MEETING AGENDA COMMISSIONERS. TIME/DATE: 9:30 a.m. / Wednesday, April 11, 2018

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1 MEETING AGENDA TIME/DATE: 9:30 a.m. / Wednesday, April 11, 2018 LOCATION: BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside COMMISSIONERS Chair Dana Reed Vice Chair Chuck Washington Second Vice Chair Ben J. Benoit Kevin Jeffries, County of Riverside, District 1 John F. Tavaglione, County of Riverside, District 2 Chuck Washington, County of Riverside, District 3 V. Manuel Perez, County of Riverside, District 4 Marion Ashley, County of Riverside, District 5 Deborah Franklin / Art Welch, City of Banning Lloyd White / Nancy Carroll, City of Beaumont Joseph DeConinck / Tim Wade, City of Blythe Jim Hyatt / Linda Molina, City of Calimesa Randall Bonner / Vicki Warren, City of Canyon Lake Greg Pettis / Shelley Kaplan, City of Cathedral City Steven Hernandez / To Be Appointed, City of Coachella Karen Spiegel / Randy Fox, City of Corona Scott Matas / Russell Betts, City of Desert Hot Springs Adam Rush / Clint Lorimore, City of Eastvale Linda Krupa / Russ Brown, City of Hemet Dana Reed / To Be Appointed, City of Indian Wells Michael Wilson / Glenn Miller, City of Indio Brian Berkson / Verne Lauritzen, City of Jurupa Valley Kathleen Fitzpatrick / Robert Radi, City of La Quinta Bob Magee / Natasha Johnson, City of Lake Elsinore Neil Winter / John Denver, City of Menifee Victoria Baca / Ulises Cabrera, City of Moreno Valley Rick Gibbs / Jonathan Ingram, City of Murrieta Berwin Hanna / Ted Hoffman, City of Norco Jan Harnik / Kathleen Kelly, City of Palm Desert Lisa Middleton / Geoffrey Kors, City of Palm Springs Michael M. Vargas / Rita Rogers, City of Perris Ted Weill / Charles Townsend, City of Rancho Mirage Rusty Bailey / Andy Melendrez, City of Riverside Andrew Kotyuk / Scott Miller, City of San Jacinto Michael S. Naggar / Matt Rahn, City of Temecula Ben J. Benoit / Timothy Walker, City of Wildomar John Bulinski, Governor s Appointee Caltrans District 8 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.

2 RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGENDA* *Actions may be taken on any item listed on the agenda 9:30 a.m. Wednesday, April 11, 2018 BOARD ROOM County of Riverside Administrative Center 4080 Lemon Street, First Floor, Riverside, CA In compliance with the Brown Act and Government Code Section , 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, In compliance with the Americans with Disabilities Act, Government Code Section , and the Federal Transit Administration Title VI, please contact the Clerk of the Board at (951) if special assistance is needed to participate in a Commission meeting, including accessibility and translation services. Assistance is provided free of charge. Notification of at least 48 hours prior to the meeting time will assist staff in assuring reasonable arrangements can be made to provide assistance at the meeting. 1. CALL TO ORDER 2. ROLL CALL 3. PLEDGE OF ALLEGIANCE 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. Under the Brown Act, the Commission should not take action on or discuss matters raised during public comment portion of the agenda that are not listed on the agenda. Commission members may refer such matters to staff for factual information or to be placed on the subsequent agenda for consideration. 5. APPROVAL OF MINUTES MARCH 14, 2018

3 Riverside County Transportation Commission Agenda April 11, 2018 Page 2 6. ADDITIONS / REVISIONS The Commission may add an item to the Agenda after making a finding that there is a need to take immediate action on the item and that the item came to the attention of the Commission subsequent to the posting of the agenda. An action adding an item to the agenda requires 2/3 vote of the Commission. If there are less than 2/3 of the Commission members present, adding an item to the agenda requires a unanimous vote. Added items will be placed for discussion at the end of the agenda. 7. CONSENT CALENDAR All matters on the Consent Calendar will be approved in a single motion unless a Commissioner(s) requests separate action on specific item(s). Items pulled from the Consent Calendar will be placed for discussion at the end of the agenda. 7A. STATE AND FEDERAL LEGISLATIVE UPDATE Overview Page 1 This item is for the Commission to: 1) Receive and file an update on state and federal legislation; and 2) Adopt the following bill positions: a) SB 1119 (Newman) Support. 7B. AGREEMENT FOR EXPRESS LANES MARKETING SERVICES NOTICE TO PROCEED 2 SERVICES Page 7 Overview This item is for the Commission to: 1) Approve Agreement No , Amendment No. 1 to Agreement No , with Sherry Matthews, Inc., DBA Sherry Matthews Advocacy Marketing (Sherry Matthews) for notice to proceed (NTP) 2 services related to express lanes marketing; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to issue NTP 2 for an additional amount of $2,225,000, and a total amount not to exceed (NTE) $2.5 million.

4 Riverside County Transportation Commission Agenda April 11, 2018 Page 3 7C. REIMBURSEMENT AGREEMENT WITH BURLINGTON NORTHERN SANTA FE RAILWAY COMPANY FOR THE INTERSTATE 15 EXPRESS LANES PROJECT Page 22 Overview This item is for the Commission to: 1) Approve Agreement No , with the Burlington Northern Santa Fe Railway Company (BNSF) for the advancement of BNSF engineering reviews required for the Interstate 15 Express Lanes Project (I-15 ELP) for a total amount not to exceed $100,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement. 7D. CHANGE ORDER TO AMEND THE INTERSTATE 15 EXPRESS LANES PROJECT DESIGN- BUILD CONTRACT WITH SKANSKA-AMES, A JOINT VENTURE, FOR THE INTERSTATE 15/STATE ROUTE 91 EXPRESS LANES CONNECTOR PROJECT Page 28 Overview This item is for the Commission to: 1) Approve Change Order No. 5 to Agreement No for the Interstate 15 Express Lanes Project (I-15 ELP) with Skanska-Ames, a Joint Venture, (Skanska-Ames) to perform early geotechnical work and provide support staff in support of the I-15/State Route 91 Express Lanes Connector Project (15/91 ELC) in the amount of $1,790,000, plus a contingency amount of $179,000, for a total amount of $1,969,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order amendment on behalf of the Commission; 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project; and 4) Approve an adjustment of $1,256,970 to the Fiscal Year 2017/18 budget to increase state revenues and design builder expenditures.

5 Riverside County Transportation Commission Agenda April 11, 2018 Page 4 7E. CHANGE ORDER APPROVAL TO ADVANCE CONSTRUCTION IN THE VICINITY OF THE LIMONITE INTERCHANGE FOR THE INTERSTATE 15 EXPRESS LANES PROJECT Page 34 Overview This item is for the Commission to: 1) Approve Contract Change Order No. 9 (CCO-9) to Agreement No with Skanska Ames, a Joint Venture (Skanska Ames), to advance median construction work on the Interstate 15 Express Lanes Project (I-15 ELP) near the I-15/Limonite Avenue Interchange Project (15/Limonite Project), in the amount of $1,071,845, plus a contingency amount of $108,155, for a total not to exceed amount of $1,180,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order on behalf of the Commission; 3) Authorize the Executive Director or designee to approve contingency work up to the total not to exceed amount as required for the I-15 ELP; 4) Approve an allocation of $1,180,000 of Transportation Uniform Mitigation Fee (TUMF) regional arterial funds for the I-15 ELP advance median construction work near the Limonite Avenue Interchange; 5) Authorize the Executive Director, to pursue reimbursement from excess SB 132 funding allocated to the County of Riverside (County) 15/Limonite Project, or other SB 132 projects, if such funding becomes available; and 6) Approve adjustments of $590,000 each to the Fiscal Year 2017/18 budget to increase design-build expenditures, transfers in to the 2009 Measure A Western Riverside County Highway Fund from the TUMF Fund, and transfers out from the TUMF Fund to the 2009 Measure A Western Riverside County Highway Fund.

6 Riverside County Transportation Commission Agenda April 11, 2018 Page 5 7F. AMENDMENT TO AGREEMENT WITH PARSONS TRANSPORTATION GROUP TO PROVIDE PROFESSIONAL SERVICES FOR THE PREPARATION OF AN ENVIRONMENTAL REVALIDATION AND PLANS, SPECIFICATIONS, COST ESTIMATES, AND RELATED SERVICES FOR IMPROVEMENTS FOR THE STATE ROUTE 71/STATE ROUTE 91 INTERCHANGE PROJECT Page 43 Overview This item is for the Commission to: 1) Approve Agreement No , Amendment No. 7 to Agreement No , with Parsons Transportation Group (Parsons) to provide professional services for the preparation of an environmental revalidation and plans, specifications, and cost estimates (PS&E) and related services for improvements for the State Route 71/SR-91 (71/91) Interchange project, from approximately one-quarter mile west of Green River Road to Serfas Club Drive in the city of Corona in the amount of $3,575,373, plus a contingency amount of $357,537, for an additional amount of $3,932,910, and a total amount not to exceed $12,873,478; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project. 7G. APPROVAL OF UTILITY AGREEMENT WITH SOUTHERN CALIFORNIA GAS FOR STATE ROUTE 71/STATE ROUTE 91 INTERCHANGE PROJECT Page 64 Overview This item is for the Commission to: 1) Approve Agreement No with Southern California Gas (SCG) for construction of utility relocations for the State Route 71/SR-91 Interchange (71/91 IC) project in the amount of $2,890,941, plus a contingency amount of $289,094, for a total amount not to exceed $3,180,035; 2) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for this utility relocation agreement.

7 Riverside County Transportation Commission Agenda April 11, 2018 Page 6 7H. AMENDMENT TO RIVERSIDE TRANSIT AGENCY S FISCAL YEAR 2017/18 SHORT RANGE TRANSIT PLAN Page 72 Overview This item is for the Commission to: 1) Approve amendments to the Riverside Transit Agency (RTA) Fiscal Year 2017/18 Short Range Transit Plan (SRTP) that total a $0 net impact to reflect the operational service changes on Routes 205, 49, 54F; personnel modifications; service contract provisions affecting purchased transportation and maintenance; and other changes; and 2) Approve modification to RTA s FY 2017/18 capital assistance program to reflect an additional $1,641,600 in FYs 2015/16 and 2016/17 Proposition 1B California Transit Security Grant Program (CTSGP) funds. 8. CALIFORNIA TRANSPORTATION COMMISSION ADOPTED 2018 STATE TRANSPORTATION IMPROVEMENT PROGRAM Page 78 Overview This item is for the Commission to receive and file the California Transportation Commission (CTC) adopted 2018 State Transportation Improvement Program (STIP). 9. SPECIALIZED TRANSIT GRANT AWARDS FOR 2018 MEASURE A WESTERN RIVERSIDE COUNTY SPECIALIZED TRANSIT CALL FOR PROJECTS Page 80 Overview This item is for the Commission to approve the following 2018 Measure A Western Riverside County Specialized Transit grants for a three-year period covering Fiscal Year 2018/19 through FY 2020/21: 1) Award Agreement No to Blindness Support Services, Inc. for the provision of travel training services (Travel Training Program) in an amount not to exceed $220,000; 2) Award Agreement No to the Boys & Girls Club of Menifee Valley for the provision of directly operated transportation services (Before and After School Transportation Program) in an amount not to exceed $405,000; 3) Award Agreement No to the Boys & Girls Club of Southwest County for the provision of directly operated transportation services (Before and After School Transportation Program) in an amount not to exceed $630,000; 4) Award Agreement No to Care-A-Van Transit, Inc. for the provision of directly operated transportation services (Care-A-Van Project) in an amount not to exceed $1,140,000;

8 Riverside County Transportation Commission Agenda April 11, 2018 Page 7 5) Award Agreement No to Care Connexxus for the provision of directly operated transportation services (Adult Day Services Patients) in an amount not to exceed $765,000; 6) Award Agreement No to the City of Norco, Department of Parks, Recreation and Community Services for the provision of directly operated transportation services (Seniors on the Move-Senior Shuttle) in an amount not to exceed $281,000; 7) Award Agreement No to Community Connect 211-Vetlink (211 One Call/One Click) for the provision of transportation information services in an amount not to exceed $193,133; 8) Award Agreement No to Community Connect TAP (Transportation Access Program) for the provision of transportation pass or voucher services in an amount not to exceed $360,000; 9) Award Agreement No to Valley Resource Center for the Retarded, Inc. dba Exceed for the provision of directly operated transportation services (Hemet Transportation) in an amount not to exceed $179,000; 10) Award Agreement No to Forest Folk, Inc. for the provision of directly operated transportation services (Idyllwild Area Shuttle) in an amount not to exceed $173,640; 11) Award Agreement No to Friends of Moreno Valley for the provision of directly operated transportation services (MoVAN) in an amount not to exceed $313,029; 12) Award Agreement No to Independent Living Partnership for the provision of mileage reimbursement of volunteer drivers (Transportation Reimbursement and Information Project TRIP Western Riverside) in an amount not to exceed $1,318,000; 13) Award Agreement No to Michelle s Place for the provision of travel assistance (Treatment Travel Assistance TTA) in an amount not to exceed $30,000; 14) Award Agreement No to Operation Safehouse for the provision of directly operated transportation services (Main Street Transitional Living Program) in an amount not to exceed $112,400; 15) Award Agreement No to Riverside University Health Medical Center (RUHS-MC) for the provision of directly operated transportation services (Transportation Program) in an amount not to exceed $960,000; 16) Award Agreement No to Riverside University Health System-Behavioral Health (RUHS-BH) for the provision of directly operated transportation services (Transportation Change) in an amount not to exceed $660,000; 17) Award Agreement No to United States Veterans Initiative for the provision of directly operated transportation services (US Vets Initiative Transportation Riverside) in an amount not to exceed $129,000; and 18) Award Agreement No to Voices for Children for the provision of mileage reimbursement of volunteer drivers (Volunteer Mileage Reimbursement Program) in an amount not to exceed $330,805.

9 Riverside County Transportation Commission Agenda April 11, 2018 Page APPOINTMENT OF EXECUTIVE COMMITTEE MEMBER Overview Page 85 This item is for the Commission to allow time for the cities of Banning, Beaumont, Calimesa, Canyon Lake, Eastvale, Hemet, Lake Elsinore, Menifee, Norco, Perris, San Jacinto, and Wildomar to caucus and appoint a Commissioner to serve on the Executive Committee to fill a vacancy. 11. ITEM(S) PULLED FROM CONSENT CALENDAR AGENDA 12. 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. 13. CLOSED SESSION 13A. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Government Code Section (d)(1) Case No. RIC , , and RIC ADJOURNMENT The next meeting of the Commission is scheduled to be held on Wednesday, May 9, 2018, Board Room, First Floor, County Administrative Center, 4080 Lemon Street, Riverside.

10 AGENDA ITEM 5 MINUTES

11 RIVERSIDE COUNTY TRANSPORTATION COMMISSION 1. CALL TO ORDER MINUTES Wednesday, March 14, 2018 The Riverside County Transportation Commission was called to order by Chair Dana Reed at 9:33 a.m. in the Board Room at the County of Riverside Administrative Center, 4080 Lemon Street, First Floor, Riverside, California, At this time, Anne Mayer, Executive Director welcomed and introduced the new Clerk of the Board Lisa Mobley to the Commission. 2. ROLL CALL Commissioners/Alternates Present Commissioners Absent Marion Ashley Linda Krupa Joseph DeConinck Victoria Baca Clint Lorimore Steven Hernandez Rusty Bailey Bob Magee* Andrew Kotyuk Ben J. Benoit Lisa Middleton Scott Matas Brian Berkson Dana Reed Michael Naggar Randall Bonner Karen Spiegel V. Manuel Perez John Bulinski John F. Tavaglione* Michael Wilson Kathleen Fitzpatrick Michael M. Vargas Deborah Franklin Chuck Washington* Rick Gibbs Ted Weill Berwin Hanna Lloyd White Jim Hyatt Neil Winter Kevin Jeffries* Shelley Kaplan Kathleen Kelly *Arrived after meeting was called to order 3. PLEDGE OF ALLEGIANCE Lisa Mobley led the Commission in a flag salute. 4. PUBLIC COMMENTS Anne Mayer presented Capital Projects Manager Patti Castillo with a 10-year service award.

