn, Customer may copy such updatn.only for systems under suQ!l QiW&rage. Copies must inctude appropriate HP trademark and copyright notites. 1. SUPPoRTEO SOFTWARE Customer may purchase available Support for HP Branded Software only if Guste>rnercan provide evidence it has rightfully .acquired an appropriate HP licenM for 4fUCh Softw;lre.. HP will be under no obligation \lide Supportdue:toa~.alte~ or modifqit~tQ the nota!Ahorized by • HPortc>r . . . !f>rwhithCustomercan~t:Providtlasu~.nl 1 4. . '1H· Unless othel'wiSe< agreed by HP, HP only prp~ Suppe>rt for the current. anp fhe Immediately • ~ing Version of HP Branded Software, ancfthen Qf1ly.when HP thnded SQflware Is used with HardWare or Software inctuded In HP-specified configurations at the specified¥~~,~~· 8, ACCESSORIES ANO PARTSANQ MlSCELLANEOUS ''<' '~ ' ~~ '~ '~ " " '<-~ •> "wW~~ '"""'"'-'-W ~~" > > "'-'"'"""'"~'" "'" "'"-:=;~~ """ > > < ,_"" a. Compatible Gables and Conneetors. Customer will conneot Products QiW8red Under Support with cables or connectors (including fiber optics if applicable) that are compatible with the aystem, according to the manufacturer's operating manual. b. SUpport for Aocessories. HP may provide Support for cabtes, connector&, interfaces, and other aGC8ssorfes. If Customer purchases Support for such ascessorin al the same HerdWare service levai parchased for the Products with which they are used. c. Consumables. Support does not include the delivery, return, reJ}lacement: or installation of supplies or other consumable Items (including, but not limited to, operating supl>flu. mag"8tic media, print heads, ribbons, toner, and batteries) unless otherwise stated in a TransacUon Document. d. Replacement Parts. Parts provided under Support may be whole unit replacements or be new or funetionally equivalent to new in performance and reflability and warranted ee new. Replaced parts become the property of HP, unless HP agrees oth&l'wise and Customer pa~ any applicable charges. e. Setvlce Providers. HP reserves the right and Customer agrees to HP's use of HP-authorized service providers to assist in the provision of Support 9. ACCESS TO HP SOLUTION CENTER ANO IT RESOURCE CENTER a. Designated Callers. Customer will identify a reasonable number of callers, as determined by HP and Customer ("Designated Callers"), who may accets HP*s customer Support call centers ("Solution Centers"). b. Qualifications. Designated Callers must be generally knowledgeable and demonstrate technical aptitude In system administration. system management, and, if appficable, network administration and management and diagnostic testing. HP may review and discuss with Customer any Designated Callets experience to determine initial eligibility. If !Ssues arise during a call to the • Solution Center that, in HP's reasonable opinion, may be a result of a Designated Caller's lack of 33 of 42 119 • 1. I general experience and training, the Customer may be required to replace that Designated Caller. All Designated callent must have the proper system identifier as provided in the Transaction Documents or by HP when Support is Initiated. HP Solution Centers may provide support in EngNsh or local language(s}, or both. c. HP IT Resource Center. HP IT Resource Center is available via the worldwide web for certain types of Support. Customer may access specified areas of the HP IT Resource Center. File Transfer Protocol aooess Is required for some electrenlc services. Customer employees Who submit HP Solution Center service requests via the HP IT Resource Center must meet the qualifications set forth In sub-section 9.b above. d. Tetecommunicatlon Charges. Customer will pay for all telecommunication charges assoelated with using HP IT Resource Center, installing and maintaining !SON links and Internet connections (or HP-approved altemattves) to the HP Solution Center, or using the Proprietary Service. Extended warranties t:tP's atandard new Product warranty, and upgraded warranty support Services, cen be extended In one- year Increments for a tots! of five years of coverage tor most Products. Post malntenaAOa Services HP has a wide range of onslte high-quality support Services for covered hardware, helping Improve Product uptime and avallab111ty. Entities have the flexibility to Choose between different servlce-tevet options featuring different response times and coverage windows, as well as between several coverage periods to address spectfic service needs. The Services are available throughout the United States and in most international locations. Please see Attachment 5, HP Dnsite Hardware Support Services, for details. See HP Website, referenced in A.1 above, fOr additional information on these warranties, support, service tools, etc. 34 of 42 120 • • • EXHIBIT B -COMPLAINT RESOLUTION HP wlll work with WSCA/NASPO and Participating States to customize the procedures to th6 states' specific escalation requirements. HP's forr'nal order management, servlce escalation and customer feedback escalation procedures are descrlbeq .below and in detail in the RFP response. Corporate Overview, sub-section d.1.e. -Complaint Resolution. Most problems are readily resQ!veo before escalation Is oecessary. Tlils lldon details activltieS for thote instances In whl¢1i problems cannot be so quk:kly resolVed. J.n keeping With HP's understanding of the importance of system availability to tlie WSCA states. HP is receptive to dfscussions on how it may modify any escalation procedures to better meet specific customar needs. Each and every State Procurement office, as well as procuring entities, also lias an assignee:! State Govemmen.t HP Contract Program Manager point of contact to assist in the escalation pn;>C881, eJlminatlng~tfle need to contact multiple people. · Customer Feedback Eacalatlon HP has developed a strong customer feedback system, including a clear asc:alation process for handling dissatisfaction. The feedback system provides a variety of mechanisms for customers to communicate their suggestions, recommendations, comments, and complaints to HP. Cataloglng and analy%ing the feedback provides HP entities with valuable insight into trends, information, and issues th&tmn be applied to improve pro~ucts and process performance. ONer Management E8calatlon Process A Cusfomer Service Representative (CSR) assigned to tile WSCA acaiullt will oversee tlie Pl"d8r fulfillment activities from the point of order entry and acceptance, to Invoicing and delivery. Thill includes Q.Ustomer eatlsfaclion and any .•uas that WSCA may have during the deplpymeot The CSR is responsible with ensuring that any issues or potential Issues are escalated to prevent deplovment delays and will see problems through to resolution. Customer Services is required to adhere to the following 'StaFldard setvlCe levels (in bu~ hours): Estimate based on best Information available. With follow-Up as.new information becomes available. As new information bec:ames available. 4 hrs All billing disputes shOultl be brought to the attention of your HP Direct Customer Services Team. Customer Services will then work with HP's internal Finance Department that can resolve the disputes. The Ananoe Department will research the dispute, including gathering purchase order information from your CSR; While customers may request that bills be submitted in a batch, aJI records are individually maintaililed by order number. Complete order information follows the order throughout the fUlfillment process, and can be traced to each separate process to determine the source of any errors and the necessary action for resolution . 35ot42 121 ·-.-.. -·-·----- -----·--·--·--... -·--·--·-----·-·--- The resolution will be communicatet:Mo the customer by the Finance Department. Any credit due will be processed by your GSR, In the event tllat HP has maintained an Incorrect price, acklitional researoh will be pet'fonned to determineifte extent of error. Billing adjustments will be made as necessary. Escalation Procee The services glQbal eq•qn prooeas 11 a y.io~wlde pr~ss that is. initiated when it is determine.a that HP't Sflll'tdal'Q ~ dell~J'V ~s have not~llvered or will not deliv~r an aceeptat;>!e IO)uUQn to WSCNNASpo a!'lq ~$C!A ~~patl.ng ~ a~~or procurtng (fntltles In an agree(i..upon time fren'le. The Escalatkm ,f11t'ooed .Jneludes<tthe JctlQwlng steps: 1. Formatlon. of~n r_.,, 2. Ocwelqpment Of Ta'dlntell Mon Plan 3. Communication of Actfqn Plan 4. Execution of Action Plan 5. PQSt7IOlutlon R,0Ylaw . 8: COnttnual'tmAro~f· 7~ The.&acala1km lfeam When it has been determined that a problem has arllan and need$ to be resolved, an Escalation Team Is formed to menage lssu• resolutfQn. The Escalation Team is cempriSed of technical and management ~.frQm ttP •. Tbis ~Is ~~ble. for developing an ~qn pJan to be used in resolving the issuet. M\vnb«r8 d the~0t1Team of\tn Include: · · ' '? ' '< ' ,'' 'c ' • Esoalattoo M&naoemen~nts the customer to HP, teads theesealatlon effort and tti the fOcal polntfor'tommunlcattoo of'~ J)lah to the cutm>rner: • Escalation Speclaltu-asslsts with the development andcoordi!'IEltiOn of th&technical·•Pl!Ctt .Qt;ftle acJIQn 5*m, .. . , • • ""~~~.; .\."=2 .... ·'. ·.::.:,., ··•'fi.W· .. ,···. th ... · . ..,.,._....,.ii~. e .k&..."-.. e.r · · · tee.' 1rMait'{ -··~"'""~n~~f~·· 1':~,.,~ . . ~ f'fl.,..nrot,... .. coordi!'la e.ng. ng and partner resou..-.W~ problems Involving multlpJe produ~SEtt'-·. . ... . . . • : Ackltttonal. ·a.ddaQ to the Escalation Tamto:atl81~"Riffc·pmiUet·~a required in &!'IY given n. These re10urces may:include: Engineermg, Delivery Pat1Tiers, HP Man$,gement and Executives, Esalalion Categod11 There are three aategwtes of escalation: • Local t~oo. • Regional escalation • Global escal&tlon Escalation categories are driVen by a customers' Vlaw of the situation. If the Impact on the customer Is local (that is, within one area/country) the escalation cate90ry is loeaf: If the impact is across a number of areas/countries within one region, the category is regional. If the impact is across a number of areas/countries In mQre tt.lan °"' region, the category is global. Once the escalation category has been determined, an Action Ptan can be developed. Issue Resolution In the event of a customer eatisfaction issue, the customer's first point of contact is the Primary Account Representative/Contract Program Manager or the Account Manager. This individual engages the necessary resources In the local service delivery unit, obtains the support of management in the local customer bosiness dlstrret, and keeps tfle concerned sales organization updated on progress. Most Issues are resoll/ed readily at the local level. If needed, the situation is escalated to executive management at the territory or U.S. level. 36 of 42 122 • • • • EXHIBIT C -VALUE·ADDED SERVICES Contact HP, or visit the HP website, for further details on these Services: Installation Training Self-Maintainer Program Asset Management Imaging Factory Services for Servers and Storage HP Lease Financing Information Individual Purchasing Entities may enter in to lease agreements for the Products covered in this Master Price Agreement, If they have the legal authority to enter into these types of agreements without going through a competitive process. The lease agreements were not reviewed or evaluated as part of the RFP evaluation process. HP sample lease documents can be found under the "Information Center" link available on HP's WSCA-approved website at www.hp.com/buylwscaiii . 37 of42 123 ·····~·---··--··--------- ·-·-·-· • • EXHIBIT D-HP SOFTWARE LICENSE TERMS 1. LICENSE GRANT HP grants Customer a non-exclusive, non-transferable license to "Use", in object code form, the Version or Release of the HP Branded Software delivered from an HP accepted order. For purposes of this. Agreement; unles8 otherwise speelfied In the Slt, •use" means to install, store, load, execute, and display one eopyof the Software on one deVice at a time for Customer's internal business purposes. Customer's use·of sueh Software ls subject to thus lleense terms, the applltabte Use restrictions and authorizations, and applicable lieensetl locations for the Software specified In SLl(the RSoftware Lleense"). The usage terms specified In the SLI for HP Branded Software Will not be materially more reH'letlve than the Use defined in this au~. For non.,HP Branded Software, the third party supplier's license teml& and ule restrictions found in the SLt Will solely govem its use. 2. OWNERSHIP This Software Ucer,se confers no title or ownership and. is not a sale of any rights in the Software. Third-pafty suppliers are intended 13an~ underihls A~reetnent and lndependentty may protect their rf0ht8 in-the Software in the event of -an, tntrtngement. All rights not expressly granted to Custamer are resel'Ved solely to HP or its suppliers. 3. ACCEPTANCE Customer accepts Software upon delivery. 4. UPGRADE~ Softwal&Versfons or malntenane&~, ilavatleble, .may be omered separately or may be a~ilable through Software Suppart. HPreservesithe rigbtto require additional lleenses and fees for Software Version1:1.or separate!y purdlased maintenance updates or for lJse of the Software In conjunction with upgraded Hardware or Software. When Customer obtains a lleense for a new Software Version through Software SuppaJt·or purchases an· upgrade lleense to a new Version, Customers software Ucense for the earlier version shall terminate, SOft\Yare Versions are subject to the lieensatel'mslln effed.-on the date that HPdellvers or makes the Version available to Customer . 