12 Riverside County Transportation Commission Minutes March 14, 2018 Page 2 At this time, Commissioner Bob Magee joined the meeting. Arnold San Miguel, Southern California Association of Governments SCAG, announced SCAG is having its 2018 Regional Conference and General Assembly on May 3 4, 2018, at the Renaissance Indian Wells Resort and Spa. The flyers were distributed to the Commissioners. He recommended if their city has not selected their general assembly voting delegate and alternate to please do that. Also, Arnold San Miguel announced SCAG has released its draft Public Participation Plan for public comment as comments are due by April 21. Finally, SCAG moved to a new location and there will be an open house on March 28 at 11:00 a.m. 5. APPROVAL OF MINUTES JANUARY COMMISSION WORKSHOP, AND FEBRUARY 14, 2018 M/S/C (Vargas/Kaplan) to approve the January Commission Workshop and February 14, 2018 minutes as submitted. Abstain: Lorimore and Middleton 6. ADDITIONS / REVISIONS There were no additions or revisions to the agenda. 7. CONSENT CALENDAR Anne Mayer referred to Agenda Item 7H, Agreement for Express Lanes marketing Services Notice to Proceed 1 Services and explained this agenda item had a significant amount of conversation at its Western Riverside County Programs and Projects Committee meeting. She stated this agenda item is consistent with the committee direction, and the committee had a unanimous recommendation to bring this particular component of it to this agenda. Staff will go back to the Western Riverside County Programs and Projects Committee in March with a subsequent agenda item. Commissioner Lisa Middleton requested Agenda Item 7B, Quarterly Investment Report, be pulled for further discussion. M/S/C (Kelly/Kaplan) to approve the following Consent Calendar items. 7A. QUARTERLY FINANCIAL STATEMENTS Receive and file the Quarterly Financial Statements for the six months ended December 31, 2017.

13 Riverside County Transportation Commission Minutes March 14, 2018 Page 3 7C. PROPOSED POLICY GOALS AND OBJECTIVES FOR FISCAL YEAR 2018/19 BUDGET 1) Review and approve the proposed Commission Goals and Objectives for the Fiscal Year 2018/19 Budget; and 2) Review and approve the Fiscal Accountability Policies for the FY 2018/19 Budget. 7D. AMENDMENTS TO THE INVESTMENT GRADE TRAFFIC AND REVENUE STUDY SERVICES AGREEMENT WITH STANTEC CONSULTING SERVICES FOR THE I-15 EXPRESS LANES PROJECT AND THE 15/91 EXPRESS LANES CONNECTOR PROJECT 1) Approve Agreement No , Amendment No. 3 to Agreement No , with Stantec Consulting Services, Inc. (Stantec) for traffic and revenue study services for the Interstate 15 Express Lanes Project (I-15 ELP) in the amount of $235,000, plus a contingency of $23,500, for an additional amount of $258,500, and a total amount not to exceed $1,844,900; 2) Approve Agreement No , Amendment No. 4 to Agreement No , with Stantec for traffic and revenue study services for the Interstate 15/State Route 91 Express Lanes Connector Project (15/91 ELC) in the amount of $110,000, plus a contingency amount of $11,000, for a total amount not to exceed $121,000; 3) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the amendments on behalf of the Commission; and 4) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the projects. 7E. AMENDMENT TO THE I-15 EXPRESS LANES PROJECT TOLL SERVICES AGREEMENT WITH KAPSCH TRAFFICCOM USA FOR THE 15/91 EXPRESS LANES CONNECTOR PROJECT 1) Approve Change Order No. 3 to Agreement No for the I-15 Express Lanes Project (I-15 ELP) with Kapsch TrafficCom USA Inc. (Kapsch) to design, implement, operate, and maintain a toll collection system (Toll Services) in support of the Interstate 15/State Route 91 Express Lanes Connector Project (15/91 ELC) in the amount of $314,721, plus a contingency amount of $31,500, for a total amount of $346,221; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the amendment on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project.

14 Riverside County Transportation Commission Minutes March 14, 2018 Page 4 7F. AUTHORIZATION TO USE PUBLIC UTILITIES CODE FOR THE PROCUREMENT OF FASTRAK 6C TRANSPONDERS 1) Make a finding, by a two-thirds vote, that the procurement of the new 6C transponders, as further described herein, qualifies for use of the Commission s procurement authority under Public Utilities Code (PUC) (Specialized Equipment Law); 2) Authorize the Executive Director, on behalf of the Commission, to undertake a procurement, including issuance of Request for Proposals (RFP) No , to procure 6C transponders using the Commission s procurement authority under the Specialized Equipment Law; and 3) Authorize the Executive Director or designee to act on behalf of the Commission for all purposes under PUC G. STATE ROUTE 91 DESIGN-BUILD CONTRACT FINAL ACCEPTANCE This item is for the Commission to approve Final Acceptance for the State Route 91 Corridor Improvement Project (SR-91 CIP or Project) Design-Build Contract, Agreement No , with Atkinson/Walsh, a Joint Venture, subject to the Executive Director s verification that all contract requirements for Final Acceptance have been met. 7H. AGREEMENT FOR EXPRESS LANES MARKETING SERVICES NOTICE TO PROCEED 1 SERVICES 1) Award Agreement No to Sherry Matthews, Inc., DBA Sherry Matthews Advocacy Marketing (Sherry Matthews), for Notice To Proceed (NTP) 1 Services, for express lanes marketing for a three-year term; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission, and to issue NTP1 in the Not to Exceed (NTE) amount of $275,000. 7I. AMENDMENT TO THE AGREEMENT WITH THE CALIFORNIA HIGHWAY PATROL TO FUND ADDITIONAL CHP FREEWAY SERVICE PATROL SERVICES 1) Approve Agreement No , Amendment No. 2 to Agreement No , with the California Highway Patrol (CHP) to provide supervision and operation of the Freeway Service Patrol (FSP) program in Riverside County for an additional amount of $524,235, and a total amount not to exceed $2,048,531; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission.

15 Riverside County Transportation Commission Minutes March 14, 2018 Page 5 At this time, Commissioner John Tavaglione joined the meeting. 8. STATE AND FEDERAL LEGISLATIVE UPDATE Jillian Guizado, Legislative Affairs Manager, presented an update on state and federal legislation. At this time, Commissioner Brian Berkson left the meeting. M/S/C (Hanna/Winter) to: 1) Receive and file an update on state and federal legislation; 2) Adopt the following bill positions: a) AB 1759 (McCarty) Oppose; b) AB 1905 (Grayson) Support; and c) SB 1262 (Newman) Support. At this time, Commissioner Berkson rejoined the meeting. 9. RIVERSIDE COUNTY 2019 FEDERAL TRANSPORTATION IMPROVEMENT PROGRAM FINANCIAL RESOLUTION Martha Masters, Senior Management Analyst, presented the Riverside County 2019 Federal Transportation Improvement Program (FTIP) financial resolution, highlighting the following: What is the FTIP: o A federally required document that lists transportation projects funded with federal, state, and local funds o Covers Federal Fiscal Years starting October 1, 2018 through September 30, 2024 SCAG s Role Through the FTIP process, SCAG performs the following five air quality conformity tests: o Consistency with SCAG s Regional Transportation Plan/Sustainable Communities Strategy (RTP/SCS) o Regional emission analysis o Timely implementation of Transportation Control Measures (TCMs) o Financially constraint o Interagency consultation and public involvement and public outreach The Commission s Role Through the FTIP process, the Commission is responsible for the following: o Contact and provide Caltrans, all local agencies, and transit operators their projects in the current FTIP for updating

16 Riverside County Transportation Commission Minutes March 14, 2018 Page 6 o Analyze and review all project updates and new projects in accordance with state and federal guidelines o Ensures the projects proposed complement strategies identified in SCAG s RTP/SCS o Confirm the FTIP is financially constrained o Enter projects into the SCAG FTIP database o Work with SCAG Importance of TCM s: o TCMs are specific transportation projects and program committee to help improve air quality o A TCM-type project or program should reduce vehicle use or change traffic flow or congestion conditions o TCMS must be operational or implemented by the completion date committed to in the FTIP o 37 TCM projects in the 2019 FTIP (all Riverside County) o Estimated cost of $1.36 billion FTIP process 2019 FTIP Resolution Certifies the Riverside County portion of the FTIP is financially constrained and affirm the commitment to implement the projects In response to Commissioner Shelley Kaplan s inquiry it was noted the estimated cost for 2019 is $1.36 billion, although SCAG s Fund Summary attachment references $1.57 billion for Riverside County, Martha replied the differences are the TCMs. Staff tried to indicate the projects that are required to be completed, which is the $1.37 billion and in total for the entire county for all the projects submitted that is $7 billion. M/S/C (White/Benoit) to approve Resolution No , Resolution of the Riverside County Transportation Commission Certifying Riverside County has Resources to Fund Projects in the Federal Fiscal Years 2018/19 Through 2023/24 Transportation Improvement Program and Affirming Commitment to Implement All Projects in the Program. 10. REFINANCING OF 2009 SERIES B AND C SALES TAX REVENUE BONDS AND TERMINATION OF SWAP Theresia Trevino, Chief Financial Officer, presented the refinancing of 2009 Series B and C Sales Tax Revenue Bonds and termination of swap, highlighting the following areas: Sales Tax Debt March Series B and C Bonds synthetic Fixed Rate Debt illustration 2009 Series B and C Bonds/Swap Performance chart Variable Rate Debt/Swap Risks Proposal: Swap Termination/Refinancing illustration

17 Riverside County Transportation Commission Minutes March 14, 2018 Page Refunding Bonds Plan overview Sales Tax Debt profile comparison SB 450 required disclosures Swap termination and refunding approvals Next steps At this time, Commissioner Chuck Washington joined the meeting. Anne Mayer expressed appreciation for Ms. Trevino s succinct presentation on a very difficult subject. She explained the swap served the Commission well over the past 10 years in terms of protection against interest rate fluctuations and a positive step for the Commission to take financially. Ms. Mayer stated now is the time to terminate the swap and go back to traditional fixed rate bonds. Chair Reed expressed appreciation to Ms. Trevino for an excellent job and assured the Commissioners this matter was thoroughly vetted at its Budget and Implementation Committee, which was unanimously recommended the Commission approve the refinancing of the 2009 Series B and C Sales Tax Revenue Bonds and terminate the swap. M/S/C (Gibbs/Benoit) to: 1) Receive and file the presentation regarding the refinancing of the 2009 Series B and C Sales Tax Revenue Variable Rate Demand Bonds (2009 B&C Bonds) with the issuance of the 2018 Series A Sales Tax Revenue Refunding Bonds (2018 Refunding Bonds) and termination of the Bank of America, N.A. (BANA) swap; 2) Approve the termination of the interest rate swap with BANA in the currently outstanding notional amount of $70.8 million at an estimated termination cost of approximately $7.4 million (as of February 14, 2018 market conditions); 3) Approve the refunding of the 2009 B&C Bonds, currently outstanding in the amount of $70.8 million which is integrated with the BANA swap; 4) Adopt Resolution No , Resolution Authorizing the Issuance and Sale of Not to Exceed $70,800,000 Aggregate Principal Amount of Riverside County Transportation Commission Sales Tax Revenue Refunding Bonds (Limited Tax Bonds) in One or More Series, the Refunding of Outstanding Bonds, the Execution and Delivery of a Ninth Supplemental Indenture, a Purchase Contract, an Official Statement and a Continuing Disclosure Agreement, and the Taking of All Other Actions Necessary in Connection Therewith ; 5) Approve the proposed form of the Official Statement for the issuance of not to exceed $70.8 million in 2018 Refunding Bonds and authorize the Executive Director to approve and execute the printing and distribution of the final Official Statement;

18 Riverside County Transportation Commission Minutes March 14, 2018 Page 8 6) Approve the proposed form of the Continuing Disclosure Agreement related to the 2018 Refunding Bonds, by and between the Riverside County Transportation Commission and Digital Assurance Certification, L.L.C., as dissemination agent, and authorize the Executive Director to approve and execute the final Continuing Disclosure Agreement; 7) Approve the proposed form of the Ninth Supplemental Indenture for the 2018 Refunding Bonds, by and between the Riverside County Transportation Commission and U.S. Bank National Association (US Bank), as Trustee, and authorize the Executive Director to approve and execute the final Ninth Supplemental Indenture; Approve the proposed form of the Bond Purchase Agreement between the Riverside County Transportation Commission and Merrill Lynch, Pierce, Fenner & Smith Incorporated (BofAML), as Underwriter Representative acting on behalf of itself and Goldman, Sachs & Co. (Goldman), (collectively the Underwriters), for the 2018 Refunding Bonds and authorize the Chief Financial Officer to approve and execute the final Bond Purchase Agreement; 8) Approve the estimated costs of issuance, including estimated underwriter s discount, of $517,000 to be paid from the bond proceeds; 9) Approve Agreement No , Amendment No. 12 to Agreement No , with Fieldman Rolapp & Associates, Inc. (Fieldman) for financial advisory services related to the issuance of the 2018 Refunding Bonds and the termination of the BANA swap for an additional amount not to exceed $67,500; 10) Approve Agreement No , Amendment No. 14 to Agreement No , with Orrick, Herrington, & Sutcliffe LLP (Orrick) for bond counsel services related to the issuance of the 2018 Refunding Bonds and the termination of the BANA swap for an additional amount of $115,000 and a total amount not to exceed $2,965,000; 11) Approve Agreement No , Amendment No. 12 to Agreement No , with Norton Rose Fulbright US LLP (Norton Rose) for disclosure counsel services related to the issuance of the 2018 Refunding Bonds and the termination of the BANA swap for an additional amount of $45,000 and a total amount not to exceed $857,600; and 12) Approve adjustments to the FY 2017/18 budget in the amounts of $74,930,000 to increase sources related to the issuance of refunding bonds and $78,763,000 to increase uses related to the use of the refunding bond proceeds. 11. ITEM(S) PULLED FROM CONSENT CALENDAR FOR DISCUSSION In response to Commissioner Middleton s inquiry if the Commission s Investment Portfolio either directly or indirectly has any assets held in firms that manufacture guns, Theresia Trevino replied she reviewed the Commission s Investment Portfolio and is unaware of any of those types of investments. She also consulted with the Commission s

19 Riverside County Transportation Commission Minutes March 14, 2018 Page 9 investment managers and queried the County Treasurer since a substantial portion of the Commission s funds is in the County treasury. Commissioner Middleton expressed appreciation getting that information and stated should that change the city of Palm Springs would be interested of being aware of that. Theresia Trevino replied she also advised the Commission s investment managers the Commission would like to stay away from those type of investments. She explained she was advised the credit ratings for the manufactures of guns likely would not have the credit quality the Commission would require under its investment policy. 7B. QUARTERLY INVESTMENT REPORT M/S/C (Kelly/Benoit) to receive and file the Quarterly Investment Report for the quarter ended December 31, COMMISSIONERS/EXECUTIVE DIRECTOR S REPORT 12A. Commissioner Karen Spiegel announced the Commission hired the former city of Corona City Clerk Lisa Mobley and although she left a huge void, she welcomed her to the Commission 12B. Anne Mayer announced: Most of the Commissioners should have received a test text message that went out to the Commissioners as staff is beginning to initiate the Rapid Notify system so it can be deployed in case of an emergency. Staff is refining the mailing list so the notifications will go out to Commissioners and staff March 21-22, 2018, CTC is in Orange County, the CTC will be approving the State Transportation Improvement Program (STIP) there are some key Commission projects included in that program, and staff recommendations from the CTC support the projects the Commission included. However, these projects will all be dependent on SB 1 remaining the law of California Today is National Pi Day, it is Albert Einstein s birthday, and Stephen Hawking passed away Western Riverside Council of Governments Administration and Finance Committee meeting was cancelled due to a lack of quorum At this time, Commissioner Rusty Bailey left the meeting. At this time, Commissioner Kevin Jeffries joined the meeting.