5. LICENSE RESTRICTIONS a. Use f\tsfrl!t!ft .. Customet·may notexceedthenumberoflicenses, agents, tiers, .nodes, seats. or other Use restrictions or authorizations agreed to·and paid for by Customer. Some Sottware may require license keys or contain other-technical protection measures. Customer acknowledges that MP may monltor Oustomer's·compliance With Use restrictions and authorizations remotely, or otherwise, If HP makes a lieense msnegement·program available Which records and reports lleense usage information, Customer agteet to appropriately install, configure and execute such lleense management program begmning no .later than one hundred and eighty (180) days from the date It: is made available to Customer and continuing for the period that the software is used. b. Cooy msl &ta~tlen. Unless otherwise permitted by HP, Customer may only make eoples or adaptations of the Software for archival purposes or when copying or adaptation Is an essential step in the aJ.JthQri.zed Use of the. Software. 1.f Customer makes a copy for backup purposes and installs suCh COPY on a backup device, unless otherwise provided in the Sll, Customer may not operate 'ucfl t:>ackup installation.of the Sof\'Wai:e without paying an additianal lleense fee, except in cases Where the original device becomes inoperable. If a copy is activated on a backup device in response to failure of the original device. the Use on the backup device must be discontinued when the original or repla<::ement devlee becomes operable. Customer may not copy the software onto or otherwise Use or make it available' on. to, or through any public or external distributed network. Licenses thatatiow·Use over customer's Intranet require restricted access by authorized users only. c. Coovcighl Notice. Customer must reproduce all copyright notices that appear in or on the SOftware (including documentation) on all permitted copies or adaptations. Copies of documentation are limited to internal use. d. Desigo!je<i SV§ttm. Notwithstanding anything to the contrary herein, the Soft\Yare License for certain Software, as identified in SLI, is non-transferable and for Use only on a computer system owned, controlled, or operated by or solely on behalf of Customer and may be further identified by HP by the combination of a unique number and a specific system type ("Designated System") and such lieense Will tetmfnate il'I the event of a change in either the system number or system type, an unauthorized relocation, or if the Designated System ceases to be within the possession or control 38 of 42 124 ---·-·-·------------·--·--------------·-----------· --·---· ·--.----.. __________________ ............... ·-···---------···-·--------· of Customer. e. OS Sofl.wa[t!. Operating system Software may only be used when operating the associated Hardware in configurations as approved, sold, or subsequently upgraded by HP or an HP Business Partner. f. Changes. Customer will not modify, reverse engineer, di$anemble. de(;rypt1 decompile, or make derivative WGtks Of the Software. Where Customer has other rights mandated under $UUute, Customer will provide HP with reasonably detailed lnformatlon regarding i!IDY Intended modlflcatlons .• reverse engineering, disassembly, decryption, or decompilation and the purposes therefore. g. Use for Service .PmviSjOO. Extending the Use of Software to an)':P9111on orentitv other than Customer as a funotlon ofprovJding servloes, (i.e.; making the Software available;through .a commerclal timesharing or service bureau) must be authorized in writing by HP mtor to~ use and may require additional licenses and fees. h. C<Qy!tant Ute.agg Acgss. Subject. to the termaandtxmdlt!Ansaf ~ Agree~nt, ~~r may ~ltaconsulhlnt or aubcontractor to Use Software at the~ location for• u purpose of proViding services to Customer. Customer wiQ be ret"'*ble and ~Y 1fable to HP for consultanfs' compQance with this Agreement. · 6. LICENSE TERM AND TERMINATION Unless a different time period for the license is specified In the applicabre SU or quotation, , .the SOfl.ware license granted to Customer will be perpetual, provided however that HP mat fertnlttate the Sof\Ware license upon notice w failure to complywlth this Agreement:. lmmtdtatalp upon 'tennfnation of ~'SOfl.ware Ucense or upon expiration of any mdlvld\lal limited temi license, Customer will destroy the sottwer•-and an copies of the Soft\Nare tubject to the termination or expiration .orretum them to HP. Customer shall remove and destroy or return to HP any copies of the SOftwerEI that are' merged into edaptatlons, except for individual pieces or data in Cqttomer's database •. ·0U1tomer mlJy Nt'31n -aneoopy-of the Sl>ftware subsequent to termination solely torarchivalpurposes.'Ofily,. Al HP's. request, • CUston'tir will certify In writing to HP that Customer has compiled with these requirements~ 7. LICENSE TRANSFER Customer~,-oot~ne, .Sftn,·4ransfel\'rent. orr.fease l'le 15ofl.ware or ~~~se to any~f)!llty-.except ae1permitted in this sdoa Exceptas p.roYkts.cMn1~eetfonrt.o~. HP Brudtd. Software licf:mes are transferable subject to HP'&~or,wrftten authO!imtion,amtpayment to HP of any appllcabte fees or compllance,wlth applicable third·party terms. Upon:transfer of the Software License Customer's rights under the License will terminate and customer will immediately deliver the Software and all coples to the transferee. The transferee must agree In writing to the terms of the software License, and, upon such agreement, the transferee will be considered the "Customer" for purposes of the license terms. Customer may transfer firmware only upon trantfer -of the associated Ha~. 8. U.S. FEDERAL GOVERNMENT USE If the Software it; licensed for use in the performance of a U.S. Government mtme cbntract or sul:lcontract, Cuttomer agrees that, consistent with FAR 12.211 and 12.212. oommerctal computer Software, computer Software documentation and technical data for commerctat items are licensed under HP's standard commercial license. 9. COMPLIANCE Customer agrees that HP may audit Customer's compliance with the Software License tet'm9. Ally sueh audit would be at HP's expense, re(luire reasonable notice, and would be performed during normal business hours. If an audit reveals underpayments then Customer will lmmediately pay HP such underpayments together with the costs reasonably incurred by HP in connection with the audit and seeking compliance with this sub-section. 10. WARRANTY HP Branded Software wlll materially conform to its Specifications. If a warranty period is not specified for HP Branded Software, the warranty period will be ninety (90} days from the deli'lery date. 11. VIRUS WARRANTY HP warrants that any physical media containing HP Branded Software wm be shipped free of viruses. • 12. WARRANTY LIMITATION 39 of 42 125 • ---·--------------·---·----q-----~ HP does not warrant that the operation of Software will be uninterrupted or error free, or that Software will operate In Hardware and Software combinations other than as expressly required by HP in the Product Speclflcations or that Software will meet requirements specified by Customer. 13. EXCLUSIVE REMEDIES If notified of a valid warranty claim during the warranty period, HP w~I. at its option, correct the warranty defect for HP Branded Software, or replace such Software. If HP is unable, within a reasonable time, to complete the correction, or replace such Software, Customer will be entitled to a refund of the purchase price paid upon prompt return of such Software to HP. Customer will pay expenses for return of such Software to HP. HP will pay expenses for shipment of repaired or replacement Software to Customer. This sub-sectton 13 states HP's entire liability for warranty claims. 14. IMPLIED LICENSE There are no Implied licenses • 40 of 42 126 •• • • ---· -·--··--·-·-·----------------- EXHIBIT E -AUDITS MPAB27164 SALES AUDIT PLAf:{ The •HP" 2009~2014 WSCA/NASPO Personal Computer and Related Devices Centract. $ales Audit Ptan• specifies the saleS audit plan and sale audit report format, as it applieS t9 Se.ctlon 46.A of the Master Price Agreement 827164. Audit Purpoae: To confirm and ensure contract compliance. The audit wm confirm il the agency paid the PSS discount price or a lower price in accordance with Section 13, Price Guarantee. AudltResponatblfity: HP WSCA Primary Account Representative/Contract Pqram Manager(HP Program Management) AuditOonducte.d: Weekly Audit Results Tlmeframe: Provided to WSCA/NASPO Administrator Quarterly as required by \NSCA/NASPO. Audit Process Step 1 On a weekly basis the HP WSCAINASPO Contract Program Manager wiH obtain two reports; 1) summary activity (total number of orders) and 2) weekly orders. Thesa reports wilt be used to pull one tenth of one percent (.001) of orders weekly. Step 2 The HP WSCAINASPO Primary Account Representatlve1Contraet Program Manager wlP pull at random one tenth of one percent of orders covering all Bands within the PSS; If Procured Step. 3 The HP WSCAINASPO Contract Program Manager will pull the onllne ~ of Pul'Qhase Order and lnvoioes-based on the random one tenth of one percent t>f Ottin,-seleeted Ste!? 4 The information on the Purchase Order and invoice will be dO<;Umented in an excel file. Step B The HP WSCNNASPO Contract Program Manager will compare the pricing on the fine item detail rtPort in compari$on With the Purchas.e Order/Invoice li)nd HP WSCA/NASPO Contract PSS Discounts in an excel file and compile audit results. Step G The HP WSCA/NASPO Contract Program Manager win provide the WSCA/NASPO Administrator in,email, as noted in the Mandatory Meeting on 3/31, the following Information covering a Quarter of the aboVe audit detalflresults: 1. Total Number of Purchase Orders during the timeframe 2. Total Number of Purchase Orders/Invoices audited based on the one tenth of a pereent or no more then 100 purchase orders/invoices if there are more then 100,000 orders. 3. Results In a brief summary Step 7 HP will request approval by the WSCA/NASPO administrator on the format of the first submission of the sales audit to ensure this meets with the guidelines of the WSCAINASPO administrator. Step 8 The HP WSCAINASPO Contract Program Manager will provide the final documents and results to the HP Contract Operations team for our records . 41 of42 127 ···---··-------·--·-··--------·-···------·-·-···-· WEB§ITE PRICING AUDITS Website Pricing Audits as it applies to Section 46.A, of the Master Price Agreement B27164, is specified below. HP: has different team member& that:aUl.\'llt 1Ae pricing and weblites. First, 1Ae WNPSP Mk1 1~ etete etaAdlilrdB pricing is monitored and ti~ated by a set of team members daily and weekly and these are also monitored by the HP Cbntract Program Management tu_m and if1slcte sale, teams on an ongoing basis, monthly and quarterly, e.ee below SChedUlfJ. Ne~. -it. ~SS °'hll~ file thatM~ w1ll. create fer the new WiCA contract is . .tieEi .to the then current HP list price and cateuory rarcentages for each Band as noted in the -HP PSS 4~tmt structure, Which autamatictllly generates the pricing fed to the website to calculate the ptlc;ing. As you may know with emerging technology, the list price can change weekly se this a.itemated feattire ensures the pre<alol.dated priciAg Is flowiAg accurately to the website. In addition to the aaJt)S ad plan sttached to this reepoose, the HP Program Management' team is instltutiAg an additiena5 webde audit that will be conducted bi-monthly on the PSS and monthly covering both the WNPBP aAB '8.tlilte .SPeciflc Standards website prieing as noted on the below schedule. As a normal ·course Gf li)USfnau, HP eontrad operatiOns and compliance teams conduet spot checks. aAd internal Mila-teeflsure comfi)fiance through a variety of internal audits, which Will alsQ contiriue. J-:IP ~·~,CC>n'.llliance Mlriously and ev.en has an entire team dedicated • to Govem~t;~1~~~$ and CQfl'.lplian~. • 42 of 42 128 • • • ·---------·------·-··-·-··········--····-----. Addendum to Moster Price Agreement Beiween Hewlett Padcwd C01J¥¥!ny And State of Minnesoto, Materials Monosemti111t OMslon Representing the Wester11 States Contracfing Alliance {WSGA) ond the Nafionol Assodalion of State.Procurement0#fldal$ (NASPO) LeaP State C011troct #: 821'64 ExecJllwi .on: July 2, 2009 July 23, 2009 Page l of 2 This Master Price Agreement Addendum governs Hewhttt P~Comeanr's (hereinolter "CONTRACTOR") use ol the NASPO/WSCA name and logo during the term ol this Master Price ~t ond omendments to this Moster Price Agreement. CONTRACTOR moy w. the name and logo only 0$ 181 fof1h below. •Any dt not_,,,.ssfy permitted herein is prohibited, and such use l10llSflrutes o moterlal bteocb of the Moster Price ~with the Lead ~tate and all Partkipafin9 State£ 1. CONTRACTOR may •ploy the N.ASPO/WSCA name and 1090 on the lace of the Master Prtt:.A,,.....,,t, indudlng alf electronit OnJ hord copy versions. 2. CONTRACTOR and Its~ resellers, and agents moy dlsploythe NASPO/WSCA names ondlog0s on o web site as o "elide on" linlc to the Moster Price Agreement. No other ua of the lotlOs or mmres is pormilted on any web site, except as permitted In paragraphs f and 3. 3. With, and only with, prlol' written approval of the lead Stale Conttact AdmlnWrotor, CONtllACTOR moy odvertlse the Moster Price Agreement In pub/katlons and promolioncrl motericrla aimed at state and local gowmment entities eligible to we the Master Price Agreement. The sole focus.and Intent of wch oclwirtisements must be to increase parlidpallon In the Moster Price Agreement. The NASPQ/WSCA names moy be used and the logos disployet:l In the or:lvettlsement ONLY os it relates to IM Moster Price Agreement. The Leod State Contract Administrator's approval must encompass the content and appearance olthe advertisement and the media In which the advertisement will appear • 4. C:OM'RACTOR may not make explicit or Implicit representations concemlns the opinion ol NASPO/WSC:A, the Lead State, or any Portlcipofing State regarding COM'RACTOR or its product# or servke$. This r'8$h'ktlon Includes general use ol the NASPO/WSCA names and logos NOT directly linked to or related to this Mosler Price Agreement. 5. CONTRACTOR must ensure that its sub<ontractors, resellers, and agents adhere to the terms al thl$ Addendum, and CONTRACTOR is responslhle For any breach by these entitle$. 6. CONTRACTOR must Immediately cease oil use of the NASPO/WSCA names and logos If directed to do so In writing by the Lead State Contract Administrator, and CONTRACTOR must ensure that lrs wb-contractors, re- setlers, and agents immediately cease all use. 1. CONTRACTOR moll not make, or permit its subcontractors, reseDers, or agents to make, any alterations to NASPO's or WSCA 's names or logos (including characters, style and colors) and CONTRACTOR shall not use or permit the use al NASPO's or WSCA's names or logos in a manner or context that could adversely affect NASPO's/WSCA 's integrity, goodwill, or reputation. 8. Upon termination or expiration ol the Master Price Agreement, CONTRACTOR and its sub-contractors, re· sellers, ond agents must cease all use of the NASPO/WSCA names and logos; except that, CONTRACTOR may use the NASPO/WSCA names For reference purposes in a descriptJon ol ii$ prior experience. SIGNATURE PAGE -NEXT PAGE 129 July~!009 Addendum to Moster Price Agreemenf Between Hewfett f'.adfarsf,Compony And Stole of Minnesota, Materials Management Div1rion Representing the Western States Contracting Allictnce CWSO\J and "1e NoMmol Assodation of State Proonemenr Offitt't:tls (NASPO) l.ecd$ta1et:ontroct#: 827164 E~ec:ufedon: July2, 2009 130 • • • • • • / ~ ~ . fnBB•ut• MATERIALS MANAGSllllENT DIVISION WSCA/NASPO Contract A<iministration 112 Administration Building 50 Sherburne Avenue St. Paul, MN 55155 Fax: 651.297.3996 TTY: MN Relay Service 1.800.627.3529 http:/fwww.mmd.admjn.state.mn.us AMENCJMISNT NUMBliR: ONE (1) TO CONTRACT NUMBER: 827164 THIS AMENDMENT 1$ by and betwee11 Ute State of Minneso~. actrng througtl 1$ commissioner of Admln16tratlon, and on befttiff of the WSONNASPO fl.ead Statej and Hewlett Packard Company. Hewlett-Packard Company, 11445 Compaq Center Drive W, HOu&ton; TX "17070 (Contractor). ' WHEJU!AS, the lead State has a Contract with the Contractor Identified as No. 827164, effective September1, 2009, through August 31, 2'012, to provide diredf..from-manufacturer personal computer equipment, peripherals and related iervices; and WHEREAS, Minn. Stat. § 16C.03. subd. 5, affords the commissioner of Administration, or delegate pursuant to Minn. Stat. § 16C.03, subd. 18, the authority to amend contracts; and WHEREAS, the terms of the Contract epecltically state that the Contractor shall provide the basic warranty coverage as listed in Its PSS. The MP-Dranded Products 8Vl!lilable in Bands 1 through 7 have a manufacturer standard warranty period that r&flfJ" ~one year to three years. (Bands 1. Servers: 2. Workstations; 3. Printers; 4. Storage Solutions; 5. POA'f; 6. lnstrt'.ldtional and Public Safety Bundles; and 7. Monitors) NOW, TMEfitEPORE, it is agree by the parties to amendment the Contract as fellows: 1. The Contractor may.offer one-year and/or two-year warranties tor each Band of equipment provided in addition to the three-year warranty currently being offered. The Contractor shall show these as options when configuring a system/obtaining a quote, a& a reduction in the cost of the equipment. This Amendment is effective beginning on the date that the final required signatures are obtained, and shall remain in effect until August 31, 2012, or until the Contract is canceled, whichever occurs first. Except as herein amended, the provisions of the original Contract tietween the parties hereto are expressly reaffirmed and remain in full force and effect. Intentionally Left Blank September, 2010 Amendment Number: One (1) Page l of 2 Pages to WSCA/NASPO PC Contract No. 827164 with Hewlett Packard Company 131 ----------------·----······ MATl!i!l!!llALS MANAGl!!MENT DIVISION WSCA/NASPQ Contra~Aelmlttistration • 1 t! Adllinisfa(iOn Building 50 Sher®me Avenue St. Paul, MN 55156 Fax: 651.297 .3996 TTY: MN Relay Service 1.800.627.3529 llttp:/twww.mffid.admin.sta.te.mn. us IM WITNESS WHEREOF, the pal'tles have oaused this Amendl'hent,to ba duly executed Intending to be bound thereby. Title: AcguislttgR SupaNiltlt Date: ,, .. ' .. 9/4.. c/14 "'*" . J Titte: ______ ....::::.......,... ____ _ • Dme: ~~~~~~-----~...::......--~ September, 2010 Amendment Number: One (1) Page 2 of2 Pages • to WSCA/NASPO PC Contract No. B27164 with Hewlett Packard Company 132 . • • • WSCA/NASPO Centra1ct Administration 112 Administi:atiQn Building 00 Stler!>ume Avenue St Paul, MN 55155 Fax: 651.297.3996 TIY: MN Relay Service 1.800.627.3529 http:/lwww.mmd.aamin.state.mn.us .W$CAINA$PO PC Contracts 2001 .. 2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICI!$ MASTER P"f;E AGREEMENT NUMBER 827164 AMENDMENT NUMBER Z THIS AMENQM&tlf is by and between the State of Minnesota. acting throt.19h is commissioner of Admlnistcatl~. for the WSCAINASPO rlead State") and Hewlett Packard Company (Contractor). WHEREAS, the Lead Slafe hes a Contmct With the Contractor identified as No. 827164, effective September 1, 2009, through August 3t,2012, to pravlde direct..ffom..manufacturer personal computer equlpmelltrmd related' devices, SOftware and serv!Ces; and WHEREAS, Minn. Stat. § 16C.03, subd. 5, affords the commissioner of Administration, or delegate pursuant to Minn. Stat § 16C.03, subd. 16, the authOrlty to amend contracts; and WHERl:AS, the terms of Jhe Contract speeifically state that the contract may be amended per agreement by 6oth patties. NOW, THEReFORI:, tt IS agree oy the. parties to amendment the Contract as follows: 1. Contract is extended through August 31, 2014. 2. The configuration limit of ser\!ers and storage may be increased up to $500,000 If this limit is approved by the State in their Participating Addendum. 3. The Premium Saving Package "Intent to Participate" document may be eliminated IF participation in the Premium Savings Package is approved by the State in their Participating Addendum. 4. SOOtlon 57, is hereby modify to state, *Contractor's involvement with E-Rate will be through Contractor's authorized Reseller Agent SPIN numDers only, utilized for K-12 procuring entities that receive E-Rate funding. This Amendment is effective beginning on September 1, 2012, or upon the date that the final required signatures are obtained, which~ver occurs later, and shall remain in effect until August 31, 2014 or until the Contract is canceled, whichever ooours first. Except as herein amended, the provisions of the original Contract between the parties hereto are expressly reaffirmed and remain in full force and effect. Amendment Nwnber: 2 Page 1 of 2 Pages to WSCA PC Contract MN B27164 with Hewlett Packard Company 133 V\f$CNNA$PO Contract Adrqintatration •. 112 AdminiStldtm Building Date: .·1Qi12Ql2 By: ~~~~~~~~~~~- Title: ____ ..___ ______ ~~------- 50 Sherburne Avenue St Paul, MN 55155 Fax: 651.297.3996 TIY: MN Relay Service 1.800.627.3529 http:ltwww.mmd.admin.stattll.mn.us 2. ~ StAl'IE. . . lllATElllAlS DANAGl!MENT DIVISION iltn~With Minn. Stal§ 160.03, Subd. 3. By:~~./u__z_ Title: Acqwsltion Management SpeciaUst Dat&;· .. ·. j. ?/i/ Ir;_ j Amendment Number: 2 Page 2 of 2 Pages to WSCA PC Contract MN B27l64 with Hew1ett Packatd Company 134 • • • • • MATeNALS MANACJEMENT DIVISION WSCA-NASPO Contract Administration . · .112 Administration Building 50 Sherburne Avenue . st Paul, MN 65155 · · Fax: 651.297.3996 TIY: MN Relay Service UID0.627.3529 · http://www,mmd.admln.&tate.mn.ys . WSCA-NASPO PC Contracts 2009-2014 . . · COM:PUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER 8%1164. AMENDMENT NUMBER 3 · . . . THfS AMEND111$1T is by and between. the State of Minnesota, acting through is eommlssioner of Administration, for the WSCAINASPO ("Lead State") and Hewlett-Packard Company (Contraetor). . WHEREAS, the Lead State has a Cqntract with the Contractor Identified as No~ B27164, effective September 1, 2009, through August 31; 2014, to provide direct-from-manufacturer personal eomputer equipment and related devtceS, 'Software and services; and · WlfBRBAS, Minn. Stal§ 16C.03, subd. 5, affords the oommissloner of Administration, or delegate pursuant· to Min~. Stal§ 16C.03, subd. 16, the authority to amend contracts; and · . WHEREAs, the terms of the Contract IPeoifically state that the contract may be amended per agreement by both parties. · · · NOW, THEREFORE. It is agree by tile parties to arnendment the Contract as follows: 1. Contract is ext8~ through December s1, 2014. · Thia Amendment Is effectlVe beginning on S1:tptember 1, 2014, or upon the date that the final requiied signatures are obtained, Whichever occurs tater, and shall remain in effect until December 31, 2014 or until the Contract Is canceled, Whichever occurs first · Except as herein amended, the provisions of the original Contract between the parties hereto are expressly reaffirmed and remain in full force and effect. · · · · · · IN WITNESS WHEREOF, the parties have caused this Amendment to be duly exectJted intending to be bound thereby. 1. CONTRACTOR HEWLETI-PACKARD CO. The Contractor certifies that the ·ate person{s) have · ex.outed hlil document on behalf e Contractor as required . by le bylaW$, , or ordinances. . By: ~u.a.cu.....a'-'4'-++~~---- Title:}fflfYiae~ J}Me-(1wf$tJ'f's,~cr:Q?} . Date: ~ dS:;k>J1 . . . .· .. ey: -~-~----~--- Title: -...--0-----------"-- Date: ._· ----------- 2. LEAD STATE MATERIAL.s MANAGEMENT DIVISION 4;z::_-··· Title: Acgyjsition Management Specialjtij . Date: _?..1...6....;./..1..b~'/-1-fC.;...· _....;._ __ · _ 3. LEAD STATE COMMISSIONER OF ADMINISTRATION Or delegated representative. · Original signed By: ------~--__;=----- Date: ___ __;;..Jl:J=l ..... -..... 9.._.20f~'--- By Lucas J. Jannett 135 • • • 136 • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: San Jacinto Branch Line Ad Hoc Committee Mark Lancaster, Right of Way Manager THROUGH: Anne Mayer, Executive Director SUBJECT: Recommendations for Private Uses and Utilities on Commission Property SAN JACINTO BRANCH LINE AD HOC COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Receive an update to the Perris Valley Line (PVL) license resolution; 2) Authorize staff to move forward with negotiation of rates as outlined in the staff report for private use licenses; and 3) Authorize the Executive Director, pursuant to legal counsel review, to execute license agreements along the San Jacinto Branch Line. • BACKGROUND INFORMATION: • The San Jacinto Branch Line (SJBL) was acquired in 1993 from the Atchison, Topeka, and Santa Fe Railway, currently known as Burlington Northern Santa Fe (BNSF). As a part of the acquisition, the Commission inherited over 600 licenses, leases, and easements covering private, government, and utility-owned facilities. In June 2011, the Commission authorized staff to negotiate new rental rates for private uses and utilities, including the following: • Terminate licenses for abandoned facilities; • Resolve unauthorized encroachments by licensing to be consistent with current Commission terms or clearing the encroachment from the right of way; and • Update or terminate existing licenses with non-compliant uses. For all existing private uses, a graduated rent schedule was implemented: one-third of the rent in the first year, two-thirds the second year, and full rent for the third year and every year going forward . Agenda Item 10 137 The review was split into two sections: the PVL and the San Jacinto remainder. The PVL was prioritized due to the upcoming commuter rail project. The PVL extends from Highgrove near the city of Riverside to the Interstate 215 in the city of Perris. The San Jacinto remainder extends east of the 1-215 to the city of San Jacinto. The following provides an update on the resolutions for the PVL private uses and utilities. Resolution of Private Uses on the PVL Residential uses include houses, carports, gazebos, a paved driveway, sheds, storage boxes, awnings, fencing, and a cacti patch. There were a total of 36 residential uses identified and the resolution status is as follows: • Nine property owners have obtained a license from the Commission. • • Fifteen property owners have removed their personal property from the right of way . As part of being a good neighbor and to help avoid potential costly eviction litigation, the Commission offered a lump sum up to $500 for owners that removed the items from the Commission property by a certain date. Fourteen owners submitted receipts for costs incurred while removing the encroachment from the right of way. The total reimbursement cost provided by the Commission to date is $6,834. Nine property owners have chosen to abandon their personal property. The Commi~slon obtained a signed Certificate of Al;>.andonment form· ·aUowing the Commission to remove and dispose of the property from the right of way. • Two property owners have purchased the portion of the right of way from the Commission where the encroachment previously existed. • One property owner has been uncooperative and Best, Best, and Krieger is currently proceeding with a Trespass Notice. Commercial uses include buildings in the right of way, agricultural, parking, storage, spur tracks, and billboards. There were a total of 12 commercial uses and the resolution status is as follows: • Eight property owners entered into license agreements with the Commission. • Two property owners chose to vacate the right of way. • Both billboard companies have been resolved: o The license