20 Riverside County Transportation Commission Minutes March 14, 2018 Page CLOSED SESSION 13A. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Pursuant to Government Code Section Agency Negotiator: Executive Director or Designee Property Owner(s): See Below Item APN(s) Property Owner(s) Riverside County Transportation Commission At this time, Commissioner Rick Gibbs left the meeting Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission Riverside County Transportation Commission 13B. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Government Code Section (d)(1) Case No. PSC There were no announcements from the Closed Session Items. 14. ADJOURNMENT There being no further business for consideration by the Riverside County Transportation Commission, Chair Reed adjourned the meeting at 10:57 a.m. The next Commission meeting is scheduled to be held at 9:30 a.m., Wednesday, April 11, 2018, Board Chambers, First Floor, County Administrative Center, 4080 Lemon Street, Riverside. Respectfully submitted, Lisa Mobley Clerk of the Board

21 AGENDA ITEM 7A

22 BLANK

23 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Budget and Implementation Committee Jillian Guizado, Legislative Affairs Manager Anne Mayer, Executive Director State and Federal Legislative Update BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Receive and file an update on state and federal legislation; and 2) Adopt the following bill positions: a) SB 1119 (Newman) Support. DISCUSSION: State Update SB 1119 (Newman) SUPPORT The Low Carbon Transit Operations Program (LCTOP) was created by the California legislature to provide operating and capital assistance for transit agencies to reduce greenhouse gas emissions and improve mobility, with a priority on serving disadvantaged communities. LCTOP funding is distributed by formula to transit agencies throughout the state. Currently, the law specifies that transit agencies that serve disadvantaged communities must spend at least 50 percent of the funding received on specified projects or services and benefit disadvantaged communities. SB 1119 proposes to allow for the 50 percent requirement to be met if transit agencies spend LCTOP funding on transit fare subsidies, including those for students; on transit connections to major employment areas, education centers, or medical facilities for residents of disadvantaged or low-income communities; or on technology improvements that reduce emissions of greenhouse gases, including the purchase of zero-emission buses and fueling infrastructure. Staff believes making transit fare subsidies, transit connections, and technology improvements eligible LCTOP expenditures can enhance the Commission s transit agencies ability to utilize the funds coming in to Riverside County and enhance transit access to more individuals. As such, Agenda Item 7A 1

24 staff is recommending the Commission support SB 1119, which is also aligned with two principles in the 2018 State and Federal Legislative Platform: 1. Regional Control Policies should be sensitive to each region s unique needs and avoid one size fits all assumptions, especially regarding the balance among highways, transit, rail, and freight; and urban, suburban, and rural needs. 2. Alternatives to Driving: Transit and Rail Support all transit operators in Riverside County with legislative concerns impacting the operators funding and operations. Attachment: Legislative Matrix April 2018 Agenda Item 7A 2

25 RIVERSIDE COUNTY TRANSPORTATION COMMISSION - POSITIONS ON STATE AND FEDERAL LEGISLATION APRIL 2018 Legislation/ Author AB 1189 (Garcia) AB 91 (Cervantes) AB 351 (Melendez) Description Clarifying legislation that allows the Commission to implement a second selfhelp sales tax, subject to approval of two-thirds of the electorate in a future election. Requires Caltrans to convert existing HOV lanes in Riverside County to operate only during hours of heavy commuter traffic; during all other times the lanes would be open to all vehicles, including those with a single occupant. Proposes to bring truck weight fees back to transportation accounts. Bill Status Enrolled and presented to the Governor. (September 13, 2017) Ordered to inactive file. (September 15, 2017) Re-referred to Committee on Transportation. Position Date of Board Adoption SPONSOR 1/26/217 OPPOSE 3/8/17 Opposition removed 5/30/17 as a result of amendments SUPPORT 3/8/17 AB 179 (Cervantes) Changes the membership of the California Transportation Commission. (January 4, 2018) Approved by the Governor. Chaptered by Secretary of State. OPPOSE 4/12/2017 AB 408 (Chen) Final offer of compensation in eminent domain cases. (October 13, 2017) Died prior to going to committee pursuant to Joint Rule 62(a). OPPOSE 4/12/2017 AB 697 (Fong) SB 132 (Budget and Fiscal Review Committee) Exempts private ambulances from paying tolls when responding to emergency and urgent calls. Amendment to the Budget Act of Creates the Riverside County Transportation Efficiency Corridor. (March 20, 2017) Ordered to inactive file. (September 16, 2017) Approved by the Governor. Chaptered by Secretary of State. OPPOSE 4/12/2017 Opposition removed 6/14/2017 as a result of amendments SUPPORT 4/12/2017 (April 28, 2017) 3

26 Legislation/ Author SB 268 (Mendoza) AB 1523 (Obernolte) SB 150 (Allen) SB 264 (Nguyen) SB 477 (Cannella) AB 686 (Santiago) Description Changes the Los Angeles County Metropolitan Transportation Authority board of directors governance structure. Authorizes the San Bernardino County Transportation Authority (SBCTA) to use design-build for local agencies to reconstruct the Mt. Vernon Avenue Viaduct project in San Bernardino. Requires the state board to update and revise greenhouse gas emission reduction targets while considering vehicle miles traveled (VMT) reductions. Requires the state board to assess current and historic VMT. Requires the state to prepare a report every four years that assesses metropolitan planning organization progress toward meeting metrics. Requires net excess toll revenue from the Orange County Transportation Authority s (OCTA) Interstate 405 Improvement Project to be allocated to OCTA and project corridor jurisdictions and requires the moneys to be spent on specified transportation improvement projects. Allows for the extension of an existing rail corridor to provide intercity rail service beyond the defined boundaries of the corridor, subject to approval by the joint powers authority board and Secretary of Transportation. Requires agencies to affirmatively further fair housing opportunity with all governmental actions. Bill Status Re-referred to Assembly Local Government Committee. (September 5, 2017) Approved by the Governor. Chaptered by Secretary of State. (July 31, 2017) Approved by the Governor. Chaptered by Secretary of State. (October 10, 2017) Hearing in Transportation and Housing Committee scheduled for April 25; author cancelled hearing. (April 25, 2017) Held in Assembly Appropriations Committee. (September 1, 2017) Amended and re-referred to Senate Transportation and Housing Committee. Position Date of Board Adoption OPPOSE 5/9/2017 Staff action based on platform SUPPORT 5/10/2017 OPPOSE 5/10/2017 OPPOSE 5/10/2017 SUPPORT 5/10/2017 OPPOSE 6/14/2017 SB 768 (Allen, Wiener) Extends authority to Caltrans and regional transportation agencies to enter into public private partnership agreements for transportation projects. (July 17, 2017) Held in Senate Appropriations Committee. SUPPORT 6/14/2017 H.R. 100 (Brownley) Increases the sub-allocation for local communities under the Surface Transportation Block Grant Program (STBG). (May 25, 2017) Referred to House T&I subcommittee on Highways and Transit. SUPPORT 6/14/2017 (January 3, 2017) 4

27 Legislation/ Author AB 115 (Ting); SB 99 (Budget) AB 805 (Gonzalez Fletcher) AB 1069 (Low) AB 1282 (Mullin) Description Trailer bill containing elements that will streamline transportation project delivery. Changes the San Diego Association of Governments board of directors governance and voting structure. Requires ten countywide transportation agencies, including the Commission, to regulate taxicabs. Requires the California State Transportation Agency Secretary to establish a Transportation Permitting Task Force. Bill Status Approved by the Governor. Chaptered by Secretary of State. (June 27, 2017) Approved by the Governor. Chaptered by Secretary of State. (October 11, 2017) Approved by the Governor. Chaptered by Secretary of State. (October 13, 2017) Approved by the Governor. Chaptered by Secretary of State. Position Date of Board Adoption SUPPORT 6/14/2017 Staff action based on platform OPPOSE 6/15/2017 Staff action based on platform OPPOSE 6/28/2017 Staff action based on platform SUPPORT 7/12/2017 AB 135 (Budget) H.R. 1 ACA 5 (Proposition 69) California Voter Approval for Gas and Vehicle Taxes Initiative Trailer bill containing elements that allow agencies to request approval for letters of no prejudice to advance spending on SB 1 projects using local funding sources; authorizes the California State Transportation Agency to perform NEPA Assignment on transit, rail, and multimodal projects; and provides flexibility to cities and counties for adopting Local Streets and Roads project lists. Amends the Internal Revenue Code to reduce tax rates and modify policies, credits, and deductions for individuals and businesses. Assembly Constitutional Amendment passed by two-thirds of the California State Legislature and signed by Governor Brown. If passed by the voters, amends the California Constitution to protect SB 1 revenues from seizure to fund other programs and expenses. Repeals revenues raised by SB 1 that are dedicated to road repair and transportation funding. Henceforward, requires a majority vote of Californians to increase transportation revenues once passed by two-thirds of the California State Legislature. (October 10, 2017) Approved by the Governor. Chaptered by Secretary of State. (September 16, 2017) Signed by President. (December 22, 2017) On June 5, 2018 Statewide Direct Primary Election ballot. Proponents collecting signatures of registered voters. SUPPORT 9/13/2017 SEEK AMENDMENTS Staff action based on platform 12/13/2017 SUPPORT 1/25/2018 OPPOSE 1/25/2018 5

28 Legislation/ Author SCR 90 (Roth) AB 1759 (McCarty) Description Designates the 60/91/215 interchange in Riverside County as the Joseph Tavaglione Interchange. Starting in Fiscal Year 2022/23, requires the State Controller to withhold local streets and roads funds provided under SB 1 from cities and counties not meeting their share of regional housing needs. Withheld funds would be placed in an escrow account until the non-compliant agency is deemed to be in compliance. Bill Status Referred to Senate Committee on Transportation and Housing. (February 1, 2018) Referred to Assembly Committee on Transportation and Committee on Housing and Community Development. Position Date of Board Adoption SUPPORT 2/1/2018 Staff action based on platform OPPOSE 3/14/2018 AB 1905 (Grayson) Limits a court s ability to stop projects with lawsuits against their environmental documents from moving forward if the project is in SCAG s adopted SCS. (February 12, 2018) Referred to Assembly Committee on Natural Resources and Committee on Transportation. SUPPORT 3/14/2018 SB 1262 (Newman) Makes the Construction Manager / General Contractor (CM/GC) procurement and project delivery method a permanent tool available to Caltrans, removes the project cost minimums prescribed in the current pilot program, and eliminates the requirement for Caltrans to use its own employees or consultants to perform project design and engineering services on a CM/GC project. (February 5, 2018) Referred to Senate Committee on Transportation and Housing. (March 1, 2018) SUPPORT 3/14/2018 6

29 AGENDA ITEM 7B

30 BLANK

31 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee Jennifer Crosson, Toll Operations Manager Anne Mayer, Executive Director Agreement for Express Lanes Marketing Services Notice To Proceed 2 Services WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No , Amendment No. 1 to Agreement No , with Sherry Matthews, Inc., DBA Sherry Matthews Advocacy Marketing (Sherry Matthews) for notice to proceed (NTP) 2 services related to express lanes marketing; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director to issue NTP 2 for an additional amount of $2,225,000, and a total amount not to exceed (NTE) $2.5 million. BACKGROUND INFORMATION: With the opening of the RCTC 91 Express Lanes in March 2017 as part of the State Route 91 Corridor Improvement Project (91 Project), the Commission embarked on its first business-type activity as the owner of a managed lanes enterprise a major change from its traditional governmental activities. In 2020, the Commission will open the 15 Express Lanes, its second enterprise, with the completion of the Interstate 15 Express Lanes Project (I-15 ELP). Approximately two years later, the 15/91 Express Lanes Connector (15/91 ELC) is anticipated to be completed and start operations. The financing for the 91 Project and the I-15 ELP included Transportation Infrastructure Finance and Innovation Act (TIFIA) loans of approximately $421.1 million and $152.2 million, respectively. The Commission also issued toll revenue bonds of $176.7 million for the 91 Project. Toll revenues from the RCTC 91 Express Lanes and the 15 Express Lanes are pledged as security for repayment of the TIFIA loans and the toll revenue bonds will be used to pay operating costs and major rehabilitation costs. Agenda Item 7B 7

32 No governmental funds were pledged to fund the operations, major rehabilitation, and debt service costs for these enterprises. Accordingly, the Commission is required to (i) operate and maintain these express lanes in a reasonable and prudent manner and (ii) maintain them in good repair, working order, and condition and in accordance with the requirements of applicable laws and the related financing documents. In order to operate and maintain the express lanes such that sufficient toll revenues are generated to at least cover operating, debt service, and major rehabilitation costs, it is critical that the Commission develop and implement effective marketing strategies to promote use of the express lanes. Staff conducted a competitive procurement for express lanes marketing services and presented its original recommendation last month. Committee Feedback and Modified Contract Approach At its February 26, 2018 Western Riverside County Programs and Projects (WRCPP) Committee meeting, staff presented a proposed agreement with Sherry Matthews for express lanes marketing services following a competitive procurement process. Committee members directed staff to: Provide additional information regarding the work to be performed under the proposed express lanes marketing services agreement including additional details of the work, schedule, and proposed cost; Provide information related to spending and performance metrics for comparable marketing services by the Commission and other agencies; and Eliminate the proposed contract contingency of $350,000 and require Commission approval of the costs for and exercise of any of the two two-year options to extend the agreement. At its March 14, 2018 meeting, the Commission approved the express lanes marketing services agreement and authorized a NTE amount for NTP 1 services of $275,000 to Sherry Matthews. NTP 1 services include efforts related to the transition to 6C transponders for the 91 Express Lanes and early work related to branding and website development for the 15 Express Lanes toll operations. The 6C transition costs will be shared with Orange County Transportation Authority (OCTA) on a 50/50 basis in accordance with the Orange/Riverside cooperative agreement (ORCA) related to the joint operation of the 91 Express Lanes. The NTP 1 services approval allowed Sherry Matthews to begin work on time-sensitive tasks, while staff gathered the additional information requested by the Committee to support the remaining NTP 2 services work to be performed under the proposed full agreement. This staff report provides the details of the work to be performed under NTP 2 over a three-year term. The combined scope and term of NTP 1 and NTP 2 and elimination of contingency reflect a $1.35 million decrease in the cost of $3.85 million initially proposed at the February WRCPP Committee meeting. Additionally, this staff report presents comparable marketing services Agenda Item 7B 8

33 dollars spent and metrics from the Commission and other toll agencies. Therefore, staff believes this report fulfills the WRCPP Committee s direction. Proposed NTP 2 Work Discussion The work to be performed under NTP2 is driven by major express lane events that will occur during the proposed three-year term of this agreement (early 2018 through early 2021). A detailed cost breakdown and schedule for each express lane project was developed with Sherry Matthews based on its experience providing similar express lanes work throughout the United States. The cost and schedule will be refined after the market analysis in NTP 2 is performed. A summary of the NTP 2 work to be performed, schedule and cost, in order of occurrence, is provided below: 91 Express Lanes Customer Service Center Relocation March 2019 The existing 91 Express Lanes Customer Service Center (CSC) will be relocated to the Commission s express lanes Regional Operations Center around March The CSC address is included on many of the 91 Express Lanes customer materials and will need to be updated and reproduced. The customer materials were originally created by the firm contracted through the 91 Project that assisted with the RCTC 91 Express Lanes opening. The 91 Project has now been accepted as complete, so another resource is needed to update and reproduce customer materials. This work effort will seek to mitigate customer confusion and assist in providing a positive customer experience related to the relocation of the CSC. The cost of this work is estimated to be $20,000 and will be shared with OCTA. 91 Express Lanes Joint Marketing Contract Expiration Mid 2019 As provided for in the ORCA related to the joint operation of the 91 Express Lanes, the marketing efforts for the 91 Express Lanes to date have been provided by an OCTA-managed contract with costs shared evenly between the agencies. That contract expires in mid This agreement with Sherry Matthews allows for the Commission to provide the joint marketing with costs shared evenly between the two agencies. The scope of services provides for the creation of a marketing plan, the creative work related to the updating of the 91 Express Lanes website, radio and digital advertising, as well as an update of the public relations training and toolkits put in place in early The goal of an annual joint marketing campaign is to educate customers on how to use the road and to stimulate new account growth and traffic growth. The estimated cost of the 91 Express Lanes marketing campaign (18 months) is $480,000, and it is anticipated that 50 percent of the costs will be reimbursed by OCTA. Agenda Item 7B 9