with Tesoro Media has been terminated since the Commission no longer owns the piece of land where the billboard is located. Agenda Item 10 138 • • • • • • 0 Lamar Advertising Co. (Lamar) entered into an agreement with the Commission and the rent is based on 25 percent of its gross advertising income. In exchange for Lamar removing billboards in conflict with the PVL at no cost to the Commission, the Commission agreed to remove the minimum payment requirement. Therefore, revenues from Lamar will vary based on economic conditions. Non-Profit organizations include the Boy Scouts who have a recreation area on the right of way in the city of Perris. The Commission's consultant is still working with the Boy Scouts to determine if the Boy Scouts will execute an updated license or remove the facilities from the right of way. The adjacent fee property owner is the county of Riverside. If the county chooses to license on behalf of its tenant, this will be moved to the member agency category. Privately owned service lines uses include water, sewer, electric, gas, communication, and drainage lines benefiting residential, commercial and non-profit organizations adjacent to the right of way. There were a total of five privately-owned service line uses, which have all been terminated as part of the resolution process. Below is a chart summarizing the status of these uses: Use Type Licensed Removed/ Abandoned/ Active Purchased Impasse Total Terminated Terminated Negotiations R/W Use Type Use Type Residential 9 15 9 2 1 36 Commerci 9 2 1 12 al Non-Profit ---1 1 Privately -5 --1 -5 Owned Service Lines Total 18 22 10 1 2 1 54 Based on the current results above, the Commission will potentially collect a total of $149,734 in rent beginning year three after the graduated rent schedule is completed. The nine residential private uses make up a small portion of the total at $2,278. The nine commercial private uses will generate $147,456. This number also includes 25 percent of the gross revenue for Lamar, $57,735, which will change annually based on its revenue totals. Residential Gates on the PVL In addition to the abovementioned uses, there were 28 residential gates along the PVL that provided illegal access to the right of way by vehicle or foot. Each of the property owners were Agenda Item 10 139 sent a trespass notice on September 1, 2011, notifying the property owner that walking or driving on the right of way is unsafe and illegal and must discontinue the use immediately. These notices were delivered via certified mail and a signature was required. A subsequent field inspection identified several property owners were still accessing the right of way through the gates. An additional trespass notice was mailed on July 23, 2013, reminding residents not to access the right of way illegally. Resolution of Utility Uses on the PVL There are three types of users that have utilities along the PVL: private utilities, public utilities, and member. Private utilities such as Southern California Edison and Southern California Gas and Public Utilities such as Eastern Municipal Water District (EMWD) and Metropolitan Water District {MWD) are charged an annual license fee and an annual $200 administrative fee. Member agencies are agencies represented on the Commission Board. Riverside County Flood Control District • At the April 11, 2011 meeting, the San Jacinto Branch Line Ad Hoc Committee requested that staff approach Riverside County Flood Control District (RCFCD) and determine if RCFCD would enter into a cooperative agreement where neither entity paid fees for the use of the other's property. Negotiations of a reciprocal agreement were delayed due to high priority • negotiations between the Commission and RCFCD that affected the Moreno Valley March Field (MVMF) station for the PVI.: project. Commission staff met with RCFCD staff on July 21/ 201'4, and the initial reception was favorable. Documentation for a proposed agreement is underway. Contacts with Utilities Since the approval of the policy recommendations on June 8, 2011, the Commission's consultant has been in contact with each private and public utility company and member agency along the PVL. Each entity has been provided with a copy of the Commission's adopted policy for licensing. Two processes are underway with each utility: l. Facility verification 2. Master license agreement (Ml.:A) review and execution To avoid any potential delays with the PVL project, MLA discussions have been temporarily placed on hold with several entities to avoid any relocation delays that could impact the project construction schedule. These entities are Verizon, AT&T, Southern California Gas Company, Southern California Edison, and the city of Perris. PVL relocation activities recently concluded with Verizon and AT&T and efforts to negotiate an MLA are now underway. Agenda Item 10 140 • • • • Facility Verification A list of facilities, either licensed, observed in the field, or observed on as-built drawings, was provided to each utility company asking to verify their facilities. To date, facility verification has been received from 13 entities. Verification for an additional 2 are almost complete and are anticipated to be finalized within the next month. Facility verification for the remaining entities will be addressed once legal counsel advises the efforts will no longer affect the PVL project. MLA Review and Execution In order to minimize the overhead associated with administering numerous licenses, the Commission proposed a MLA that will consolidate multiple facilities into one agreement. The MLA template has been provided to all of the utility companies for their review. Although all of the utility companies have been under license on Commission property, these utility companies are raising concerns about signing a new license. The new licenses represent rental fees consistent with current market rates and updated indemnification and insurance clauses . To date, the MLA has been executed by Charter Communications, Time Warner, Sunesys, EMWD, and WMWD. The agreement for Questar should be finalized and executed soon. The Commission solicited legal counsel's assistance in resolving the issues raised by utility companies about signing the MLA. Below is a summary of the progress to date: #at Facility Agreed Utility Review Comments Facilities Complete to MLA Charter 4 Communications x x Signed MLA Sunesys 9 x x Signed MLA Time Warner 7 x x Signed MLA EMWD 22 x x Signed MLA WMWD 4 x x Signed MLA Questar 1 x x To be finalized soon MWD 1 x MLA in negotiation Verizon 12 x Legal counsel engaged AT&T-Dist. 10 Legal counsel engaged AT&T-Trans. 1 x Legal counsel engaged Agenda Item 10 141 Kinder Morgan 1 x On hold for PVL SCE 56 On Hold for PVL SCE-2 x On Hold for PVL Communications SCG 19 On Hold for PVL County of Licenses were for at-grade crossings Riverside* 4 x N/A no longer in use. County confirmed licenses could be terminated. Most of these facilities are tied to Caltrans* 6 x Oleander Swap. The Commission's consultant is currently working with Caltrans to resolve. City of Riverside-40 Negotiations for Master ROE in Public Utilities* process City of Riverside-16 Negotiations for Master ROE in Public Works* process City of Perris* 27 On Hold for PVL Total 242 *Member Agencies San Jacinto Remainder The Commission's consultant reviewed the Commission's licenses and conducted field inspections of the San Jadnto remainder. These. efforts resulted in identifying the following: Private Uses • Six residential uses along the San Jacinto remainder. Only one facility is licensed and the other five uses appear to be encroachments. • Forty nine commercial uses along the San Jacinto remainder, including eleven spur tracks and four billboards. Thirty one of these facilities are licensed and the other seventeen appear to be encroachments. • Thirty four privately owned service lines such as irrigation, electric service drops, etc. with transverse crossings and one running longitudinally along the right of way. All but one facility is currently licensed. Private and Public Utilities • One hundred eleven private utility facilities, sixty-four public utility facilities, and fifty- four facilities where the facility owner needs to be identified. Of these facilities, one hundred forty-five are licensed and eighty-four are encroachments. Agenda Item 10 142 -------~ • • • • • • Member • Twenty-seven facilities for member including the county of Riverside, the cities of Hemet and San Jacinto, and Riverside County Transportation Department. Of these facilities, twenty-three are licensed and four are encroachments. RCFCD • Eight facilities owned by RCFCD. These facilities will be included in a no-fee MLA once the memorandum of understanding between the Commission and RCFCD is finalized. The following chart summarized the San Jacinto Remainder facilities: Existing Licenses Encroachments Total Uses Residential Uses 1 5 6 Commercial Private uses 33 16 49 (Includes Spur Tracks and Billboards) Privately Owned Service Lines 34 1 35 Private & Public Utilities 145 84 229 Member 23 4 27 RCFCD 5 3 8 An analysis of comparable sales has been completed for the private users. The comparables found for residential properties in the area resulted in a fair market value of $1.50 per square foot. The comparables found for commercial properties in the area resulted in a fair market value of $3.50 per square foot. In comparison, fair market value for the residential properties along the PVL was $8.00 per square foot and the commercial properties was $10.00 per square foot. The rental rate was then calculated at 8 percent of the land value, which is an industry standard and the same approach as the PVL. This resulted in a current market rental value of $0.12 per square foot for residential land and $0.28 per square foot for commercial/industrial land. These values will be used when calculating fair market rent for the private users along the San Jacinto remainder. The following policies, which were Commission approved on June 8, 2011, will also be used when calculating fair market rent for private licenses: • Residential rates -based on 25 percent of fair market rent for vacant residential land. • Commercial rates -based on 100 percent fair market rent for vacant commercial/industrial land since they are operating on a for-profit basis. • Non-profit rates -based on 25 percent of fair market rent for vacant commercial/industrial land . Agenda Item 10 143 • Privately owned service line rates -based on 25 percent of the $4.00 and $5.00 per linear foot value calculated for private and public utilities. The rates will remain the same for the public and private utilities as was used along the PVL for crossings. These rates are consistent with industry standards regardless of across the fence values. The proposed next step is to approach the right of way users along the San Jacinto remainder as has been done along the PVL. For private uses, staff will prepare a letter to each property owner to explain options regarding use of Commission property. For utilities and member agencies, the additional facilities will be added to the existing MLA. Attachment: Agenda Item 8E, "Policy Recommendations for Utility and Private Use Licenses on Commission Property" -June 8, 2011 Agenda Item 10 144 • • • • I • • ATTACHMENT 1 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: June 8, 2011 TO: Riverside County Transportation Commission FROM: San Jacinto Branch Line Ad Hoc Committee Min Saysay, Right of Way Manager THROUGH: Anne Mayer, Executive Director "SUBJECT: Policy Recommendations for Utility and Private Use Licenses on Commission Property SAN JACINTO BRANCH LINE AD HOC COMMITTEE AND STAFF RECOMMENDA T/ON: This item is for the Commission to: 1) 2) 3) Approve the revisions to the RCTC Right of Way Policies and Procedures manual to include the policy recommendations for utility and private use licenses on Commission properties; Authorize staff to move forward with negotiation of market value rates on utility and private use licenses; and Authorize the Executive Director, pursuant to legal counsel review, to execute utility and private use licenses and agreements. BACKGROUND INFORMATION: The San Jacinto Branch Line (SJBL) was.acquired in 1993 from the Atchison, Topeka and Santa Fe Railway, currently known as Burlington Northern Santa Fe (BNSF). As a part of the SJBL acquisition, the Commission inherited over 600 licenses, leases, and easements covering private, government, and utility-owned facilities such as pipelines, wire lines, and cables. As part of the Commission's property management efforts, the following tasks were undertaken in the past five years: • Reviewed acquisition documents of the SJBL to determine property rights and obligations; • Inventoried, catalogued and scanned all contracts provided to the Commission by BNSF; and • Established the RCTC Global Application (RGA) database to include extensive information regarding the Commission real estate holdings (approximately 40 data fields captured for each contract). For the segment of the SJBL from Highgrove to the Interstate 215 crossing south of Perris, the following activities were performed: Agenda Item 8E 145 I • • • • • • • • • • • • • Reviewed over 335 Commission property licenses, leases, and easements; Performed field inspections on all reviewed contracts, including capturing global positioning system coordinates and taking pictures of each above ground facility; Obtained and reviewed as-built plans and other mapping from major utility companies; Met with major utility tenants to verify and reconcile existence of facilities; Conducted potholing to positively locate underground facilities; Created