34 RCTC 91 Express Lanes Account Promotions November 2019 The 91 Express Lanes offers value-added promotions to its account holders through partnerships with local businesses, events, and public transit operators. The current promotions are centered in Orange County as these promotions were established by OCTA prior to the opening of the RCTC 91 Express Lanes. Account promotions stimulate account growth that generates accountrelated revenue and toll revenue. Sherry Matthews will assist the Commission in finding and implementing value-added partnerships within Riverside County. The cost of this work is estimated to be $20, Express Lanes Customer Service Center Grand Opening April 2020 The 15 Express Lanes CSC is expected to open to the public in April 2020, in advance of the new 15 Express Lanes. The CSC will be co-located with the relocated 91 Express Lanes Customer Service Center at the Regional Operations Center. The advance opening of the CSC will allow the 15 Express Lanes CSC to answer questions about the 15 Express Lanes and open accounts for new customers. Sherry Matthews will assist with the marketing of the new CSC. This work could include the creation of maps, web based announcements, and banners. The estimated cost of this effort is $15, Express Lanes Price Sign Changes Mid 2020 The 91 Express Lanes currently displays a joint price for customers travelling both the OCTA and RCTC segments of the 91 Express Lanes. The opening of the 15 Express Lanes will force a change as to how prices are displayed for customers using the 91 Express Lanes. The change will require an update to the How to Use video, customer frequently asked questions, and other customer materials. Sherry Matthews will assist with creating the new pricing messaging and related materials. The cost of the creative concept, message development, video creation, and material updates and reproduction is estimated to be $30, Express Lanes Opening 2020 NTP 1 services provided for early work needed to advance the toll system and sign design work currently underway. NTP 2 services will allow for the completion of a market analysis, marketing plan, creative development and production, advertising, customer account outreach, and coordination with the Commission s ongoing commuter assistance outreach to employers. The 15 Express Lanes will introduce new toll technology and use policies to Riverside County. Most noticeably, the 15 Express Lanes will introduce dynamic pricing for the first time in Riverside County, as well as multiple ingress and egress points throughout the corridor; both are significant changes from customers current experience on the 91 Express Lanes. A thorough Agenda Item 7B 10

35 customer education and marketing program is necessary to inform customers about how the new road works to avoid customer confusion and potential customer service issues. Based on lessons learned from other new toll facilities throughout the country, failure to adequately prepare the public for these types of changes are likely to lead to impacts such as long queues at the CSC and on the customer service phone lines and an increase in negative correspondence to the Commission, elected officials and other government offices. As noted previously, the I-15 ELP financing included a TIFIA loan that requires the express lanes to generate sufficient revenue to meet the debt obligations in addition to operating and major rehabilitation costs. Similar to a new private business opening its doors after a significant initial capital investment, the Commission has a fiscal responsibility to its debtors and the public to ensure customers use and support the facility. The marketing campaign for the 15 Express Lanes opening will strive to support these goals. The estimated cost of this work, which will take place over a two-year period, is $1.41 million. 15/91 Express Lanes Connector Opening 2022 The 15/91 ELC is scheduled to open in 2022, one year after the base period of this contract expires. The 15/91 ELC may pose some customer education challenges as it will connect the Commission s two operating express lanes that have some differing road operations and customer policies. The Sherry Matthews team will have important insight into both the 91 and 15 Express Lanes that, if leveraged, will help with the 15/91 ELC customer education and marketing campaign. In order to leverage the Sherry Matthews team s experience, staff proposes that the base year contract include the research and marketing plan development for the 15/91 ELC prior to the end of the contract. The estimated cost of the 15/91 ELC work is $250,000. The actual communications and marketing will need to be performed under a new contract or during one of the available options periods of the Sherry Matthews contract, subject to Commission approval. Schedule and Cost Summary The following is a preliminary high-level schedule of the proposed work to be performed based on the major event dates provided above. Agenda Item 7B 11

36 Marketing Plan and Strategy Research Market analysis Marketing plan Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Branding and Concept Design Develop creative concepts Key messaging Branding and Concept Design Production Develop and produce materials Develop and produce videos Advertising Radio traffic sponsorships Billboards Gas station pump toppers Digital Special account promotions Public Relations Coordinate with RCTC Customer education events Toolkits Mar Express LaneCustomer Service Center Relocates Jun-19 Joint Marketing Contract with OCTA Ends Apr Express Lane Customer Service Center Grand Opening Jun Express Lane Price Changes Jun Express Lane Opens Mid-22 91/15 Express Lanes Connector Opens The following is an estimated cost breakdown by project (91 Express Lanes, 15 Express Lanes and 15/91 ELC). Most of the 91 Express Lanes costs will be shared with OCTA; approximately $250,000 is anticipated to be reimbursed by OCTA to the Commission. The 15 Express Lanes costs have been included in the I-15 ELP finance plan, and the 15/91 ELC costs will be included in the 15/91 ELC budget. Project Management Marketing Plan and Strategy Branding and Concept Design Branding and Concept Design Production Advertising Public Relations Account management, meetings, reporting, invoicing, budget management, etc. 91 Express Lanes 15 Express Lanes 15/91 Express Lane Connector $ 35,000 $ 110,000 $ 40,000 Research/performance metrics 30,000 65,000 65,000 Market analysis 5,000 15,000 - Marketing plan 15,000 15,000 10,000 Develop creative concepts 75, ,000 50,000 Key messaging 10,000 30,000 10,000 Develop and produce materials 100, ,000 50,000 Develop and produce videos 25,000 30,000 10,000 Radio traffic sponsorships 75, ,000 - Outdoor - billboards - 150,000 - Outdoor - gas station pumptoppers - 75,000 - Digital (Banners, Google/Bing, Pandora, Mobile) 75, ,000 - Special account promotions 50,000 50,000 - Coordinate with RCTC 10,000 10,000 5,000 Outreach events 15,000 30,000 - Toolkits 30,000 20,000 10,000 Total By Project Total NTP 2 Amount $ 550,000 $ 1,425,000 $ 250,000 $2,225,000 Agenda Item 7B 12

37 The following is an estimated cost breakdown by year and project: 91 Express Lanes 15 Express Lanes 15/91 ELC Total CSC Relocation $ 20,000 $ - $ - Price Sign Changes - 30,000 - Joint Marketing 160, , ,000 $ 550, Account Promotion 20, Subtotal 200, , ,000 CSC Grand Opening - 15,000 - Express Lanes Opening 410,000 1,000,000 - Subtotal 410,000 1,015,000 - Express Lanes Opening ,000 1,425, ,000 Total $ 610,000 $ 1,205,000 $ 410,000 $ 2,225,000 Comparable Customer Education, Research and Marketing Services Information Staff surveyed the California toll operators to obtain information regarding their customer education, research, and marketing efforts for both new facility launches and ongoing marketing efforts. Requests for information were made to the Transportation Corridor Agencies (TCA), OCTA, San Diego Association of Governments, Los Angeles County Metropolitan Transportation Authority, Bay Area Toll Authority/Metropolitan Transportation Commission (MTC), Washington State Department of Transportation (WSDOT), and the Alameda County Transportation Commission (ACTC). The information received is summarized in the table below. The information was separated between new facility launches and ongoing marketing efforts. Comparable Customer Education and Marketing Contracts Marketing Contract Term Marketing Contract Value Success Metrics New Facility Launches RCTC 91 Express Lanes 16 months $265 K Account growth, meet traffic projections, customer education MTC 680 Express Lanes Customer Education WSDOT 405 Express Lanes Opening Bundled in Program Management Contract 5 year base, 3 1 year options $326 K Impressions, customer education (lack of customer issues) $5.5 M Transponders issued, accounts opened Marketing/Education Agency Staff Support Toll operations staff oversees. No dedicated staff. Agency Reproduction Support Outsourced by agency.7 FTE Yes, graphics 4 FTE No Agenda Item 7B 13

38 ACTC 580 Express Lanes Opening RCTC 15 Express Lanes (proposed) Ongoing Marketing OCTA 1 year, 1 year option RCTC/OCTA 2017 Life on Time Campaign 2 years $620 K Transactions, customer compliance 2 years $1.41 M New accounts, transactions, customer compliance 1 year, 1 year option TCA 3 year, 2 1 year options $290 K Customer engagement, number of impressions and clicks on ads $170 K Customer engagement $1.3 M per year Revenue and transactions, new account enrollments, media impressions, Google Analytics.75 FTE No Toll operations staff oversees. No dedicated staff. No 1.5 FTE Yes 1.5 FTE (OCTA) No 6.5 FTE in communications; 1 FTE in marketing No Marketing of New Facility Launches The length of marketing contracts and amount spent for a new facility launch ranges from $265,000 (RCTC 91 Express Lanes) to $5.5 million (WSDOT 405 Express Lanes). The difference in the amount spent can be attributed to the complexity of the project and the importance of the campaign goals. The RCTC 91 Express Lanes required little customer education due to existing customer familiarity with the OCTA 91 Express Lanes and its 22-year existence. The goal of the RCTC 91 Express Lanes campaign was to educate customers on the few new differences and to announce the opening day. The RCTC 91 Express Lanes opening was followed by the OCTA Life on Time campaign. Between the two campaigns, $435,000 was spent on the 91 Express Lanes over a four-month period. The ACTC contract related to its new express lanes and focused on how to use the road. The Bay Area Toll Authority, who addressed the advertising related to the FasTrak accounts and transponders, performs the ACTC 580 Express Lanes account management. The proposed amount for the 15 Express Lanes reflects the need for extensive customer education and marketing to ensure customers understand how to use the new road and technology. The 15 Express Lanes will be opening a new CSC that will also need marketing to attract new 15 Express Lanes customers. An effective marketing strategy for the 15 Express Lanes Agenda Item 7B 14

39 opening is critical to support the toll revenues needed for the operation of the express lanes and to meet the debt obligations. Ongoing Marketing Ongoing marketing of existing facilities varied by toll operator and facility type. For example, the annual marketing expenses for the 91 Express Lanes recently had an annual budget of approximately $290,000, while the TCA annual budget is over three times that amount with a budget of $1.3 million reflecting a different toll facility type covering a larger area. Another perspective staff considered regarding the magnitude of ongoing marketing expenses is the cost per customer account and cost per transponder issued. For example, staff s proposed contract with Sherry Matthews reflects a total estimated expense of $550,000 for the 91 Express Lanes over three years. The total expense over a three-year period amounts to $4.03 per customer account and $2.65 per transponder issued. Additionally, a one-time campaign for an existing facility (e.g., the 91 Express Lanes 2017 Life On Time) can factor in a certain year s budget but not future years reflecting the focused approach on a campaign-by-campaign basis. A key differentiator between the Commission and most other toll operators in Southern California is the Commission s reliance on consultants rather than in-house staff to perform marketing and customer education services. Whereas other operators have employees devoted for these purposes, the Commission s organizational structure and budget policy necessitates a hybrid approach that requires staff from the Commission s toll and external affairs departments to collaborate in oversight of contracted resources. While this approach may at times result in higher contract values, it ultimately results in lower employee and related costs. Sherry Matthews Proposed Scope of Work After comparing the data provided in this report to the plan for the proposed NTP 2 work, staff believes the proposed work is appropriate considering the number of significant events to occur over the contract period and the introduction of new technology, road design elements, and toll policies. Staff will work with Sherry Matthews to develop detailed plans for each activity along with a refined budget to maximize the effectiveness of the monies expended and success of the express lanes. SUMMARY: Staff recommends the approval of Amendment No.1 to the Sherry Matthews agreement in the amount of $2,225,000 for NTP 2 customer education and marketing services related to the Commission s express lane facilities. The cost is considered fair and reasonable, and costs of approximately $250,000 related to joint marketing efforts for the 91 Express Lanes are anticipated to be reimbursed by OCTA. Agenda Item 7B 15

40 Financial Information In Fiscal Year Budget: N/A Year: FY 2018/19+ Amount: $2,225,000 Source of Funds: GL/Project Accounting No.: Toll revenues, SB132 state funds, 2017 Series A sales tax revenue bonds, OCTA Budget Adjustment: reimbursements Reimbursement Revenues: $250,000 Expenditures/Expenses: $550, $1,425, $250,000 Fiscal Procedures Approved: Date: 03/15/2018 N/A Attachment: Draft Professional Services Agreement No Agenda Item 7B 16

41 Agreement No AMENDMENT NO. 1 TO RIVERSIDE COUNTY TRANSPORTATION COMMISSION AGREEMENT FOR EXPRESS LANES MARKETING SERVICES WITH SHERRY MATTHEWS, INC., DBA SHERRY MATTHEWS ADVOCACY MARKETING 1. PARTIES AND DATE This Amendment No. 1 to the Agreement for express lanes marketing services is made and entered into this day of, 2018, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ( Commission ) and SHERRY MATTHEWS, INC., a Texas corporation, DBA SHERRY MATTHEWS ADVOCACY MARKETING ("Consultant"). 2. RECITALS 2.1 The Commission and the Consultant entered into an agreement, dated March, 2018, for the purpose of providing express lanes marketing services ( Master Agreement ). 2.2 The Master Agreement authorized Commission staff to issue a Notice to Proceed (NTP) 1 to commence the Services, as that term is defined under the Master Agreement, and contemplated that an amendment to the Master Agreement would be issued to include NTP 2 Services and authorization for Commission staff to issue NTP The Commission and the Consultant now desire to amend the Master Agreement in order to include the Scope of Services for NTP 2, the Schedule of Services for NTP 2, and additional compensation for NTP 2 Services. 3. TERMS 3.1 The Services, as that term is defined in the Master Agreement, shall be amended to include those express lanes marketing services as set forth in Exhibit A attached to this Amendment No. 1 and incorporated herein by reference ( NTP 2 Services ) \

42 Consultant shall commence performance of the NTP 2 Services upon receipt of NTP 2, executed by the Commission s Executive Director. 3.2 Consultant shall perform the NTP 2 Services in accordance with the terms of the Master Agreement, and with the Schedule of Services for NTP 2 attached to this Amendment No. 1 as Exhibit B and incorporated herein by reference. 3.3 The total compensation for the NTP 2 Services shall not exceed Two Million Two Hundred Twenty-Five Thousand Dollars ($2,225,000), without written approval of Commission's Executive Director. Work shall be performed at the rates set forth in the Master Agreement. 3.4 The maximum not to exceed value of the Master Agreement as amended by this Amendment No. 1 is $2,500, Except as amended herein, all provisions of the Master Agreement, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment No This Amendment No. 1 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.7 This Amendment No. 1 may be signed in counterparts, each of which shall constitute an original. [Signatures on following page] \

43 SIGNATURE PAGE TO AGREEMENT NO IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the date first herein above written. RIVERSIDE COUNTY TRANSPORTATION COMMISSION CONSULTANT SHERRY MATTHEWS, INC. DBA SHERRY MATTHEWS ADVOCACY MARKETING By: By: Dana W. Reed Signature Chairman Name Title Approved as to Form: Attest: By Best Best & Krieger LLP General Counsel By: Its: * A corporation requires the signatures of two corporate officers. One signature shall be that of the chairman of board, the president or any vice president and the second signature (on the attest line) shall be that of the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation. If the above persons are not the intended signators, evidence of signature authority shall be provided to RCTC \

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45 EXHIBIT "A" NTP 2 SCOPE OF SERVICES [TO BE INSERTED] \ Exhibit A 20

46 EXHIBIT "B" NTP 2 SCHEDULE OF SERVICES [TO BE INSERTED] \ Exhibit B 21

47 AGENDA ITEM 7C

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49 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee David Thomas, Toll Project Manager Anne Mayer, Executive Director Reimbursement Agreement with Burlington Northern Santa Fe Railway Company for the Interstate 15 Express Lanes Project WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No , with the Burlington Northern Santa Fe Railway Company (BNSF) for the advancement of BNSF engineering reviews required for the Interstate 15 Express Lanes Project (I-15 ELP) for a total amount not to exceed $100,000; and 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement. BACKGROUND INFORMATION: A critical component of the I-15 ELP is the widening of the existing I-15 East Corona Overhead bridge over the BNSF tracks adjacent to the State Route 91/I-15 junction (see Figure 1). In order to complete this component, coordination with BNSF is required for the development of the Construction and Maintenance (C&M) agreement required to be in place prior to the construction of the widening of the I-15 East Corona Overhead. Agenda Item 7C 22

50 Figure 1: I-15 Express Lanes Project Vicinity Map The local BNSF office is currently experiencing a substantial backlog of engineering review work due to the significant number of ongoing grade separations and other projects within Southern California. As the Commission approaches the need for BNSF engineering review of the I-15 East Corona Overhead C&M agreement, it is apparent that the project would need to get in line with all the other projects that are being submitted. An advance reimbursement agreement would allow the local BNSF office to timely hire a firm to perform engineering review of the C&M agreement and early construction submittals to meet the schedule demands of the I-15 ELP. Under this advance reimbursement agreement, actual charges to the I-15 ELP would be invoiced and paid when performed by BNSF on an as-needed basis. The advance reimbursement agreement would have a negligible increase to the BNSF project costs, if any, as these BNSF costs would otherwise be paid after the execution of and through the C&M agreement. An advance reimbursement agreement was also utilized on the SR-91 Corridor Improvement Project and helped keep the project on schedule. Staff recommends the approval of Agreement No , with BNSF for the advancement of BNSF engineering review required for the I-15 ELP for a total amount not to exceed $100,000; Agenda Item 7C 23