aerial photographs showing existing licensed areas and encroachment; Surveyed right of way boundaries in key locations; Provided utility information to the Perris Valley Line design team to assist in identifying project conflicts; Conducted market surveys to determine fair market rent for the rail right of way; Consolidated 19 billboards into one contract and increased annual revenues based on the appraised value; Pursued and collected approximately $400,000 in unpaid lease revenue from BNSF; Negotiated with a major water agency for use of the Commission property, which resulted in increasing the compensation from $171,000 to $1.1 million; and Terminated 31 contracts located along right of way that is no longer owned by the Commission. Resolutions recommended to be undertaken for all licenses include: • Bringing contract rents up to fair market value; • Upgrading licenses to be consistent with current Comml~sfon Hcense terms; • Updating or terminating existing licenses with non-compliant uses; • Resolving unauthorized encroachments; and • Terminating licenses for abandoned facilities. All tenant agreements will be upgraded to reflect current Commission license terms. Existing licensees will not be required to pay the $6,000 deposit (authorized by existing policies), processing fees, or any one-time fees when upgrading their existing license to meet current Commission license terms. Agenda Item 8E 146 • • • • • • All Licenses will contain termination clauses with a 30-day notice and insurance requirements, which will minimize the Commission's liability. Licenses will be revised to reflect any rental rate change or when there is a need for updated language. The contracts have been divided into two categories. The first category includes public, private, and member agency utilities. The second category is private use, which includes individuals, businesses, and non-profit organizations. Utilities Current Fair Market Value After extensive research, including discussions with other railroad agencies, specifically Metropolitan Transportation Authority (MTA) and BNSF, a fair market annual rate for utility crossings of $4 per linear foot for wire line license values and $5 per linear foot for pipeline license values was determined by staff to be fair market value. For longitudinal utility uses that generally run parallel with existing railroad tracks and occupy a specific area within the right of way, an across-the-fence methodology was utilized. Using various database programs to locate recent commercial/industrial sales, vacant land values are estimated at around $10 per square foot. The proposed rent for the railroad right of way was calculated at 10% of the land value based on discussions with appraisers that are familiar with this type of land valuation and comparison to other railroad agencies. The fair market value for longitudinal utility facilities was determined by staff to be $1 per square foot ($1 O per square foot x 10%). Utility Policy Recommendations The utilities were grouped into three types -public utilities (governmental agencies), private utilities (shareholder owned), and member and other exempt agencies. The Commission's existing policies have a provision to ensure annual license rates are based on fair market value. It was recommended to incorporate the following utility policy recommendations: • Utility crossing annual rates will be calculated at fair market value per linear foot based on the actual length of the crossing and a standard width of 1 O feet. • Longitudinal utility annual rates will be calculated at fair market value per square foot for industrial/commercial land. • Land values and rates will be reviewed at least every five years, and more frequently if appropriate. • A base fee of $200 per year for administrative costs will be charged for each license in addition to the calculated rent. • New utility appurtenances associated with new licenses, such as guy wires, anchors, and service drops, will be charged a one-time fee of $500 per facility. Existing appurtenances will not be charged . Agenda Item 8E 147 • • The Commission member and exempt agencies will be charged a $1 annual rental fee, and will not be charged an annual administrative fee. These member agencies will be prohibited from subleasing without written approval from the Commission or for a profit. This recommendation acknowledges the member agency relationship with the Commission and has been past practice. Charge fair market rent to private and public utilities for their use of Commission property. On April 11, 2011, utility policy recommendations for the Commission's property were presented to the San Jacinto Branch Line Ad Hoc Committee for consideration. Two items were raised by the Ad Hoc Committee for staff follow-up based on these utHity policy recommendations: 1) Whether or not it is appropriate for public utilities to be charged the same rate as private utilities; and; 2) Whether or not Riverside County Flood Control District (RCFCD) should be considered exempt from paying fair market value due to its relationship with the County, a member agency. Staff considered the Committee's comments and made the following recommendations: • • Staff continues to support charging public utilities fair market rent. Paying fair market value for use of property is part of the public utility cost structure. There is no reciprocal agreement or relationship between the Commission and public utilities. Public utilities charge the Commission fees for Gornmission requests. RCFCD's Board is comprised of the same individuals as the Riverside County Board of Supervisors; however, it is a separate entity from the county of Riverside. RCFCD was established in 1945 by an Act of the California Legislature as a regional drainage authority for Western Riverside County. RCFCD is a special district and receives funding from property taxes, developer fees, and cost sharing arrangements with other governmental entities. Currently RCFCD charges the Commission standard fees and processes the Commission's requests in the same manner as a private entity. Staff acknowledges the benefit of a relationship with RCFCD and recommends negotiating a mutually beneficial cooperative agreement with RCFCD, in which the Commission would waive fees charged to RCFCD for use of Commission property if RCFCD would be willing to reciprocate the relationship. Current fair market rent for Commission property used by RCFCD is $76,333 per year. Private Uses Current private uses of Commission property include the following: • • • Backyard landscaping; Sprinkler and irrigation systems; Patios, garages, gazebos, and other permanent structures; Agenda Item 8E 148 • • • • • • • • • • • Parking and shade overhangs; Billboards; Access roads; Commercial agricultural uses, including associated irrigation equipment; and Industry spur tracks . Current Fair Market Value For private uses, an across-the-fence methodology was utilized. Using various database programs to locate recent vacant land sales, residential land values are estimated at about $8 per square foot, and industrial/commercial land values are estimated at about $10 per square foot. The proposed rent for the railroad right of way was calculated at 8% of the estimated land value based on discussions with appraisers that are familiar with this type of land valuation and comparison to other railroad agencies. Private use fair market value annual rates are recommended to be calculated based on prices per square foot as follows: • • Residential Uses -$0.64 per square foot for residential land (8% of the estimated fair market value of $8 per square foot) Industrial/Commercial Uses -$0.80 per square foot for industrial/commercial land (8% of the estimated fair market value of $1 O per square foot) Private Use Recommendations As part of the review, it was determined that over 60% of the private uses do not have a current license or the license is not compatible with the current use of the property. In addition, the majority of the residential private users are not paying rent. Many of the encroachments and unauthorized uses were in place prior to the Commission's acquisition of the SJBL. Over time, the ownerships of the adjacent private properties have also changed and most owners are unaware of their unauthorized use of Commission property. As a public agency, the Commission has a responsibility to minimize liability and safety issues. Uses of Commission property without an agreement or owner liability insurance represent significant liability and safety risks. Also, if no rent is charged for a private use, it sets a negative precedent for others to use the Commission's property without authorization. The Commission has a fiscal and social responsibility to be good stewards of its property. Residential Permanent Structures -There are currently five residential permanent structures on Commission property including houses, carports, gazebos, and a paved driveway that are not authorized. One of these uses, the paved driveway, is in conflict with the future construction of the PVL. The other uses are not in conflict. Agenda Item 8E 149 Residential Temporary Structures -There are thirteen residential temporary structures on Commission property including sheds, storage boxes, awnings, and fencing. Four of these uses are in conflict with the future construction of the PVL. These are backyard extensions including fencing, sheds, storage, and a cacti patch with an additional area to load/unload building materials. For the uses of Commission property in conflict with the PVL, staff recommends delivering a trespass notice to the owner requiring removal from Commission property no later than 120 days from the date of the notice. These uses of Commission property are unauthorized and illegal and the Commission does not have any obligation to compensate the owners for removal of their items on Commission property. However, to help avoid potential costly eviction litigation, staff recommends including an offer to pay a minimum of $100 and up to $500 (based on documentation of actual costs) for owners who remove their items from the Commission property by a specified date. For residential uses of Commission property that are not in conflict with the PVL, there is some benefit to the Commission as the Commission does not have to pay to maintain the land. Staff recommends proceeding with negotiating a license with owners at 25% of fair market rent, which would be $0.16 per square foot ($0.64 per square foot x 25%). Commercial Permanent Uses -There are two commercial permanent uses on Commission property. Both of these have buildings in the right of way. Neither of them • are in conflict with the future PVL. • Commercial Temporary Uses -There are eleven: R~,mmer.Gial tempor~ry uses on Commission property including agricultural, parking, storage, spur tracks, and billboards. None of these are in conflict with the future PVL. Commercial users are operating on a for-profit basis. Therefore staff recommends proceeding with negotiating a license with commercial use owners at full fair market value rent of $0.80 per square foot. Some spur-track uses may be exempt from fair market rent due to the operation agreement with BNSF. An appraisal has been conducted for the billboard uses and negotiations with the billboard owners are currently underway. Non-Profit Organizations -There are two non-profit organizations currently utilizing the Commission's right of way. One is the Boy Scouts that have a recreation area on the right of way in Perris. The other non-profit organization is Orange Empire Rail Museum (OERM), which currently has two licenses. OERM's us~ of the property is unique and is being negotiated through a separate agreement that is outside the scope of this policy. Staff recommends assessing 25% of commercial fair market value for the Boy Scouts and future non-profit uses that would be $0.20 per square foot ($0.80 per square foot x 25%). Utility Service and Drainage -There are seven utility service and drainage uses including water, sewer, electric, gas, communication, and drainage lines for property Agenda Item 8E 150 • • • • owners adjacent to the right of way. These are privately owned service lines of which three benefit residential properties, two benefit commercial properties and two benefit non-profit organizations. There are no conflicts with future construction of the PVL. Although they are utility uses, they do not represent the same level of property impact or risk that a utility company's facilities do. Staff recommends proceeding with negotiating a license at 25% of the utility fair market rent, or $1.25 per linear foot ($5 per linear foot x 25%) for pipeline uses and $1 per linear foot ($4 per linear foot x 25%) for wire line uses. Residential Gates -There are five residential gates that provide illegal access to the right of way by vehicle or foot. Three of these gates, two pedestrian and one vehicular, are on private property but are likely to be blocked by the PVL sound wall. Staff recommends delivering a trespass notice to the owner instructing the owners to discontinue use of the gates due to safety issues, and informing them that future PVL improvements may block access to the gates. The remaining two gates, both pedestrian, are on Commission right of way as part of the backyard improvements. Staff recommends incorporating a provision in the license agreement that specifically prohibits gates and requiring removal of the gates as a condition of granting the license. For all existing uses, staff recommends a graduated rent schedule -one third of the rent in the first year, two thirds of the rent in the second year, and full rent for