51 authorization of the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement; and to forward to the Commission for final action. In Fiscal Year Budget: Yes N/A Year: Financial Information FY 2017/18 FY2018/19 Amount: Source of Funds: 2017A Sales Tax Revenue Bonds proceeds Budget Adjustment: GL/Project Accounting No.: $50,000 $50,000 No N/A Fiscal Procedures Approved: Date: 03/14/2018 Attachment: Draft Agreement No Agenda Item 7C 24

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53 REIMBURSEMENT AGREEMENT Agreement No BNSF File #: LS 7602 MP 22.9 San Bernardino Subdivision I-15 Express Lane Project Corona, Riverside County, CA. Agreement No. This Reimbursement Agreement ( Agreement ) is entered into effective as of 2018, by and between RIVERSIDE COUNTY TRANSPORTATION COMMISSION ( RCTC ), a political subdivision of the State of California, and BNSF RAILWAY COMPANY ( BNSF ). RECITALS A. WHEREAS, BNSF operates a freight transportation system by rail with operations throughout the United States and Canada; and B. WHEREAS, RCTC desires that the below described improvements be constructed at the location(s) referenced in Recital G below over or under BNSF s Rail Corridor; and C. WHEREAS, it is the policy of BNSF, as owner of the Rail Corridor, to check the plans and specifications for the grade separation bridges described below; and D. WHEREAS, BNSF has entered into agreements with engineering consulting firms to provide plan and specification reviews for overhead and underpass bridges to be constructed across BNSF s Rail Corridor; and G. WHEREAS, RCTC has adopted a project ( I-15 Express Lanes Project ) which adds two tolled express lanes in each direction along I-15 between Cajalco Road and I-15/SR-60 interchange near the Riverside County Line, and includes widening of the overhead that crosses BNSF s Rail Corridor, Porphyry Overhead (I-15) DOT No H; and H. WHEREAS, RCTC is obligated to reimburse BNSF for all of the costs incurred by BNSF for any agreement between BNSF and RCTC and for the cost to check the plans and specifications for said bridges. NOW, THEREFORE, in consideration of the terms, conditions, covenants and performances contained herein, or attached and incorporated and made a part hereof, IT IS MUTUALLY AGREED AS FOLLOWS: SECTION 1. SCOPE OF SERVICES BNSF will provide all the work, labor, including the services for outside engineering consultant s plan and specification reviews for the projects described below: \ REIMBURSEMENT AGREEMENT Page 1 of 3 25 March, 2018

54 Porphyry Widening, Approximate BNSF MP 22.9, USDOT No H, in Corona, CA Widen an existing Overpass Bridge Structure across BNSF s Rail Corridor Estimated cost to provide plan and specifications review is $100, SECTION 2. AUTHORITY TO BEGIN WORK BNSF agrees not to commence work until receipt of notice to begin work in writing by RCTC, and that reimbursement will be limited to those costs incurred subsequent to the date of such notification. SECTION 3. PAYMENT OF FEES RCTC, in consideration of the faithful performance of the work to be done by BNSF, agrees to pay BNSF actual direct and related indirect costs accumulated in accordance with a work order accounting procedure as prescribed and approved by the ICC Uniform System of Accounts, or its equivalent, for work described in Section 1, SCOPE OF SERVICES above, with the total cost estimated to be $100, Following the execution of the Agreement and written authorization to proceed with the SCOPE OF SERVICES, progress billings may be submitted to RCTC to cover costs incurred and RCTC shall pay such progress billings promptly upon receipt. Progress bills are not to be submitted more frequently that one (1) per month. Final and detailed billing for all incurred costs associated with this work shall be made by the BNSF and furnished to RCTC within one (1) year of project completion, and RCTC shall pay all eligible amounts of such bill, less progress payments previously made, within sixty (60) days of final billing. The parties agree that payment of any billing will not constitute agreement as to the appropriateness of any item and that at the time of final audit all required adjustments will be made and reflected in a final payment by either party. In the event that such final audit reveals an overpayment to BNSF, BNSF agrees to refund such overpayment to RCTC within 60 days of agreement to audit findings. During the progress of the work and for a period not less than three (3) years from the date of the final BNSF invoice under this Agreement, the records and accounts pertaining to the work of the project and accounting therefor shall be maintained by BNSF and made available for inspection and audit by RCTC and/or Federal Government, and copies of all records, accounts, documents, or other data pertaining to the project shall be furnished by BNSF upon request. If any litigation, claim, or audit is commenced, the records and accounts along with supporting documentation shall be retained until all dispute, litigation, claim or audit finding has been resolved even though such dispute, litigation, claim or audit continues past the three (3) year retention period. No liability shall attach to RCTC or BNSF by reason of entering into this Agreement except as expressly provided herein. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its conflict of laws principles. In the event of litigation arising out of or relating to this Agreement, the parties hereto consent to the exclusive jurisdiction and venue of the state courts of and federal courts in Riverside County, California, and to service of process by any means authorized by California law Signature Page to follow \ REIMBURSEMENT AGREEMENT Page 2 of 3 26 March, 2018

55 IN WITNESS WHEREOF, the parties hereto have caused this Reimbursement Agreement to be executed as of the day and year first written above. BNSF RAILWAY COMPANY By: Printed Name: Tiera Adams Title: Manager Public Projects RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Anne Mayer, Executive Director APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel to the Riverside County Transportation Commission \ REIMBURSEMENT AGREEMENT Page 3 of 3 27 March, 2018

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57 AGENDA ITEM 7D

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59 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee David Thomas, Toll Project Manager Anne Mayer, Executive Director Change Order to Amend the Interstate 15 Express Lanes Project Design-Build Contract with Skanska-Ames, a Joint Venture, for the Interstate 15/State Route 91 Express Lanes Connector Project WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Change Order No. 5 to Agreement No for the Interstate 15 Express Lanes Project (I-15 ELP) with Skanska-Ames, a Joint Venture, (Skanska-Ames) to perform early geotechnical work and provide support staff in support of the I-15/State Route 91 Express Lanes Connector Project (15/91 ELC) in the amount of $1,790,000, plus a contingency amount of $179,000, for a total amount of $1,969,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order amendment on behalf of the Commission; 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project; and 4) Approve an adjustment of $1,256,970 to the Fiscal Year 2017/18 budget to increase state revenues and design builder expenditures. BACKGROUND INFORMATION: The 15/91 ELC will provide a tolled express lanes connector between the existing 91 Express Lanes and the future I-15 Express Lanes to the north of SR-91 (Figure 1 Vicinity Map). Agenda Item 7D 28

60 Figure 1: 15/91 Express Lanes Connector Project Vicinity Map At its October 2017 meeting, the Commission approved an overall procurement strategy for the 15/91 ELC to secure all services and construction needed to deliver the project. The approved strategy consists of a series of contract amendments to existing 91 Project and I-15 ELP contracts with engineering companies, contractors, toll vendors, legal, and financial advisors. The 15/91 ELC is fully funded with state funds authorized by Senate Bill 132 in April DISCUSSION: At the April 12, 2017 Commission meeting, following a competitively negotiated procurement, the Commission awarded a best-value design-build contract to Skanska-Ames to design and construct the I-15 ELP in the amount of $243,900,000, plus a contingency amount of $19,512,000 for a total amount not to exceed $263,412,000. Based on the overall procurement strategy approved for the 15/91 ELC, staff supports a change order to amend the I-15 ELP design-build contract to perform geotechnical work and to provide additional support staff for three months in support of the 15/91 ELC. This effort is being advanced ahead of other planned design-build contract change orders and amendments to deliver the 15/91 ELC, in order to appropriately staff ongoing efforts, avoid impacts to the I-15 ELP, and reduce the cost and impacts associated with performing this work at a later date. Staff has negotiated contract Change Order No. 5 (Attachment 1) for a total amount of $1,790,000. Agenda Item 7D 29

61 RECOMMENDATION: Staff recommends approval of Change Order No. 5 to amend the design-build contract between the Commission and Skanska-Ames in the amount of $1,790,000, plus a contingency amount of $179,000 for a total amount of $1,969,000. Further, authorization is requested for the Chair or Executive Director to execute the change order amendment on behalf of the Commission and for the Executive Director or designee to approve contingency work up to the total not to exceed amount as required for the project. Finally, staff recommends approval of an adjustment of $1,256,970 to the FY 2017/18 budget to increase state revenues and design builder expenditures, as the 15/91 ELC was not included in the FY 2017/18 budget. In Fiscal Year Budget: No N/A Year: Financial Information FY 2017/18 FY 2018/19 Amount: Source of Funds: SB 132 State Funds Budget Adjustment: GL/Project Accounting No.: (revenues) (expenditures) $1,256,970 $ 712,030 Yes N/A Fiscal Procedures Approved: Date: 03/15/2018 Attachment: Draft Change Order No. 5 Agenda Item 7D 30

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63 ATTACHMENT 1 I-15 ELP PROJECT CHANGE ORDER CHANGE ORDER NUMBER: 5 CONTRACT NO SECTION I: Title: Geotechnical Work Company Name: Skanska-Ames a Joint Venture (DB Contractor) DATE: 3/14/2018 Description: Geotechnical investigations for the 15/91 Express Lanes Connector (ELC) Additions/Deletions/Modifications to Contract Document requirements: NONE Scope: DB Contractor shall provide any and all supervision, labor, equipment, materials, laboratory testing, traffic control, and other services necessary to perform geotechnical field investigations and laboratory testing necessary to design the 15/91 ELC for roadway widenings, bridge structure widenings, sign location changes and retaining walls. The DB Contractor is expected to develop a geotechnical exploration plan and perform geotechnical investigations for structures to be constructed within the work area depicted in the attached schematic drawing. The attached drawing is for information and guidance only. DB Contractor shall conduct subsurface exploration, analysis, design and report development per Technical Provisions Section 13. In addition, DB Contractor shall provide an additional project engineer and ELC Manager for the 15/91 ELC effort for three months. SECTION II: Change Order Cost increase decrease none Total Change Order Cost shall not exceed $1,790, SECTION III: Time Impact The status of all Completion Milestones is: 0 Days (No Adjustment) SECTION IV: CHANGE REQUESTED BY: RCTC DB CONTRACTOR Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 1 of 3 Change Order Number 5 31

64 SECTION V: Certification and Other Acknowledgments I,, the Authorized Representative of DB Contractor, hereby certify under penalty of perjury that the above four sections represent a true, accurate and complete summary of all aspects of this Change Order, and that (a) the amount of time and/or compensation requested will be justified as to entitlement and amount, (b) the amount of time and/or compensation requested will include all known and anticipated impacts or amounts, direct, indirect and consequential, which may be incurred as a result of the event, occurrence or matter giving rise to the proposed change (and includes all Subcontractor and Supplier amounts), and (c) the cost and pricing data forming the basis for this Change Order is complete, accurate and current, with specific reference to the California False Claims Act (Government Code section 1250 et seq.) and the U.S. False Claims Act (31 U.S.C. section 3729 et seq.). It is understood and agreed that this Change Order shall not alter or change, in any way, the force and effect of the Contract Documents, including any previous amendment(s) thereto, except insofar as the same is expressly altered and amended by this Change Order. This Change Order supersedes all prior commitments, negotiations, correspondence, conversations, agreements or understanding applicable to the issues addressed herein. No deviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written, other than the Agreement, as amended in accordance with its terms. This Change Order is binding upon, and shall inure to the benefit of, each of the parties and their respective heirs, personal representatives, successors and assigns. IN WITNESS WHEREOF, DB Contractor, intending to be legally bound, has executed this Change Order as of the date below. DB Contractor: Skanska-Ames a Joint Venture By: Name: Title: Dated as of: Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 2 of 3 Change Order Number 5 32

65 SECTION VI (Reviewed and recommended agreed by RCTC Project Manager): By: Name: Title: Dated as of: Comments: SECTION VII (Agreed by RCTC s Authorized Representative): IN WITNESS WHEREOF, RCTC, intending to be legally bound, has executed this Change Order as of the date first written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name: Title: Dated as of: Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 3 of 3 Change Order Number 5 33

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67 AGENDA ITEM 7E

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69 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission David Thomas, Toll Project Manager Anne Mayer, Executive Director Change Order Approval to Advance Construction in the Vicinity of the Limonite Interchange for the Interstate 15 Express Lanes Project STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Contract Change Order No. 9 (CCO-9) to Agreement No with Skanska Ames, a Joint Venture (Skanska Ames), to advance median construction work on the Interstate 15 Express Lanes Project (I-15 ELP) near the I-15/Limonite Avenue Interchange Project (15/Limonite Project), in the amount of $1,071,845, plus a contingency amount of $108,155, for a total not to exceed amount of $1,180,000; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the change order on behalf of the Commission; 3) Authorize the Executive Director or designee to approve contingency work up to the total not to exceed amount as required for the I-15 ELP; 4) Approve an allocation of $1,180,000 of Transportation Uniform Mitigation Fee (TUMF) regional arterial funds for the I-15 ELP advance median construction work near the Limonite Avenue Interchange; 5) Authorize the Executive Director, to pursue reimbursement from excess SB 132 funding allocated to the County of Riverside (County) 15/Limonite Project, or other SB 132 projects, if such funding becomes available; and 6) Approve adjustments of $590,000 each to the Fiscal Year 2017/18 budget to increase design-build expenditures, transfers in to the 2009 Measure A Western Riverside County Highway Fund from the TUMF Fund, and transfers out from the TUMF Fund to the 2009 Measure A Western Riverside County Highway Fund. BACKGROUND INFORMATION: On April 12, 2017, the Commission awarded a design-build construction contract to Skanska- Ames to design and construct the I-15 ELP (see Figure 1). The I 15 ELP is part of the Commission s 10 Year Western Riverside County Highway Delivery Plan and will improve I 15 in northern Riverside County. The project includes the construction of what generally is described as two tolled express lanes in each direction between the I 15/Cajalco Road interchange in Corona and the I-15/State Route 60 interchange just south of the Riverside/San Bernardino County Line Agenda Item 7E 34

70 approximately 15 miles. The proposed roadway improvements will be constructed within the existing Caltrans right of way with most of the improvements occurring within the existing I 15 median. The Commission will operate and maintain the tolled express lanes after opening for a period of 50 years. Currently, the design of the project is approximately 80 percent complete with mainline construction work initially scheduled to begin in late spring/early summer Figure 1: I-15 Express Lanes Project Vicinity Map On April 28, 2017, Governor Brown signed SB 132, which provides $427 million for a program known as the Riverside County Transportation Efficiency Corridor (RCTEC). The program comprises five needed projects in northwest Riverside County, including: new tolled express lanes connectors from the 91 Express Lanes to the northern portion of I-15 now known as the 15/91 Express Lanes Connector Project (15/91 ELC); railroad grade separation at Jurupa Road; railroad grade separation at McKinley Street; an expanded interchange at I-15 and Limonite Avenue (15/Limonite Project); and the replacement of the Hamner Bridge over the Santa Ana River. The $427 million is a direct appropriation in the FY 2016/17 state budget, which made the funds available for these projects immediately. Agenda Item 7E 35

71 After the signing of SB 132, Commission staff began work planning the delivery of the 15/91 ELC as well as coordinating with the County on its plans to deliver the 15/Limonite Project. Prior to the passage of SB 132, the 15/Limonite Project was not fully funded and was expected to be constructed sometime after completion of the I-15 ELP. The availability of the SB 132 funds now requires the County to advance the construction timeline for the 15/Limonite Project to be built concurrent with the I-15 ELP. Project Overlap and Contract Status The advancement of the 15/Limonite Project has created interface challenges with construction of the I-15 ELP. Staff has been working with the County to coordinate schedules, design interface, and various construction staging issues to reduce impacts to the greatest extent possible to both projects. The 15/Limonite Project is currently advertised for bid with construction expected to begin in late August this year. The I-15 ELP construction approach envisioned and proposed by Skanska-Ames at the time of bidding the project in early 2017 prior to SB 132 did not include concurrent construction of the 15/Limonite Project. Although the design-build nature of the I-15 ELP allows for some flexibility during design, substantive changes resulting in modification to the construction approach and staging are required to avoid potential delay impacts to the I-15 ELP. Opportunity to Advance I-15 ELP Work As the coordination has continued with the County since the passage of SB 132, the 15/Limonite Project construction start date has moved later by several months from the original aggressive planned dates envisioned by the County. Rather than resequencing a significant portion of the I- 15 ELP to be constructed after the 15/Limonite Project with potential delay impacts to the overall I-15 ELP, it now makes more sense to advance portions of construction of the I-15 ELP within the limits of the planned 15/Limonite Project. The primary benefit for advancing this work is breaking the dependency for completing major portions of the I-15 ELP work until after completion of the 15/Limonite Project. There will still be areas of I-15 ELP work that need to be completed after the 15/Limonite Project, but the extent of this work will be greatly reduced and the major conflicts eliminated. The work to be advanced is approximately 8,000 feet of median widening near the 15/Limonite Project. This work must be complete prior to August 23, 2018 to avoid impacting the start of construction of the 15/Limonite Project. Agenda Item 7E 36