the third year and every year going forward. For new uses, the licensor would be charged full rent from the beginning in accordance with Commission policies . All tenant agreements will be upgraded to reflect current Commission license terms. Existing licensees will not be required to pay the $6,000 application fee (authorized by existing policies), processing fees, or any one-time fees when upgrading their existing license to meet current Commission license terms. An administrative base fee of $200 per license will be charged one time every five years in addition to the calculated rent for residential and non-profit users. An annual administrative base fee of $200 per year will be charged to commercial users. Land values and rates will be reviewed at least every five years, and more frequently if appropriate. Uses of Commission property that have significant liability or impact to the Commission's use of the property are outside the scope of this policy and will be negotiated through separate agreements. Next Steps The next steps for the contract review include: • Implement the policy recommendations and rental rates as described for utilities and private uses; Agenda Item 8E 151 • • Continue the contract review on the San Jacinto Branch Line remainder and other Commission-owned properties; and Update the RCTC Right of Way Policies and Procedures manual, Property Management chapter, once recommendations have been approved. Agenda Item 8E 152 • • • Riverside County Transportation Commission Contract Review: PVL Update and San Jacinto Remainder Status By Epic Land Solutions, Inc. October 8, 2014 market value rates on u 1 e acilities a ong the Perris Valley Line (PVL) (red) have been reviewed and facility owners have been contacted to update licenses and remove unauthorized encroachments. OERM Line (blue) is in the process of being transferred to the city of Perris. The facilities along the San Jacinto Remainder (purple) have been reviewed, but facility owners have not yet been contacted. ; u -.., i "'~~ Epic Land Solutions, Inc. , 10/9/2014 1 • License -An agreement with a termination date • Lease -Basically the same as a license • Easement -A permanent right • Contract -A license, lease, or easement • Encroachment -An unauthorized use by anyone not having an agreement for such use • Tenant -An occupier of the right of way via license, lease, easement, or encroachment • Non-Compliant -A use by a tenant with an existing agreement, for which the use is not authorized by the license or lease Epic Land Solutions, Inc . .; Contract Review Objectives • Minimize Commission liability • Identify all private, government, and utility owned facilities • Update existing licenses/leases, including annual revenues and insurance, to accommodate current facility configurations • Identify encroachments and non-compliant uses • Issue new licenses for encroachments acceptable to the Commission • Remove encroachments unacceptable to the Commission • Terminate licenses/leases for abandoned facilities ,, Epic Land Solutions, Inc. 4 10/9/2014 2 Private Uses Epic Land Solutions, Inc~ Adopted Policies On June 8, 2011, the Commission approved the following policies for private licenses on Commission property: • Residential rates -based on 25 percent of fair market rent for vacant residential land. • Commercial rates -based on 100 percent of fair market rent for vacant commercial/industrial land since they are operating on a for- profit basis. • Non-profit rates -based on 25 percent of fair market rent for vacant commercial/industrial land. • Privately owned service line rates -based on 25 percent of the $4 and $5 per linear foot value calculated for private and public utilities. Epic Land Solutions, Inc~ 6 10/9/2014 3 Adopted Policies (Confinued) • For all existing uses, a graduated rent schedule will be applied: ~ 1/3 rent first year ~ 2/3 rent second year ~ full rent for the third year and every year going forward • $200 fee for administrative costs ~ charged to residential and non-profit users every five years ~ charged to commercial users annually • Land values and rates will be reviewed at least every five years, and more frequently if appropriate Epic Land Solutions, Inc'!' Resolution of Private Uses Along The PVL U$el'ype Li<:ense,d Removed/ Abandoned/ :tetminated ::r~rmi~ated Residehrfiitc ,,~ 9 '15 Co-mmen:::fal 9 2 ,' !'l~o·e~!i(, Privately Owoed , s,rvtee pre~ 1,S 22 • Based on the current results above, the Commission will potentially collect a total of $149,733 in rent beginning year three after the graduated rent schedule is up. • Residential private uses rent total is $2,277 • Commercial private uses rent total is $147,456 • This number includes 25 percent gross revenue for Lamar, $57, 734, which will change annually based on their revenue totals. Epic Land Solutions, Inc~ 7 8 10/9/2014 4 Resolution of Private Uses Along The PVL • As part of being a good neighbor and to help avoid potential costly eviction litigation, the Commission offered a lump sum up to $500 for owners who removed their items from the Commission property by a certain date. • Fourteen owners submitted receipts for costs incurred while removing the encroachment from the right of way. • Total reimbursement cost provided by the Commission to date is $6,834. "" Epic Land Solutions, Inc. PVL vs San Jacinto Remainder Private Use Type · PVL • Residential Use (34) •Commercial Use (m) Spurtracks (6) •Billboards (1) ?Ml Privately Owned Service Lines (5) Non-Profit (1) San Jacinto Remainder Epic Land Solutions, Inc. fll" • Residential Use (6) • Commercial Use (34) Spurtracks (n) •Billboards (4) m Privately Owned Service Lines (34) 9 IO 10/9/2014 5 Private Use Fair MarkefRent PVL Residential FMV = $8.00/sf (a) @ 8 percent (b) = $0.64/sf San Jacinto Remainder Residential FMV = $1.50/sf (a) @ 8 percent (b) = $0.12/sf Commercial/Industrial FMV = $10.00/sf (a) @ 8 percent (b) = $0.80/sf Commercial/Industrial FMV = $3.50/sf (a) @ 8 percent (b) = $0.28/sf (a) Based on comparable sales in the area. (b) Rental rate was calculated at 8 percent of the land value, which is consistent with industry standards. Epic Land Solutions, Inc'!' Rental Rates For San Jacinto Private Uses Residential Commercial Billboards Privately Owned Service Lines % ofFair Fair Market Market Rent Rent $0.12 sq/ft (a) 25% $0.28 sq/ft (b) 100% 25 percent Gross Advertising Income (c) $4.00 linear/ft (d) (Wire line) $5.00 linear/ft (d) (Pipeline) 25% (a) 8% of the estimated fair market value of $1.50 per square foot for vacant residential land Adjusted Rental Rate $0.03 sq/ft $0.28 sq/ft $1.00 linear/ft (Wire Line) $1.25 linear/ft (Pipeline) (b) 8% of the estimated fair market value of $3.50 per square foot/or vacant industrial/commercial land (c) Agreed upon fee per the terms of Commission/Lamar Advertising license {d) As per utility rates adopted by Commission on June 8, 2011 ;' Epic Land Solutions, Inc. 10/9/2014 11 12 6 Summary of Current Contracfand Proposed Annual Rent for San Jacinto Private Uses #of Licenses/ Current Encroachments Contract Rent Proposed Rent (a) Residential 6 $0 $96 Commercial 34 $44,676 $80,459 Billboards 4 $1,745 TBD Based on Gross Advertising Income Non-Operational Rail; termination of Spur Tracks 11 $1,405 licenses is recommended since spur tracks are not in use. Privately Owned Service 34 $100 $6,749 Lines Total 89 $47,926 $87,304 (b) (a) As the project progresses, some licenses or encroachments may be identified for termination and therefore will not be charged the proposed rent. {b) Does not include potential rent from Billboards. ,,, Epic Land Solutions, Inc. Private and Public Utilities and Member Agencies Epic Land Solutions, Inc~ 13 14 10/9/2014 7 Private and Public Utilities and Member Agencies • Private Utility Facilities include those owned by shareholder companies such as Southern California Edison and its predecessors. • Public Utility Facilities include those owned by government utilities, such as Eastern Municipal Water District. • Member Agencies are agencies represented on the Commission Board and Caltrans. ,. Epic Land Solutions, Inc. On June 8, 2011, the Commission approved the following policies for utility and member agency licenses on Commission property: 15 • Utility crossing rental rates will be based on FMV ($4-wire lines and $5- pipelines) per linear foot based on actual length of the crossing and a standard width of 10 feet. • Longitudinal utility rental rates will be calculated at 10 percent of FMV per square foot for vacant industrial/commercial land. • Fee of $200 per year for administrative costs will be charged for each license. • New utility appurtenances associated with new licenses, such as guy wires, anchors and service drops will be charged a one-time fee of $500. Existing appurtenances will not be charged. • Land values and rates will be reviewed at least every five years, and more frequently if appropriate. , Epic Land Solutions, Inc. 10/9/2014 8 Riverside County Flood Control District At the April 11, 2011 meeting, the San Jacinto Branch Line Ad Hoc Committee requested that staff approach Riverside County Flood Control District (RCFCD) and determine if they would like to enter into a cooperative agreement where neither entity paid fees for the use of the other's property. Negotiations of a reciprocal agreement were delayed due to high priority negotiations between the Commission and RCFCD that affected the Moreno Valley March Field (MVMF) Station for the PVL Project. Commission staff met with RCFCD staff on July 21, 2014 and the initial reception was favorable. Documentation for a proposed agreement is underway. RCFCD has 18 facilities along the PVL and 8 along the San Jacinto remainder. ; Epic Land Solutions, Inc. Resolution of Private Utilities Along The PVL Communications 4 x x x x x ,. Epic Land Solutions, Inc. 10/9/2014 17 18 9 10/9/2014 Resolution of Public Utilities Along The PVL ,, Epic Land Solutions, Inc. 19 Resolution of Member Agencies Along The PVL , .. oleandenswap. TheCllinmission1s 'r' consulta9ti~;turrently W,or,~.fllSwit~;,; . . C:altrans t · •••·• •·· Negotiations f 1 In'.'. 20 ,, Epic Land Solutions, Inc. 10 Summary of Current Contracfand Proposed Annual Rent for San Jacinto Remainder Utilities #of Current Licenses/ Contract Proposed Encroachments Rent Rent Private Utility 111 $7,480 $43,409 Public Utility 64 $100 $37,399 RCFCD 8 $500 $3,521 (b) Unknown (a) 54 $0 $100,847 Grand Total 237 $8,080 $185,176 (c} (a] To be determined after contact with Public/Private Utilities. (b) Proposed Annual Rent if Co-Operative Agreement is not entered into. (c) As the project progresses, some licenses or encroachments may be identified for termination and therefore will not be charged the proposed rent. Epic Land Solutions, Inc. II" Utilities Along San Jacinto Remainder Private Utilities Public Utilities · .unkno~ 165 ,, 21 Epic Land Solutions, Inc. 22 10/9/2014 11 Member Agencies Along San Jacinto Remainder ,, Epic Land Solutions, Inc. Proposed Next Steps for the San Jacinto Remainder • Private Uses: ~ Send a letter to each property owner to explain options regarding use of Commission property. • Utilities and Member Agencies: ~ Additional facilities will be added to the existing MLA. , Epic Land Solutions, Inc. 10/9/2014 23 12 Staff Recommendations • Authorize staff to move forward with negotiation of rates as outlined in the staff report for private use licenses. • Authorize the Executive Director, pursuant to legal counsel review, to execute license agreements along the San Jacinto Branch Line. ,, Epic Land Solutions, Inc. 10/9/2014 13 • • • RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: October 8, 2014 TO: Riverside County Transportation Commission FROM: Aaron Hake, Government Relations Manager THROUGH: Anne Mayer, Executi.ve Director SUBJECT: State and Federal Legislative Update STAFF RECOMMENDATION: This item is for the Commission to receive and file the State and Federal Legislative Update. BACKGROUND INFORMATION: State Update State policy Reform Efforts Make Progress;~ Continue The year began with the introduction of two major documents by the Brown Administration: the State Smart Transportation Institute (SSTI) independent review of Caltrans and the California Transportation Infrastructure Priorities (CTIP) interim recommendations, which is discussed briefly below. Both of these documents represent efforts by the Administration to take a holistic look at California transportation policy and structure. The Commission and other self-help counties expressed initial questions and concerns regarding the direction of SSTI and CTIP efforts, however California State Transportation Agency (CalSTA) and Caltrans have been inclusive with a diverse array of stakeholders as they have vetted policy recommendations to act on the SSTI and CTIP reports. Commission staff has been a party to several meetings of subgroups that grew out of both reports on topics including: tolling, the State Transportation Improvement Program (STIP), design standards, and innovation. The Commission's participation, along with other self-help agencies, assisted in crafting consensus recommendations on statewide tolling policy and increased transparency of the STIP. Looking ahead, two major topics remain on the table for the Administration's CTIP effort: creation of a pilot program for road-user charging (RUC), and the question of lowering the threshold for voter approval of transportation sales tax measures below two-thirds. Road User Charge (RUC} Pilot Program On the Governor's desk is SB 1077 (DeSaulnier), a bill that would authorize a RUC pilot program (also known to some as vehicle miles traveled (VMT) or mileage-based user fee (MBUF)), much like the