72 The advancement of the median work will result in the following cost impacts to the I-15 ELP: Nighttime Work: Advancement of this work is prior to mobilization and accommodations for the on-site concrete batch plant and conveyor system. Concrete will now need to be delivered from a local ready-mix plant and work will be performed at night to avoid traffic delays resulting from a daytime operation. Increased costs are associated with nighttime work and traffic control. Inefficiencies: The revised work approach will require concrete be provided from local ready-mix plants and trucked to the site. The production rates associated with this approach are less than would be expected with an on-site concrete plant. Advancing this work will also require additional equipment mobilizations and increased maintenance of traffic effort. Acceleration Cost: Overtime and weekend work will be required to complete the work by August 23, Source of Funds and SB 132 Reimbursement The 15/Limonite Project qualifies for use of the TUMF funds. Staff proposes to use TUMF funds to fund this CCO-9 work. Further, staff proposes to seek reimbursement of these TUMF funds from the County s SB 132 allocation for the 15/Limonite Project. Should excess SB 132 funds exist from the 15/Limonite Project, or other SB 132 projects, staff would seek reimbursement. Recommendations Staff recommends approval of CCO-9 to Agreement No between the Commission and Skanska Ames in the amount of $1,071,845, plus a contingency amount of $108,155, for a total amount of $1,180,000. Further, authorization is requested for the Chair or Executive Director to execute the change order on behalf of the Commission and for the Executive Director or designee to approve contingency work up to the total not to exceed amount as required for the project. Since this additional cost was not included in the plan of finance for the I-15 ELP, staff recommends an allocation of available TUMF regional arterial funds to cover the cost. The 15/Limonite Project is a TUMF regional arterial project. Staff also recommends authorization for the Executive Director to pursue reimbursement from excess SB 132 funding allocated to the 15/Limonite Project, or other SB 132 projects, if such funding becomes available. Approximately $590,000 of the additional cost is expected to occur in FY 2017/18; however, neither it or the additional funding was included in the FY 2017/18 budget. Therefore, staff recommends a budget adjustment of $590,000 to increase the FY 2017/18 design-build expenditures, transfers in to the 2009 Measure A Western County Highway Fund from the TUMF Fund, and transfers out from the TUMF Fund to the 2009 Measure A Western Riverside County Highway Fund. Agenda Item 7E 37

73 Financial Information In Fiscal Year Budget: No FY 2017/18 $590,000 Year: Amount: N/A FY 2018/19 $590,000 Source of Funds: TUMF and/or SB 132 State Funds Budget Adjustment: Yes N/A Design-build expenditures GL/Project Accounting No.: Transfer in Transfer out Fiscal Procedures Approved: Date: 04/03/2018 Attachment: Agreement No Draft Change Order No. 9 Agenda Item 7E 38

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75 I-15 ELP PROJECT CHANGE ORDER CHANGE ORDER NUMBER: 9 CONTRACT NO SECTION I: Title: Advance Construction at Limonite Avenue Interchange Company Name: Skanska-Ames a Joint Venture (DB Contractor) DATE: 3/28/2018 Description: Advance construction of I-15 ELP median work approximately 3/4 of a mile in either direction of the Limonite Avenue Interchange Additions/Deletions/Modifications to Contract Document requirements: None Scope: DB Contractor shall provide any and all supervision, labor, equipment, materials, and other services necessary to advance construction of the I-15 Express Lanes median at the locations identified in the table below (see attached exhibit). Construction at these locations shall be completed by August 22, Completed, in this context, shall mean that the areas listed below are paved full width, saw/sealed, the Jointed Plain Concrete Pavement meets the Smoothness Specification and the K-rail has been shifted onto the newly paved median to accommodate the Limonite Interchange Project s lane shift. If time becomes a constraint for DB Contractor, K-rail may be shifted onto the newly paved median prior to saw/sealing and meeting the Smoothness Specification. Any additional costs to saw/seal and meet the Smoothness Specification after the Limonite Interchange Project has finished their work in the area will be at the sole expense of DB Contractor. Description Construct full median (south of Limonite Ave. OC) Construct 14 ft. paving NB & SB from existing inside ETW (Limonite Ave. OC area) Construct full median (north of Limonite Ave. OC) I-15 Station Range To To To The pricing associated with this Change Order includes, but is not limited to, the following: 1. All design costs to advance this median work (early Request For Construction packages, etc.) Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 1 of 4 Change Order Number 9 39

76 2. Paving inefficiencies for using Ready-Mix concrete versus batch plant (production related inefficiencies, additional shifts, additional bump grinding, standby, fix cost recovery, trucking, etc.) 3. Paving material upcharge for paving with Ready-Mix concrete versus batch plant including working overtime and weekends 4. Acceleration costs for DB Contractor and all of its Subcontractors (overtime, additional crews, etc.) 5. Costs due to moving the paving operation to a nightshift such as additional lane closures, Construction Zone Enhanced Enforcement Program, light plants, subcontractor support and additional supervision 6. Subcontractor premiums such as costs associated with breaking out subcontractor packages and/or additional upcharges to mobilize subcontractors earlier than originally planned 7. One additional K-rail shift to shift K-rail onto the new median paving, so the Limonite Interchange Project can stripe their configuration 8. Double handling of spoils in the median 9. Additional mobilizations for DB Contractor and its Subcontractors 10. Additional roadside maintenance for 2 months 11. Additional risk associated with completing this change by the specified date above. The pricing associated with this Change Order excludes: 1. Impacts to DB Contractor s design and construction along the outside shoulder (Maintenance Vehicle Pullouts, Toll Collection System equipment, etc.) in the vicinity of the Limonite Interchange Project. 2. Additional costs associated with remobilizing and constructing the center portion of median pavement and barrier within the limits of the Limonite bridge construction (Station to ) 3. Credits associated with final Hot Mix Asphalt paving of the shoulders through the Limonite area 4. Any additional striping or K-rail shifts due to further coordination efforts with the Limonite Interchange Project SECTION II: Change Order Cost increase decrease none This Change Order is for a lump sum amount of $1,071, SECTION III: Time Impact The status of all Completion Milestones is: 0 Days (No Adjustment) SECTION IV: CHANGE REQUESTED BY: RCTC DB CONTRACTOR Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 2 of 4 Change Order Number 9 40

77 SECTION V: Certification and Other Acknowledgments I,, the Authorized Representative of DB Contractor, hereby certify under penalty of perjury that the above four sections represent a true, accurate and complete summary of all aspects of this Change Order, and that (a) the amount of time and/or compensation requested will be justified as to entitlement and amount, (b) the amount of time and/or compensation requested will include all known and anticipated impacts or amounts, direct, indirect and consequential, which may be incurred as a result of the event, occurrence or matter giving rise to the proposed change (and includes all Subcontractor and Supplier amounts), and (c) the cost and pricing data forming the basis for this Change Order is complete, accurate and current, with specific reference to the California False Claims Act (Government Code section 1250 et seq.) and the U.S. False Claims Act (31 U.S.C. section 3729 et seq.). It is understood and agreed that this Change Order shall not alter or change, in any way, the force and effect of the Contract Documents, including any previous amendment(s) thereto, except insofar as the same is expressly altered and amended by this Change Order. This Change Order supersedes all prior commitments, negotiations, correspondence, conversations, agreements or understanding applicable to the issues addressed herein. No deviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written, other than the Agreement, as amended in accordance with its terms. This Change Order is binding upon, and shall inure to the benefit of, each of the parties and their respective heirs, personal representatives, successors and assigns. IN WITNESS WHEREOF, DB Contractor, intending to be legally bound, has executed this Change Order as of the date below. DB Contractor: Skanska-Ames a Joint Venture By: Name: Title: Dated as of: SECTION VI (Reviewed and recommended agreed by RCTC Project Manager): By: Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 3 of 4 Change Order Number 9 41

78 Name: Title: Dated as of: Comments: SECTION VII (Agreed by RCTC s Authorized Representative): IN WITNESS WHEREOF, RCTC, intending to be legally bound, has executed this Change Order as of the date first written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name: Title: Dated as of: IN WITNESS WHEREOF, RCTC, intending to be legally bound, has executed this Change Order as of the date first written above. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Name: Title: Dated as of: Riverside County Transportation Commission Contract Number: I-15 ELP Design-Build Contract Page 4 of 4 Change Order Number 9 42

79 AGENDA ITEM 7F

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81 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee Mark Lancaster, Project Manager Anne Mayer, Executive Director Amendment to Agreement with Parsons Transportation Group to Provide Professional Services for the Preparation of an Environmental Revalidation and Plans, Specifications, Cost Estimates, and Related Services for Improvements for the State Route 71/State Route 91 Interchange Project WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No , Amendment No. 7 to Agreement No , with Parsons Transportation Group (Parsons) to provide professional services for the preparation of an environmental revalidation and plans, specifications, and cost estimates (PS&E) and related services for improvements for the State Route 71/SR-91 (71/91) Interchange project, from approximately one-quarter mile west of Green River Road to Serfas Club Drive in the city of Corona in the amount of $3,575,373, plus a contingency amount of $357,537, for an additional amount of $3,932,910, and a total amount not to exceed $12,873,478; 2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve contingency work up to the total amount not to exceed as required for the project. BACKGROUND INFORMATION: The project for improvements to the 71/91 interchange was identified and approved by the voters in 2009 as part of the Measure A and was included in the 2009 Measure A 10-Year Western Riverside County Highway Delivery Plan. The project will improve mobility on SR-91 and SR-71 by enhancing operations and the capacity of the 71/91 interchange by constructing a new, direct flyover connector from eastbound SR-91 to northbound SR-71 and reconfiguring the eastbound SR-91 ramp between Green River Road and the 71/91 Interchange. The 71/91 interchange project is also included in the SR-91 Implementation Plan adopted by the Commission. Agenda Item 7F 43

82 At its February 2012 meeting, the Commission awarded Agreement No to Parsons to provide engineering services for the 71/91 interchange improvements in the amount of $8,136,031, plus a contingency of $804,537, for a total amount not to exceed $8,940,568. There have been six amendments to the agreement; however, none resulted in a change in the original Commission authorization amount. The environmental document was prepared by Parsons and approved in June 2011 and revalidated in November Subsequently, Parsons prepared the PS&E package for the project, which was conditionally approved by Caltrans in June Since that time, the Commission has been acquiring right of way and relocating conflicting utilities required for the project in anticipation that construction funding would eventually become available. The passage of SB 1 last year provided an opportunity for funding the construction phase of this project through the Solutions for Congested Corridors Program (SCCP), a competitive grant program. The Commission approved the joint application with Caltrans for SCCP funding it s January 2018 meeting. The likelihood of successfully competing for these funds is maximized by accelerating the delivery of this project; therefore, staff directed Parsons to begin preliminary work to get the project ready for construction. Due to the length of time since approval of the latest environmental document revalidation, the environmental document needs to be revalidated again, and the PS&E needs to be revised per current Highway Design Manual standards prior to construction. Staff negotiated a scope of services with Parsons and its team to complete the environmental document revalidation, revise the PS&E, and provide bidding and construction phase support in the amount of $4,428,079. An unexpended balance of approximately $853,000 from the initial authorization, including the contingency, is available to commence the effort to finalize the PS&E, bring the project to a state of Ready-To-List, and prepare the construction contract for advertisement. The estimated cost balance of $3,575,373 is the subject of Amendment No. 7 to the Parsons agreement and is funded with SB 1 Local Partnership Program (LPP) formula funds with 2009 Measure A Western Riverside County Highway funds as a match. Staff will cautiously progress with this scope of services and minimize expenditures related to this amendment in anticipation of California Transportation Commission award of SCCP funding for the project in May and the November election. The full scope of services and costs will only be expended if the SB 1 recall effort fails to qualify for the November ballot or is defeated in the November election. Staff recommends approval of Amendment No. 7 to the agreement and authorization for the Chair or Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission. Staff further recommends authorizing the Executive Director to approve contingency work up to the total not to exceed amount as may be required for the project. Agenda Item 7F 44

83 Financial Information In Fiscal Year Budget: N/A Year: FY 2018/19 Amount: $3,932,910 Source of Funds: SB 1 LPP formula funds, 2009 Measure A Western Riverside County Highway funds Budget Adjustment: GLA/Project Accounting No.: Fiscal Procedures Approved: Date: 03/16/2018 N/A Attachment: Draft Agreement No Agenda Item 7F 45

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85 Agreement No AMENDMENT NO. 7 TO AGREEMENT WITH PARSONS TRANSPORTATION GROUP, INC. FOR PREPARATION OF PLANS, SPECIFICATIONS AND COST ESTIMATE (PS&E) FOR THE CONSTRUCTION OF THE STATE ROUTE 91/STATE ROUTE 71 INTERCHANGE IMPROVEMENTS PROJECT 1. PARTIES AND DATE This Amendment No. 7 to the Agreement for Preparation of Plans, Specifications and Cost Estimate (PS&E) is made and entered into as of this day of, 2018, by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ( Commission ) and PARSONS TRANSPORTATION GROUP, INC. ("Consultant"). 2. RECITALS 2.1 The Commission and the Consultant have entered into an agreement dated March 14, 2012 for the purpose of preparing Plans, Specifications and Cost Estimate (PS&E) for the construction of the State Route 91/State Route 71 Interchange Improvements Project (the "Master Agreement"). 2.2 The Commission and the Consultant have entered into a letter agreement dated September 20, 2012, for the purpose of amending certain hourly rates and classifications while maintaining the maximum compensation provided under the Master Agreement ( Amendment No. 1 to the Master Agreement ). DRAFT 2.3 The Commission and the Consultant have entered into an Amendment No. 2 to the Master Agreement, dated March 19, 2013, for the purpose of including additional compensation under the Master Agreement. 2.4 The Commission and the Consultant have entered into letter agreements dated December 19, 2013 and August 13, 2014, for the purpose of addressing items not listed in scope of service and to transfer budget within the Master Agreement. The letter agreements are on file at the offices of the Commission \

86 2.5 The Commission and the Consultant have entered into an Amendment No. 3 to the Master Agreement, dated December 5, 2014, for the purpose of extending the term of the Master Agreement for the continued preparation of PS&E for the State Route 91/State Route 71 Interchange Improvements Project. 2.6 The Commission and the Consultant have entered into an Amendment No. 4 to the Master Agreement, dated December 28, 2015, for the purpose of extending the term of the Master Agreement for the continued preparation of PS&E for the State Route 91/State Route 71 Interchange Improvements Project. 2.7 The Commission and the Consultant have entered into an Amendment No. 5 to the Master Agreement, dated September 1, 2016, for the purpose of extending the term of the Master agreement for continued preparation of PS&E for the State Route 91/State Route 71 Interchange Improvements Project. 2.8 The Commission and the Consultant have entered into an Amendment No. 6 to the Master Agreement, dated January 1, 2018, for the purpose of extending the term of the Master Agreement and to update the indemnification provision pursuant to SB The parties now desire to amend the Master Agreement in order to provide additional compensation for the continued preparation of PS&E for the State Route 91/State Route 71 Interchange Improvements Project. 3. TERMS 3.1 The Scope of Services for the Master Agreement shall be amended to include Services, as that term is defined in the Master Agreement, more fully described in Exhibit A attached to this Amendment and incorporated herein by reference. DRAFT 3.2 The maximum compensation for Services perform pursuant to this Amendment shall be Three Million Five Hundred Seventy-Five Thousand Three Hundred Seventy-Three ($3,575,373). Work shall be performed at the rates included in Exhibit C attached to this Amendment and incorporated herein by reference \

87 3.3 The maximum not to exceed value of the Master Agreement as amended is Twelve Million One Hundred Four Thousand One Hundred Twenty Dollars $12,104, Except as amended by this Amendment, all provisions of the Master Agreement, as previously amended, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the parties under this Amendment. 3.5 This Amendment No. 7 shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.6 This Amendment No. 7 may be signed in counterparts, each of which shall constitute an original. [Signatures on following page] DRAFT \