program that has been extensively tested in Oregon for several years with bipartisan Agenda Item 11 153 support. As of the time this report was written, it is unclear how the Governor will decide on SB 1077; however a CTIP subgroup of stakeholders has spent the year crafting proposed parameters of such a pilot program. The purpose of testing such a program is to hone the design and identify potential benefits and challenges of transitioning California's transportation funding system away from the gasoline excise tax, which is nearly unanimously agreed to be a broken way to pay for infrastructure. If SB 1077 is approved by the Governor, Commission staff will be seeking feedback from Commissioners regarding the pilot program, as its results will have significant implications for residents of Riverside County. Voter Threshold • For a few years, there has been chatter about amending the law to reduce the two-thirds requirement for voter approval of special tax measures for transportation (and other purposes). Many suggestions have focused on lowering the threshold to SS percent, which is the same as for school bond measures. General taxes are only subject to a SO percent+l threshold. This conversation has been driven by industry stakeholders due to the lack of any realistic opportunity for increased revenue for transportation from the state or federal governments and the successful track record of self-help counties in delivering projects and maintaining the trust of voters. Recent transportation sales tax measures in Alameda and Los Angeles Counties failed by a few hundred votes, despite breaking the 66 percent mark. With Proposition 1B bond funds fully expended and the federal Highway Trust Fund, (HTF) on month-to-month life- support, a major reduction in public works investment -and all of the consequences thereof -• is at hand. Members of the Commission previously spoke against any reduction in the two-thirds threshold and expressed concerns about the state shifting taxing burdens to local government without offering other relief from state regulations or other mandates. Acknowledging these concern, staff advises that is likely this issue could pick up momentum in 201S as the CTIP process moves forward and the Commission should be prepared to engage in negotiations relating to the parameters of any "deal" that is made to reduce the voter threshold. Commission-Sponsored legislation Signed by Governor Brown Governor Brown signed both pieces of legislation sponsored by the Commission this year. SB 9S3 (Roth} was signed in late August, which gives the Commission and San Bernardino Associated Governments (SAN BAG} authority to enforce parking rules at its Metrolink stations. More recently, the Governor approved AB 1721 (Linder}, which provides toll facility operators across California to charge a reduced-rate tolls on ultra low-emission vehicles (ULEV} such as electric cars and plug-in hybrids. This bill provides more flexibility than current law, which requires toll-free passage to low-emission vehicles displaying green or white stickers issued by the DMV. In its original form, AB 1721 specifically addressed the Commission's Interstate 1S Express Lanes project. The purpose of the initial bill language was to ensure that the Commission could finance 1-lS without paying potential risk premiums on its debt due to the • Agenda Item 11 1S4 • • • rapid growth of the electric vehicle market (and therefore incur unknown losses of toll revenue and decreased ability to manage congestion on 1-15). The original bill would have allowed the Commission to charge a full-rate toll to green-and white-stickered vehicles. In policy committee, the bill was amended to have a statewide focus. Additionally, the amended bill allowed the Commission and other toll operators to charge a "reduced" toll rate to green-and white-stickered vehicles. The amount of reduction in the toll rate is not specified in AB 1721 and will be subject to the Commission's ultimate toll policy. AB ·1721 achieves multiple objectives for both the Commission and for the Brown Administration. For the Commission, the bill protects the 1-15 Express Lanes project by ensuring that at least some revenue will be captured from a fast-growing segment of the automobile market that is currently exempt from paying any tolls whatsoever on 1-15. Second, the ability to charge a toll to electric vehicles, even if it is reduced, continues to provide an economic incentive for drivers to opt for alternate modes of transportation or travel at non- peak periods, allowing the Commission to use the express lanes as a congestion management tool. This also helps fulfill one of the Governor's priorities: protect California's environment by encouraging alternate modes of travel. The Governor touted AB 1721's signing as one in a suite of bills the Governor approved that will promote the electric vehicle market and also reduce greenhouse gas emissions. The policy contained in AB 1721 has also been incorporated into draft policy proposals by the CalSTA CTIP workgroup on a comprehensive statewide policy on tolling. Commission staff is pleased that AB 1721 was able to become a vehicle that simultaneously fulfilled statewide and local objectives. Credit is owed to Assemblyman Linder, his staff, and Assembly Transportation Committee Chairwoman Bonnie Lowenthal (D-Long Beach) and her committee consultants for helping craft the bill and guide it to the Governor's desk. The Governor's approval of both SB 953 and AB 1721 adds another string of legislative successes to the Commission's recent portfolio of activity in Sacramento: Agenda Item 11 Allows reduced rate tolls to be charged to electric vehicles on 1-15 Express Lanes. 2014 Authorizes RCTC to enforce parking at Signed by Governor Metrolink stations. 2011 Expresses Legislature's support for TIFIA Approved, Chaptered loan for SR-91. 2010 Authorizes design-build for SR-91. Signed by Governor 2008 Authorizes express lanes on 1-15, Signed by Governor bonding authority for 1-15 project. 2008 Transfers SR-91 tolling franchise rights in Signed by Governor Riverside County from OCTA to RCTC, 155 authorizes RCTC bonding and tolling authority for SR-91. Reconstitutes SR-91 Advisory Committee 2007 Transfers SR-91 tolling franchise rights from OCTA to RCTC, provides bonding and tolling authority to RCTC for both SR-91 and 1-15. Died in Assembly Appropriations Committee On the same day as AB 1721 was signed, the Governor also signed AB 2013 (Muratsuchi), which increased the number of green stickers available from 40,000 to 70,000. These stickers allow bearers to drive in High Occupancy Vehicle (HOV) lanes regardless of the number of occupants in the car and also drive on certain toll lanes. All 40,000 green stickers had been issued by May 2014; the final FY 2014-15 state budget included a temporary boost to the sticker limit (up to 55,000) to keep up with the market for ULEV vehicles until AB 2013 could make its way through the legislative process. The Governor has until the end of September to sign or veto bills sent to him by the Legislature. As of the writing of this report, several transportation-related bills still awaited the Governor's decision. A verbal report will be given to the Commission on the outcomes of bills on which the Commission has taken positions. Federal Update Congress Approves Continuing Resolution to Keep Government Open With bipartisan votes in both the House and Senate, a continuing resolution (CR) to keep all functions of the federal government operating through December 11 has been approved by President Obama. This sets up action for the "lame duck" session of Congress that will occur after the General Election. In December, the outgoing Congress will need to decide how to fund the government through the remainder of FY 2015. Congress' options range from a longer-term CR through September 30, 2015, an intermediate-length CR, or to actually conference and pass the regular appropriations bills that have been produced by House and Senate Appropriations Committees. In the short term, at least, there will be no further politicization of funding for government programs such as transportation prior to the election. House Committee Approves Rail Reauthorization Act The House Transportation & Infrastructure Committee unanimously approved a four-year reauthorization of the Passenger Rail Improvement and Investment Act of 2009 (PRllA) at flat funding levels. The bill contains several provisions relating to efficiencies in the Amtrak system, project delivery acceleration, and partnership with states. The bill, also known as the Passenger Rail Reform and Investment Act of 2014 (PRRIA) focuses heavily on the northeast corridor • • between Boston and Washington, DC -the most heavily traveled intercity rail route in the • Agenda Item 11 156 • • • nation. Commission staff will conduct a more detailed analysis of the bill in the coming weeks for potential impacts to the Commission's interest in future daily Amtrak service between Indio and Los Angeles. PRRIA must go to a vote of the full House and the Senate must before a conference committee can be convened. A full timeline of these next actions is not yet known. Congressman Lowenthal Introduces Federal Freight Legislation Representative Alan Lowenthal (D-Long Beach) introduced the "Economy in Motion" Act, which would establish a federal funding source and grant program for freight projects. The bill creates a 1 percent tax on the value of transportation of goods to fund the program and evenly divides the revenues between a nationally competitive grant program and a formula-based program to states. Representative Lowenthal estimates that "Economy in Motion" would generate $8 billion annually. Commission staff does not recommend taking a position on this bill at this time, given the late hour of the Congressional session and the likelihood that discussions of new revenue for transportation will take place after the General Election. However, the bill does align with longstanding policies of this Commission that favors a dedicated source of federal revenue for freight projects, especially grade separations, and a formula-based program that recognizes the severity of impacts in high-volume freight networks such as in Southern California. Representative Lowenthal has a deep understanding of goods movement issues across Southern California dating back to his chairmanship of the Senate Transportation & Housing Committee during his tenure in the State Legislature. Then-Senator Lowenthal introduced multiple bills creating state revenue sources for goods movement projects, including specific grade separations in Riverside County. "Economy in Motion" is consistent with his previous efforts on this topic; staff and lobbyists will continue to engage with Representative Lowenthal on this important topic. Attachment: Legislative Matrix Agenda Item 11 157 • SB 1228 (Hueso) SB 1390 (Correa) AB 2036 (Mansoor) SB 1451 (Hill & Roth) AB 2651 (Linder) \ • RIVERSIDE COUNTY TRANSPORTATION COMMISSION -POSITIONS ON STATE AND FEDERAL LEGISLATION -September 2014 This bill continues the existence of the TCIF indefinitely in order to receive funds from I Enrolled and presented to the non-Proposition lB sources, and governs the distribution of non-Proposition lB funds. Governor. (September 8, 2014). This bill would create a new conservancy program within the State Coastal I Enrolled and presented to the Conservancy for the purpose of acquiring lands within a half-mile of the Santa Ana Governor. River riverbed in order to preserve open space, provide recreational opportunities, and enhance the overall condition of the Santa Ana River. Supporters of the bill intend I (September 4, 2014). for the conservancy program to be a vehicle to accept funding from grants and other sources of revenue to protect, promote, and restore the Santa Ana River for the benefit of the residents of the Inland Empire and Orange County. Several conservancy programs exist throughout the state, including the Coachella Valley Mountains Conservancy. No state funding is provided by SB 1390. SUPPORT SUPPORT IN CONCEPT Existing law authorizes certain toll facilities on public highways. This bill would In committee: Set, second I OPPOSE UNLESS authorize a toll facility to be initially implemented on a public highway within the hearing. Hearing canceled at the AMENDED boundaries of the County of Orange only if the toll facility is approved by a 2/3 vote of request of author. the electorate in the county, and would define "public highway" and "toll facility" for (April 28, 2014). these purposes. An act to amend and repeal Section 21177 of the Public Resources Code, relating to I Set, first hearing. Hearing environmental quality. This bill would require the alleged grounds for noncompliance canceled at the request of shall have been presented to a public agency prior to the close of the public hearing author. (May 6, 2014). on the project if the grounds for noncompliance were not known and could not have been known with the exercise of reasonable diligence during the public comment period or if no public comment period was provided by CEQA. The bill would limit the standing of a person objecting to the project prior to the close of the public hearing on the project before the filing of notice of determination to an action or proceeding challenging a project for which no public comment period was provided by CEQA. This bill would prohibit weight fee revenue from being transferred from the State I In co'.11mittee: Set, first hearing. Highway Account to the Transportation Debt Service Fund or to the Transportation Hearing canceled at the request Bond Direct Payment Account, and from being used to pay the debt service on of author. (April 21, 2014). transportation general obligation bonds. 158 SUPPORT SUPPORT • July 9, 2014 July 9, 2014 April 9, 2014 April 9, 2014 April 9, 2014 HR29 (Gomez) AB 2728 (Perea) AB 515 (Dickinson) AB 2197 (Mullin) SB 785 (Wolk) This non binding resolution of the State Assembly expresses opposition to "outsourcing I Read. Amended. Adopted. of public services and assets, which harms transparency, accountability, shared (Ayes 44. Noes 22. Page 4332.) prosperity, and competition." The resolution also supports, "processes that give (April 3, 2014). public service workers the opportunity to develop their own plan on how to deliver cost-effective, high-quality services." The resolution references the Taxpayer Empowerment Agenda (TEA), a proposal by a group called "In.the Public Interest", which is a project of a national coalition known as the Partnership for Working Families. This bill would prohibit weight fee revenue from being transferred from the State I In committee: Set, second Highway Account to the Transportation Debt Service Fund or·fo the Transportation hearing. Held under submission. Bond Direct Payment Account for the purpose of payment ofrthe debt service on (May 23, 2014). transportation general obligation bonds, and would also prohi!:lit loans of weight fee revenue to the General Fund. This bill pertains to CEQA reform. AB 515 proposes to require the courts to specify actions, which must be taken by an agency to remedy CEQA violations and a timeframe within which those violations must be taken. This bill would require that temporary license plate system be developed by the Department of Motor Vehicles {OMV). AB 2197 would require this new system to be operative by July 1, 2015. This bill would ensure that all lawfully purchased vehicles leave the dealership with some form of identification that can be read from the roadway by law enforcement. In committee: Set, second hearing. Hearing canceled at the request of author. (June 15, 2014). In committee: Set, second hearing. Held under submission. (May 23, 2014). This bill consolidates a number of existing statutes authorizing local governments to I Enrolled and presented to the use design-build for certain types of projects. Design-build for public transit projects is Governor. included in the consolidation. (September 4, 2014) SB 969 . I The bill would require the agency administering a mega project to establish a peer I Enrolled and presented to the (DeSaulnier) review group and to take specified actions to manage the rfsks associated with a Governor. mega project including establishing a comprehensive risk management plan, and (August 28, 2014) regularly reassessing its reserves for potential claims and unknown risks. Because this bill would require local agencies to perform additional duties, fne bill would impose a state-mandated local program. SB 990 (Vidak) I This bill would require that 5% of Local Transportation Funds(~'(~) and funds from the Set, second hearing. Failed Regional Transportation Improvement Program (RTIP) be set-aside by agencies such as passage in committee. AB 1721 (Linder) the Commission for disadvantaged small communities for congestion relief and safety (Ayes 3. Noes 8. Page 3312.) needs. Today, state law prohibits tolling of zero-emission veflicl occupancy toll (HOT) lanes. This bill would exclude fro, exemption a toll imposed for passage in HOT lanes design Route 15 in Riverside County. Reconsideration granted. (April 29, 2014) . . iin designated high-1 Approved by the Governor. e above-described Chaptered by Secretary of State for State Highway -Chapter 526, Statutes of 2014 (September 21, 2014). r OPPOSE SUPPORT SEEK AMENDMENTS SUPPORT SUPPORT IF AMENDED OPPOSE UNLESS AMENDED OPPOSE SPONSOR April 9, 2014 April 9, 2014 April 9, 2014 April 9, 2014 April 9, 2014 April 9, 2014 April 9, 2014 January 8, 2014 i SB 953 {Roth) AB 14 (Lowenthal) AB 179 (Boganegra) AB 266 (Blumenfield) This bill will provide parking enforcement authority to RCTC for the Metrolink commuter rail stations we own and operate for the residents of Riverside County. Formalizes creation of a State Freight Advisory Council and commits the state to authoring a State Freight Plan every 5 years, pursuant to MAP-21. Previous version reduced the amount of time transportation agencies can retain personally identifiable customer information for electronically-collected highway tolls and transit fares, from 4.5 years to six months. Amendments extend the time period back to 4.5 years, removing a conflict with the statute of limitations during which customers can challenge tolls and fare charges, which is up to 4 years. The bill also enacts new privacy provisions for electronic transit fare collection. Unknown impacts exist for transit operators RTA, Sunline and Metrolink for future implementation of electronic fare systems. Extends by an additional 10 years a pi/at program previously opposed by RCTC. Ultra-/ow emission vehicles (mostly electric cars) are exempted from paying tolls on tolled facilities, except for toll projects in L.A. County. This bill represents a state mandate that cuts into local revenue for infrastructure that local governments are providing to the state. This policy erodes the user-pay concept inherent in many areas of transportation finance. This bill represents a current and future threat to the viability of innovative infrastructure financing in California as low-emission vehicles become more popular. The pilot program has only been in existence for less than one year. Approved by Governor. Chaptered by Secretary of State. Chapter 192, Statutes of 2014. (August 15, 2014). Approved by the Governor. Chaptered by Secretary of State -Chapter 223, Statutes of 2013. (Sept. 6, 2013). Approved by the Governor. Chaptered by Secretary of State -Chapter 375, Statutes of 2013. (Sept. 27, 2013). Approved by the Governor. Chaptered by Secretary of State -Chapter 405, Statutes of 2013. (Sept. 28, 2013). AB 487 (Linder) I Requires government employees participating in the OMV confidentiality program to I Died pursuant to Art. IV, provide a workplace address so that parking, toll, and traffic violations can still be Sec. lO(c) of the Constitution. enforced. (Jan. 31, 2014). AB 574 (Lowenthal) From committee: Filed with the Chief Clerk pursuant to Joint Rule 56. (Feb. 3, 2014). Formerly, this bill reformed the process by which cities and counties apply to the State I Died pursuant to Art. IV, for relinquishment of state highways to local jurisdictions. The bill has been amended Sec. lO(c) of the Constitution. in its entirety. (Jan. 31, 2014). The bill now proposes policy to guide the expenditure of the state's cap-and-trade From committee: Filed with the program, which was authorized by AB 32 (Pavley, 2006) and is administered by the Chief Clerk pursuant to Joint Rule California Air Resources Board (CARB). The bill provides for regional control of the 56. (Feb. 3, 2014). expenditure of cap-and-trade funds. The Commission, along with SCAG and other transportation commissions in Southern California have requested amendments that would direct cap-and-trade funds to directly to transportation commissions rather than Metropolitan Planning Organizations (MPO's) 160 SPONSOR SUPPORT NEUTRAL OPPOSE SUPPORT SUPPORT IF AMENDED January 8, 2014 April 13, 2013 June 12, 2013 April 13, 2013 April 13, 2013 June 12, 2013 AB 1081 (Medina) SB 337 (Emmerson) SB 731 (Steinberg) AB 37 (Perea) AB401 (Daly) AB 543 (Campos) • Requires goods movement infrastructure projects and financing qptions from the private sector to be included in the Governor's annually submitted 5-year infrastructure plan and international trade & investment strategy. Relinquishes portions of SR-74 to the City of Hemet. The City ofHemet is the sponsor of th is bill. This bill builds on previous legislation that authoriz~d ·1telinquishment of SR-74 to the Cities of Palm Desert, Perris, and Lake Elsinore. : Enacts modest changes to CEQA, mostly relating to private development. This bill would allow would allow project applicants to require lead agencies to prepare a record of proceedings concurrently with the preparation of CEQA' documents. This has the potential to accelerate future judicial proceedings by giving both sides of a CEQA lawsuit the opportunity to prepare for cotfrt. AB 37 is supported by business groups and is currently unopposed, awaiting a vote on the Assembly floor. Authorizes the use of best value design-build for the 1-405 widening project by OCTA. The language of this bill is nearly identical to that of theJ€ommission~s AB 2098 (Miller), which was approved in 2010. The project will add one general purpose lane in each direction. This bill would require a lead agency to translate, as specified, cer:tain noti<r:es required by the act and a summary of any negative declaration, mitigate<J .. negative declaration, or environmental impact report when a group of non-English-speaking people, as defined, comprises at least 25% of the population within the lead agency's jurisdiction and the project is proposed to be located at or near an area Where the group of non-English-speaking people comprises at least 25% of the residents of that area. By requiring a lead agency to translate these notices and documents, this bill would impose a state-mandated local program. • In committee: Held under submission. (August 30, 2013). Returned to Secretary of Senate pursuant to Joint Rule 56. (Feb. 3, 2014) Hearing cancelled at request of author. This bill's language has been incorporated into SB 788, the Senate Transportation Omnibus Bill. Joint Rule 62(a) file notice suspended. (Page 3247). Set, First hearing. Hearing cancelled at the request of author. (Sept. 11, 2013). Ordered to inactive file at the request of Senator Cannella. (August 25, 2014) Approved by the Governor. Chaptered by Secretary of State -Chapter 586, Statutes of 2013. (Oct. 5, 2013). Enrolled and presented to the Governor. (September 5, 2014). SUPPORT SUPPORT MONITOR/ WORK WITH AUTHOR SUPPORT SUPPORT OPPOSE June 12, 2013 April 13, 2013 April 13, 2013 June 12, 2013 June 12, 2013 June 12, 2013 • AB 756 (Melendez) SB 778 (Committee on Transportation & Housing) AB493 (Daly) Allows public works projects to be granted Leadership designation by the Governor for I Died pursuant to Art. IV, Sec. the purposes of a 2011 law that provides expedited judicial review for CEQA lO(c) of the Constitution. challenges. (Jan. 31, 2014). The Commission seeks amendments that would clarify elgibility of regional I From committee: Filed with the trans~orta~ion agencies (such as the Commission) to utilize this fast-tracking for public Chief Clerk pursuant to Joint Rule transit projects. 56. (Feb. 3, 2014). Note: the underlying 2011 law has recently been ruled unconstitutional. Senate "omnibus" bill of non-controversial items. This omnibus includes language Returned to Secretary of Senate from SB 337 (Emmerson), which relinquishes SR-74 to the city of Hemet. Other pursuant to Joint Rule 56. provisions of the bill include non-substantive technical corrections to existing law and (Feb. 3, 2014). deletion of obsolete provisions such as the 1984 Olympics special license plate program. This bill would authorize operators of toll facilities on federal-aid highways to fully implement technologies or business practices that provide for the interoperability of electronic toll collection programs on and after the date specified in MAP-21. The bill would limit the information that may be disclosed through participation in an interoperability program, as specified. 162 Approved by the Governor. (Aug. 12, 2013). Chaptered by Secretary of State -Chapter 79, Statutes of 2013. (Aug. 12, 2013). SUPPORT if Amended SUPPORT SUPPORT June 12, 2013 June 12, 2013 June 12, 2013 Legislative Update Riverside County Transportation Commission October 8, 2014 Rule Waste Discharge Requirements State Water Resources Control Board Issues Expanded authority for regional water quality boards to deny permits tEQA · ·. ~~~~()vern~l'.~ · .. , .. , .. ,¥New:. . Guidelin'es · Office of Update ·· ' '' ''t>larlning &\ .. · (~PR) Partners Status : i'~!,~v titie~, corrifn~i)ts Due water districts .. '.F.iwflJcflle~berw1!4tteJ.:> ,, " ' ;f •'~ti ,,'' '· transp. agencies · ···· ··:112:::r>>: :::c/i Transportation New rule Corridor Agency adopted (TCA) 9/23/14 Comments'Due··· November 2£\t'! · *Interested cities can coordinate with RCTC & coalitions through Best, Best & Krieger 10/9/2014 1 i•'. ~ B ii hil Vetead Jl'otal Bills vi'SB 969 (DeSaulnier) -duplicative reporting for "mega-projects" ./AB 1721 {Linder}-Allows tolling of EV's ./AB 2013 (Muratsuchi) -Increase green stickers ./AB 2250 (Daly) -Toll revenue: use only in corridor ./SB 486 (DeSaulnier) -Transparency of state funds ./SB 983 (Roth} -RCTC parking enforcement ./SB 1228 (Hueso) -Trade Corridor Fund ./SB 1298 (Hernandez) -L.A. express lanes permanent ./SB 1390 (Correa) -Santa Ana River Conservancy ./SB 1433 (Hill)/SB 785 {Wolk) -Design-Build 10/9/2014 2 D Caltrans pilot program thru 2018; DCTC appoints 15 committee members (with input from CalSTA), must represent a broad array of interests and expertise; D Pilot must assess specified issues relating to privacy, data collection, costs, compliance, and reliability; D Learning from Oregon pilot; and D Further discussion likely at upcoming Commission Workshop. • Cap and Trade program set-up -CARB, Strategic Growth Council, CalSTA • Brown Administration efforts continue: -Caltrans reform (SSTI) -CTIP • Gearing up for next legislative cycle 10/9/2014 3 Questions? Regulations Bills Signed/Vetoed Road User Charge Pilot Program looking Ahead to 2015 10/9/2014 4