88 SIGNATURE PAGE TO AMENDMENT NO. 7 TO AGREEMENT WITH PARSONS TRANSPORTATION GROUP, INC. FOR PREPARATIONS OF PLANS, SPECIFICATIONS AND COST ESTIMATE (PS&E) FOR THE CONSTRUCTION OF THE STATE ROUTE 91/STATE ROUTE 71 INTERCHANGE IMPROVEMENTS PROJECT IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first herein above written. RIVERSIDE COUNTY TRANSPORTATION COMMISSION By: Anne Mayer, Executive Director APPROVED AS TO FORM: By: Best Best & Krieger LLP Counsel to the Riverside County Transportation Commission PARSONS TRANSPORTATION GROUP, INC. By: Chris A. Johnson, Vice President/ Regional Manager DRAFT \

89 EXHIBIT A SCOPE OF SERVICES DRAFT \

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91 EXHIBIT A (PART 1) SR 71/SR 91 Interchange Improvement Project Scope of Work (Amendment #7) Background: The Riverside County Transportation Commission (RCTC), in cooperation with Caltrans, proposes to improve the existing State Route 71 (SR-71)/State Route 91 (SR-91) interchange (Project) in the City of Corona, Riverside County. The proposed improvements include constructing a new direct flyover connector from eastbound (EB) SR-91 to northbound (NB) SR-71 and reconfiguring the EB SR-91 ramp between Green River Road and the SR 71/91 interchange. The proposed project is anticipated to improve mobility on SR-91 and SR-71 by enhancing operations and capacity at the SR 71/91 interchange. The project limits extend from postmile (PM) R0.9 to PM R2.6 along SR-91 and PM 1.9 to PM R3.0 along SR-71. Final design for the project was completed in March The Final Structure Plans for three (3) bridges and eight (8) nonstandard retaining walls were approved and signed by Caltrans. Additionally, Caltrans provided Conditional Approval on the 100% Plans, Specifications, and Estimate (PS&E) Package. Due to a lack of funding, the Project plans were shelved in March Additional Scope of Work: This additional scope of work describes tasks required to update and revise applicable Project components and take the Project through the Ready To List (RTL) process, as well as provide support during bidding and construction. Optional Services: 1. Update Traffic Study 2. Revalidation of USACE EA/FONSI 3. Update Superelevation Rates per Caltrans HDM 12/16/16 Update 4. Perform Nonlinear Time History Analysis (NTHA) for E91/N71 Connector 5. Reclassify Caltrans Standard Type 1 Retaining Walls to Caltrans Non-Standard Type 1 Retaining Walls 1. Project Management PS&E Component - (WBS ) 1.1 Project Controls & Administration Acting as Prime Consultant, Consultant will execute subcontracts with sub-consultants and direct their work. Prime contract terms and conditions will be incorporated into the subcontract agreements. Consultant will be the primary contact for RCTC. This task will also include communication/ coordination efforts by the Project Manager as part of the overall management of the project. 1.2 Project Management Plan (PMP) No additional scope is required for this task. 1.3 Meetings DRAFT It is assumed there will be an average of two (2) meetings per month through December 2019 (including the monthly PDT meeting). Consultant will prepare and distribute agendas prior to the meetings and meeting minutes after the meetings. SR 71/ SR91 PS&E Scope of work Page 1 Date:

92 1.4 Encroachment Permits/Permits to Enter Consultant will coordinate and process encroachment permits required to update preliminary engineering tasks. Deliverables: Caltrans Encroachment Permit 1.5 Progress Payment Consultant will submit a progress payment invoice to RCTC for services completed on a monthly basis. The invoice will be detailed so it can be verified and approved by RCTC on a timely basis. Deliverables: Monthly Progress Report, Monthly Invoice 1.6 Maintain Complete Project Files No additional scope is required for this task. 2. Utilities (WBS ) No additional scope is required for this task. 3. Right of Way (WBS 185) No additional scope is required for this task. 4. Mapping and Surveys (WBS 185) 4.1. Updated Project Information (185.05) No additional scope is required for this task Engineering Surveys (185.10) Control Surveys ( ) Consultant will recover primary control that was established in 2011 and From this primary control, additional survey control will be set for the engineering surveys and aerial mapping for the recently constructed SR-91 CIP Engineering Surveys ( ) Consultant will conduct research, planning, field survey, processing and adjusting data, and creating the design project file required to perform a topographic survey for the recently constructed SR-91 CIP. DRAFT Aerial Topographic Mapping New mapping is required for the recently constructed SR-91 CIP. Consultant will obtain color aerial photography at 1:3,600 scale which will be used to generate 1 inch = 50-foot mapping with 2-foot contour intervals per Caltrans mapping standards. Mapping will be compiled in conformance with current Caltrans mapping standards. Mapping deliverables will be provided in MicroStation format. Full color ortho-imagery will be prepared at a 0.25 foot pixel resolution. Deliverables: Aerial Color Imaging and Topographic Mapping 2-D and 3-D DTM Design/Field Surveys Consultant will complete updated field surveys for the recently constructed SR-91 CIP. SR 71/ SR91 PS&E Scope of work Page 2 Date:

93 Deliverable: Design/Field Survey 5. Environmental Support (WBS 165) 5.1. Environmental Revalidation Environmental Revalidation Consultant will prepare Environmental Revalidation for the previously approved Environmental Document (IS/MND/CE). Deliverables: Environmental Revalidation Perform Environmental Studies (WBS 165) In accordance with required mitigation described in the Mitigated Negative Declaration (MND), Consultant will complete a habitat assessment and, as required, focused surveys for the Brand s Phacelia, San Diego Ambrosia, and San Miguel Savory will be conducted during the appropriate blooming season. Consultant will prepare a Memorandum To File to accompany the Environmental Revalidation for each previously approved Environmental Technical Study to document that there is no change. Deliverables: 5.2. Agreements During PS&E Component (WBS 205) Sensitive Plant Survey Report-to summarize findings; Memorandum To File for each Environmental Technical Study Consultant will complete permits and agreements during the PS&E Phase, and will provide assistance in identifying and obtaining necessary permits and agreements for project construction Permits (WBS ) Consultant will verify that the design plans and specifications conform to the requirements of these permits. Consultant will obtain approval of the following permits: U.S Army Corps of Engineers Permit ( ) Consultant will coordinate with the U.S. Army Corps of Engineers and prepare any additional information to obtain an approved or preliminary Jurisdictional Determination. The jurisdictional determination will be used to complete the application and obtain issuance of the 404 permit, currently assumed to be a nationwide permit 14. Deliverables: Documentation for Jurisdictional Determination, U.S. Army Corps of Engineers Permit (404) U.S. Army Corps of Engineers Section 408 Outgrant Process Consultant will coordinate with the U.S. Army Corps of Engineers pursuant to the requirements of Section 408 Out-grant process in order to obtain formal approval to construct the bridge and related freeway improvements including bridge footings etc within land owned by the USACE. Deliverables: DRAFT Section 408 Out-Grant Supporting Documents Section 408 Out-Grant Approval (letter from USACE) SR 71/ SR91 PS&E Scope of work Page 3 Date:

94 Department of Fish and Game 1602 Agreement ( ) Consultant will coordinate with the California Department of Fish and Game to complete the application and obtain issuance of the 1602 agreement. Deliverable: SR 71/ SR91 PS&E Scope of work Page 4 Date: Department of Fish and Game 1602 Agreement Local Agency Concurrence/Permit ( ) Consultant will prepare and submit necessary documentation to affected agencies for issuance of specific permits. Based on the environmental commitments, the project will require encroachment permits or equivalent documentation from the City of Corona and Riverside County Flood Control, United States Army Corps of Engineers, and Chino Hills State Park. This task will also include the preparation of reports and analysis for the Section 408 and outgrant processes necessary to work on USACE property. In addition, this task includes work necessary to obtain a right-of-entry permit from Chino Hills State Park. Deliverables: Encroachment Permits application or equivalent documentation from City of Corona, Riverside County Flood Control, United States Army Corps of Engineers, Chino Hills State Park, Section 408 and Outgrant reports, Documentation for right-of-entry permit from Chino Hills State Park Regional Water Quality Control Board 401 Permit ( ) Consultant will coordinate with the RWQCB to complete applications and obtain issuance of the RWQCB 401 permit. Deliverable: Regional Water Quality Control Board 401 Permits Environmental Mitigation (235.05) Consultant will prepare documentation and coordinate with appropriate resource agencies to obtain approval of compensatory mitigation for biological impacts. These impacts are associated with riparian/riverine areas, jurisdictional waters/streambeds, sensitive habitats, and Public/Quasi Public lands. As part of the mitigation, the consultant will prepare habitat mitigation monitoring plans and agreements associated with obtaining a conservation easement. This task also includes activities necessary to complete paleontological mitigation. The Consultant will prepare a paleontological mitigation plan for any resources that are found within the project areas. Deliverable: Habitat Mitigation Plans, Agreements for Conservation Easements, Paleontological Mitigation Plan Update Environmental Commitments (235.40) Consultant will update the environmental commitments record as required by the Standard Environmental Reference. This task includes any support necessary to ensure commitments are included in the PS&E package. Deliverable: 5.3 Railroad Agreements No additional scope is required for this task. 6.0 Geotechnical Studies DRAFT Completed Environmental Commitment Record 6.1 Geotechnical Field Investigation and Laboratory Testing/Processing No additional geotechnical field investigations and laboratory testing will be conducted for this task. 54

95 6.2 Geotechnical Design Report (GDR) ( ) The GDR will be updated as necessary based on revised plans and current Caltrans requirements. Deliverable: Updated GDR 6.3 Materials Report ( ) The Materials Report will be updated based on the revised plans and the current Highway Design Manual. Deliverable: Updated Materials Report 6.4 Preliminary Foundation Report (PFR) (240.65) No additional scope is required for this task. 6.5 Foundation Report (240.80) Consultant will update the previously approved Foundation Reports based on the revised plans and supplemental ground motion analysis. ARS curves will be updated and calculations and recommendations will be revised as necessary Log of Test Borings (LOTB) Sheets Consultant will update the previously approved LOTB sheets for this task. Deliverable: Updated Foundation Reports and LOTB Sheets 7.0 Preliminary Design and Engineering Reports 7.1 Geometric Approval Drawing (GAD) (WBS ) No additional scope is required for this task Updated Fact Sheets ( ) Consultant will prepare Supplemental Design Exception Fact Sheets per the Highway Design Manual December 16, 2016 update. The Fact Sheets will include a Mandatory Design Exception for non-standard superelevation rates at seven (7) locations and an Advisory Design Exception to not provide a 300 auxiliary lane at the Green River on-ramp. Deliverable: Supplemental Fact Sheets 7.2 Structure Site Plans (WBS ) Site Plans for Bridges and Structures ( ) No additional scope is required for this task Site Plans for Retaining Walls ( ) DRAFT No additional scope is required for this task. 7.3 Type Selection (WBS ) No additional scope is required for this task. 8.0 Roadway - Draft Plans and Estimate (WBS 230) No additional scope is required for this task. 9.0 Roadway - Intermediate PS&E (WBS 230) Consultant will update the previously approved Roadway PS&E package to meet current Caltrans standards including Caltrans Highway Design Manual, Caltrans Design Information Bulletins, Caltrans Standard Plans, Caltrans Standard SR 71/ SR91 PS&E Scope of work Page 5 Date:

96 Specifications, Caltrans Standard Special Provisions, and California Manual on Uniform Control Devices (MUTCD). Roadway plans will be updated to accommodate the recently constructed SR-91 CIP. Tasks include: %-1 Roadway PS&E Consultant will prepare the 95% Roadway PS&E which will include the following: Updated Roadway Plans and Reports Consultant will update the Roadway Plans per current Caltrans standards. Consultant will obtain updated Lane Closure Charts and update the Transportation Management Plan Update Roadway Specifications Consultant will update the Roadway Specifications to Caltrans 2015 Specification format Updated Roadway Estimate Consultant will update the Roadway Estimate as required per changes to Caltrans standards. Deliverable: 95%-1 Roadway Plans, Specifications and Estimates; Storm Water Data Report; Hydrology & Hydraulics Report; Transportation Management Plan %-2 Roadway PS&E Consultant will prepare the 95%-2 Roadway PS&E which will include the following: Updated Roadway Plans Consultant will update the Roadway Plans per comments from RCTC and Caltrans on the 95%-1 Roadway Submittal Updated Roadway Specifications Consultant will update the Roadway Specifications per comments from RCTC and Caltrans on the 95%-1 Roadway Submittal Updated Roadway Estimate Consultant will update the Roadway Estimate per comments from RCTC and Caltrans on the 95%-1 Roadway Submittal. Deliverable: 95%-2 Roadway Plans, Specifications and Estimates; Storm Water Data Report; Hydrology & Hydraulics Report; Transportation Management Plan 10.0 Structures - Draft Plans and Quantities (WBS 240) No additional scope is required for this task. DRAFT 11.0 Structures - Intermediate PS&E (240.85) Consultant will update previously approved Final Structural Plans, Specifications, and Estimate package to meet current Caltrans standards, including: AASHTO LRFD Bridge Design Specifications (6 th Edition with Caltrans Amendments) Caltrans Seismic Design Criteria (SDC) - Version 1.7 dated April 2013 Caltrans Standard Plans and Specifications 2015 Edition Latest Caltrans Technical Bridge manuals SR 71/ SR91 PS&E Scope of work Page 6 Date:

97 Items requiring design revisions include, but are not limited to; abutments, barriers, deck, foundations, superstructure, and approach slabs. Consultant to update the following structures: Green River On-Ramp OH E91/N71 Connector E91-N71 Connector UC (Widen) MSE Walls (5 total) Soil Nail Walls (3 total) Consultant will revise and submit a revised 95% Structures PS&E package. Tasks include: 11.1 Initial PS&E (95%-1) Structures Independent Check Consultant will update the Independent Design Check Calculations to the latest design standards Initial Structures PS&E Consultant will prepare the Initial Structures PS&E which will include the following: Updated Structure Plans Consultant will update the Structure Design Calculations and Structure Plans to the latest design standards Draft Structures Special Provisions and Cost Estimate This task includes efforts required to prepare revised draft Structure Specifications and Estimate (SS&E), consistent with Caltrans 2015 Standard Plans. The activities include: Review of the revised structure plans and quantities. Update structure contract item list. Prepare revised draft special provisions. Update cost estimate for structure contract items and working day summary. Deliverable: Initial Structures Plans, Specifications and Estimates in accordance with the OSFP IPG Intermediate PS&E (95%-2) Updated Structure Plans Consultant will update the Structure Plans per comments from OSFP on the Initial PS&E Submittal Draft Structures Special Provisions and Cost Estimate Consultant will update the Structure Special Provisions and Cost Estimate per OSFP comments on the Initial PS&E Submittal. Deliverable: Intermediate Structures PS&E in accordance with the OSFP IPG 12.0 Ready to List Process DRAFT Consultant will combine the updated Roadway and Structures PS&E's to enter into the Ready to List Process Combined Roadway/Structures PS&E for OE Review SR 71/ SR91 PS&E Scope of work Page 7 Date:

98 The end product of the task is to provide structure plans, specifications, and estimates for PS&E district circulation. This task is comprised of the following sub-tasks: Finalize Structures for Incorporation into Roadway PS&E Final review of the Structures PS&E by HQ DES, including review of the draft Structures PS&E package, Hydraulic Report, and Foundation Report. This sub-task also includes constructability review of final documents and concurrence by DES project development team that approved recommendations have been incorporated in the final Structures PS&E Structure PS&E for OE Review (WBS ) This task includes efforts required to prepare final structures plans for incorporation into the final SPS&E package. The activities include: Update plan sheets based on final project review (95% Constructability Review). Review and incorporate District and Structure Office Engineer comments into final structure plans and quantity calculations. Update Memorandum to Specification Engineer and other items for Resident Engineers. Update specifications based on final project review (95% Constructability Review). Update Basic Engineering Estimate System (BEES) estimate. Transmit final SPS&E package to District Office Engineer and/or DES Office Engineer for review. Deliverable: Structure Plans, Special Provisions and Estimates for OE Review Finalize PS&E for District Circulation (100% PS&E) This task is comprised of the following sub-tasks. The end product of the task is to provide Roadway Plans for draft PS&E district circulation Incorporate Draft Structures PS&E (230.55) Consultant will incorporate structures plan sheets and the structures estimate for District PS&E circulation Circulate and Review Draft District PS&E Package (255.05) Consultant will provide support for the District circulation of the draft PS&E package, including preparation of 50 plan sets for distribution. This sub-task also includes preparation of plan sets for a Plan Safety Review and a final Constructability Review. A review of the final TMP, permit approvals and aesthetics are also part of this sub-task. DRAFT Deliverable: District Circulation of Draft PS&E Package 12.2 Log-in and Final District Circulation (255.20) Consultant will update PS&E deliverables as a result of the comments from the District draft PS&E circulation, Plan Safety Review, and Constructability review. Deliverable: Final District Circulation of PS&E Package 12.3 Products Required for Construction Administration Geotechnical Information Handout (255.25) Consultant will review the Geotechnical investigations and reports and select the necessary information and sections to be included in the Geotechnical Information Handout SR 71/ SR91 PS&E Scope of work Page 8 Date:

99 Deliverable: Draft and Final Geotechnical Information Handout Materials Information Handout (255.30) Consultant will prepare a Materials Information Handout for the use of prospective bidders. The handout will include test data on local materials sources; soil survey sheets showing borings, tests, and seismic information. It will also include a statement that the non-commercial borrow, disposal, or material sites conform to regulations and environmental laws. Deliverable: Draft and Final Materials Information Handout Construction Staking Package (255.35) Consultant will provide project cross sections for contractor review and construction staking notes for the work. Cross sections and staking notes will be provided in accordance with District 8 standard requirements. These cross sections do not need to be complete prior to Ready to List but must be available for contractor review during advertisement. Staking notes must be provided when the PS&E is submitted to HQ for review. Additionally, Consultant will provide Project Control for Construction that includes locating and verifying project control as necessary to verify that control is viable for construction staking. Includes work required to enable control to be used for construction staking. Deliverable: Construction Staking Package and Project Control for Construction Staking Resident Engineer s Pending File (255.40) Consultant will prepare the Resident Engineer and Structures Engineer (RE/SE) Pending File. This sub-task is an ongoing task throughout project development. The documents in the file should be pertinent to the project work and provide the RE/SE with relevant information for use during construction. Included are the Environmental Commitments Record, cross sections, and as-built drawings of existing facilities, slope staking notes, grid grades, and structures 4-scales when requested by construction. This sub-task does not need to be complete prior to Ready to List but must be available for contractor review during advertisement. Deliverable: Resident Engineer s Pending File 12.4 Environmental Certification at RTL (260.75) Consultant will review the PS&E to support RCTC and Caltrans with Environmental Certification and ensure the following tasks are completed. Confirm all required Environmental Commitments are included in the PS&E package. Confirm all actions in the PS&E are covered by the approved environmental document, which remains valid. Review conformance of PS&E with applicable Mitigation Monitoring and Reporting Records. Review, interpret, analyze, and confirm that the PS&E is in conformance with all permit requirements. Review and confirm all permits are complete and are included with the PS&E package. Confirm that environmental construction window(s) apply and if so, the PS&E addresses these window(s). Deliverable: Environmental Certification 13.0 Bid and Construction Support SupportDRAFT 13.1 Bid SR 71/ SR91 PS&E Scope of work Page 9 Date:

100 Consultant will attend the pre-construction and pre-bid meetings. Consultant will assist in answering questions regarding special provisions, design drawings, or conflicts in the design during the bidding process. Deliverable: Bid Support 13.2 Design Support During Construction Roadway Design Support Consultant will answer contractor roadway related Request for Interpretations (RFIs) during construction and prepare any necessary Contract Change orders (CCOs) should they be deemed necessary. Deliverable: Roadway Design Support Structures Design Support Consultant will answer contractor structure related RFIs during construction and prepare any necessary Contract Change orders (CCOs) should they be deemed necessary. Consultant will review submittals and shop-drawings related to structures work for conformance to the bid documents and overall intent of the design. Deliverable: Structure Design Support 13.3 As-Built Drawings Consultant will incorporate As-Built redline comments prepared by the contractor and Resident Engineer on the signed Design Plans. The As-Built drawings will be updated MicroStation design files. Deliverable: As-Built Drawings DRAFT SR 71/ SR91 PS&E Scope of work Page 10 Date:

101 EXHIBIT B SCHEDULE DRAFT \

102 EXHIBIT C COMPENSATION DRAFT \

103 No. Description Amendment No 7 Cost Proposal 1.0 Project Management $54,766 $54,766 SR-71/91 IC PS&E BUDGET SUMMARY (Amendment No 7) PARSONS TY LIN PSOMAS EMI FPL LYNN CAPOUYA 4.0 Mapping and Surveys $168,895 $0 $168, Environmental Support $400,695 $400, Geotechnical Studies $99,268 $3,555 $95, Roadway - Intermediate PS&E $806,820 $660,219 $117,375 $29, Structures - Intermediate PS&E $974,046 $827,308 $146, Ready to List Process $161,008 $161, Bid and Construction Support $746,426 $652,213 $35,359 $58, ODCs $163,450 $157,000 $1,200 $4,950 $0 $0 $300 TOTAL: $3,575,373 $2,916,764 $183,298 $173,845 $154,566 $117,375 $29,526 DRAFT 63

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105 AGENDA ITEM 7G

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107 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee Mark Lancaster, Project Manager Anne Mayer, Executive Director Approval of Utility Agreement with Southern California Gas for State Route 71/State Route 91 Interchange Project WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve Agreement No with Southern California Gas (SCG) for construction of utility relocations for the State Route 71/SR-91 Interchange (71/91 IC) project in the amount of $2,890,941, plus a contingency amount of $289,094, for a total amount not to exceed $3,180,035; 2) Authorize the Executive Director, pursuant to legal counsel review, to execute the agreement on behalf of the Commission; and 3) Authorize the Executive Director or designee to approve the use of the contingency amount as may be required for this utility relocation agreement. BACKGROUND INFORMATION: The Commission, in cooperation with Caltrans, proposes to improve the existing 71/91 IC in the city of Corona, Riverside County, California. The proposed improvements include constructing a new direct connector from eastbound SR-91 to northbound SR-71 and realigning the eastbound SR-91 entrance ramp between Green River Road and the 71/91 IC. The proposed project is anticipated to improve mobility on SR-91 and SR-71 by enhancing operations and capacity at the 71/91 IC. The project will require a new utility agreement with SCG to relocate an underground gas transmission pipeline crossing under SR-71. The Commission authorized design of this relocation in April 2016, and it was anticipated to return to the Commission for construction approval of the relocation. As a part of establishing liability for the cost of the utility relocations, the utility owner performs a prior rights check, which is verified by the Commission s Utility Coordinator. Staff anticipates that 100 percent of the cost to relocate this facility will be the Commission s responsibility. It is anticipated the pipeline will be relocated prior to the commencement of 71/91 IC construction activities. Agenda Item 7G 64

108 The total estimated cost to relocate the SCG pipeline facility is $2,890,941. Staff recommends a contingency of $289,094 for a total amount not to exceed $3,180,035. Additionally, staff recommends that the Commission authorize the Executive Director to execute the utility agreement on behalf of the Commission and authorize the Executive Director or her designee to approve the use of the contingency amount. Financial Information In Fiscal Year Budget: N/A Year: FY 2018/19 Amount: $3,180,035 Source of Funds: 2009 Measure A Western Riverside County Highway funds; federal earmarks, to the extent available Budget Adjustment: N/A GL/Project Accounting No.: Fiscal Procedures Approved: Date: 03/16/2018 Attachment: Utility Agreement No Agenda Item 7G 65

109 RIVERSIDE COUNTY TRANSPORTATION COMMISSION Page 1 of 6 UTILITY AGREEMENT (RCTC AGREEMENT NO: ) RW 13-5 (REV 9/2014) DISTRICT 08 COUNTY RIV ROUTE 71/91 POST MILE RIV /R3.0; RIV-91-R0.9/R2.6 ID 0F541/ FEDERAL AID NUMBER HPLU21LN 6054 (066) FEDERAL PARTICIPATION OWNER S FILE NUMBER WO#B On the project YES NO On the Utilities YES NO UTILITY AGREEMENT NO DATE The Riverside County Transportation Commission, herein after called RCTC, proposes to improve the existing SR 71/SR 91 interchange in the City of Corona, Riverside County. The proposed improvements include constructing a new direct flyover connector from eastbound SR 91 to northbound SR 71 and reconfiguring the eastbound SR 91 ramp between Green River Road and the SR 71/91 interchange. and Southern California Gas 251 East 1st, ML 8080 Beaumont, CA hereinafter called "OWNER," owns and maintains underground high pressure gas line across SR 71 within the limits of RCTC s project which requires relocation of underground high pressure gas line across SR 71 to accommodate RCTC s project It is hereby mutually agreed that: I. WORK TO BE DONE In accordance with Notice to Owner No dated April 14, 2016 OWNER shall relocate the underground high pressure gas line across SR71. All work shall be performed substantially in accordance with OWNER s Plan No. XXXX dated XXXX consisting of X sheets, a copy of which is on file at RCTC. Deviations from the OWNER s plan described above initiated by either 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. 66

110 UTILITY AGREEMENT (Cont.) RW 13-5 (REV 6/2010) Page 2 of 6 II. LIABILITY FOR WORK The existing facilities described in Section I above will be relocated at 82.76% RCTC expense in accordance with Section 5(A) of the Master Contract dated November 1, 2004, and 17.24% OWNER expense for that portion located within the RCTC/State s right of way in trespass in accordance with the following proration: RCTC requires OWNER to relocated 145 feet of underground gas line for the project. The total estimated cost of this relocation is $2,890, OWNER has 120 feet of gas line installed by Easement outside of RCTC/State right of way. OWNER pays 0% of this portion per Master Contract section 5(A). OWNER has 25 feet of gas line installed inside RCTC/State right of way pursuant to a trespass. OWNER pays 100% of this portion per the Streets and Highways Code. 145 linear feet = 100% of the relocation. 120 linear feet installed in Easement = 82.76% of total gas line relocation. The RCTC share is $2,392, linear feet installed in trespass = 17.24% of the total gas line relocation. The Owner s share is $498, III 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. OWNER agrees to cause the herein described work to be performed by a contract with the lowest qualified bidder, selected pursuant to a valid competitive bidding procedure, and to furnish or cause to be furnished 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 s 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. Work performed directly by Owner s employees falls within the exception of Labor Code Section 1720(a)(1) and does not constitute a public work under Section 1720(a)(2) and is not 67

111 UTILITY AGREEMENT (Cont.) RW 13-5 (REV 6/2010) Page 3 of 6 subject to prevailing wages. OWNER shall verify compliance with this requirement in the administration of its contracts referenced above. Engineering services for locating, making of surveys, preparation of plans, specifications, estimates, supervision, and inspection are to be furnished by the Utility Owner and approved by RCTC. Cost principles for determining the reasonableness and allowability of OWNER s costs shall be determined in accordance with 48 CFR, Chapter 1, Part 31; 23 CFR, Chapter 1, Part 645; and 18 CFR, Chapter 1, Parts 101, 201 and OMB Circular A-87, as applicable. 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 accumulated 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 itemized 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. 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 Director s Deeds, Consents to Common Use or Joint Use Agreements, if 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 RCTC. 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 68

112 UTILITY AGREEMENT (Cont.) RW 13-5 (REV 6/2010) Page 4 of 6 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 RCTC. 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 OWNER for a period of three years from the date of the final payment and will be available for audit by RCTC, State and/or Federal auditors. In performing work under this Agreement, OWNER agrees to comply with the Uniform System of Accounts for Public Utilities found at 18 CFR Part 101, 201, et al., and, to the extent they are applicable to OWNER doing work on the project that is the subject of this Agreement, the Contract Cost Principles and Procedures as set forth in 48 CFR, Chapter 1, Part 31, et seq., 23 CFR, Chapter 1, Part 645, and 2 CFR Part 200 et al. If a subsequent RCTC, State and/or Federal audit determines payments to be unallowable, OWNER agrees to reimburse RCTC upon receipt of RCTC s billing. If OWNER is subject to repayment due to failure by RCTC to comply with applicable laws, regulations and ordinances then RCTC will ensure that OWNER is compensated for actual cost in performing work under this agreement. V. GENERAL CONDITIONS All costs accrued by OWNER as a result of RCTC s request of September 4, 2013 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 precipitated 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. OWNER shall submit a Notice of Completion to RCTC within 30 days of the completion of the work described herein. 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 shall be executed by the parties. It is understood that said highway is a Federal aid highway and accordingly, 23 CFR, Chapter 1, Part 645 is hereby incorporated into this Agreement by reference; provided, however, that the provisions of any agreements entered into between RCTC and the OWNER pursuant to State law for apportioning the obligations and costs to be borne by each, or the use of accounting procedures prescribed by the applicable Federal or State regulatory body and approved by the Federal Highway Administration, shall govern in lieu of the requirements of said 23 CFR

113 UTILITY AGREEMENT (Cont.) RW 13-5 (REV 6/2010) Page 5 of 6 In addition, the provisions of 23 CFR , Buy America, are also incorporated into this agreement. The Buy America requirements are further specified in Moving Ahead for Progress in the 21st Century (MAP-21), section 1518; 23 CFR requires that all manufacturing processes have occurred in the United States for steel and iron products (including the application of coatings) installed on a project receiving funding from the FHWA. OWNER understands and acknowledges that this project is subject to the requirements of the Buy America law (23 U.S.C., Section 313) and applicable regulations, including 23 CFR and FHWA guidance. OWNER hereby certifies that in the performance of this Agreement, for products where Buy America requirements apply, it shall use only such products for which it has received a certification from its supplier, or provider of construction services that procures the product certifying Buy America compliance. This does not include products for which waivers have been granted under 23 CFR or other applicable provisions or excluded material cited in the Department s guidelines for the implementation of Buy America requirements for utility relocations issued on December 3, THE ESTIMATED COST TO RCTC FOR THE ABOVE DESCRIBED WORK IS $2,392,

114 UTILITY AGREEMENT (Cont.) RW 13-5 (REV 6/2010) Page 6 of 6 SIGNATURE PAGE TO UTILITY AGREEMENT NUMBER IN WITNESS WHEREOF, the above parties have executed this Agreement the day and year above written. RIVERSIDE COUNTY TRANSPORTATION COMMISSION OWNER: Southern California Gas By By ANNE MAYER Date Name Date Executive Director Title APPROVAL AS TO FORM: BEST, BEST & KRIEGER LLP By Name General Counsel Date APPROVAL RECOMMENDED: By Nicole Deluca Utility Coordinator Parsons Date 71

115 AGENDA ITEM 7H

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117 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Budget and Implementation Committee Josefina Clemente, Transit Manager Anne Mayer, Executive Director Amendment to Riverside Transit Agency s Fiscal Year 2017/18 Short Range Transit Plan BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to: 1) Approve amendments to the Riverside Transit Agency (RTA) Fiscal Year 2017/18 Short Range Transit Plan (SRTP) that total a $0 net impact to reflect the operational service changes on Routes 205, 49, 54F; personnel modifications; service contract provisions affecting purchased transportation and maintenance; and other changes; and 2) Approve modification to RTA s FY 2017/18 capital assistance program to reflect an additional $1,641,600 in FYs 2015/16 and 2016/17 Proposition 1B California Transit Security Grant Program (CTSGP) funds. BACKGROUND INFORMATION: At its July 12, 2017 meeting, the Commission approved and adopted the FY 2017/18 operating and capital funding allocations for Riverside County based on the FY 2017/18 SRTP updates prepared by the eight transit operators providing public transit services in the county. Since that time, RTA made a number of service realignments and modifications, personnel changes as well as revisions to its purchased transportation and maintenance contracts, which resulted in no net impact to its overall FY 2017/18 operating budget. In addition, RTA received additional grant funding related to the FYs 2015/16 and 2016/17 CTSGP funds. The modification details for RTA s capital and operating program are outlined below. RTA Operating Assistance Service Changes New Route 205 added peak period service between the Interstate 15 corridor and the Village at Orange, adding costs of $135,184 for the remainder of FY 2017/18 Route 49 extended the route 0.25 miles beyond the existing end to a new terminus at Southridge Village in Fontana to allow more capacity to handle the route s growing ridership, increasing costs by $115,490 for the remainder of FY 2017/18 Agenda Item 7H 72

118 Route 54F increased service hours for the annual Festival of Lights shuttle to Metrolink station, adding costs of $33,409 Salaries and Benefits Added three new positions for the following: Fleet Analyst, Human Resources Specialist, and Stops & Zones Groundskeeper, adding costs of approximately $89,800 Upgraded salaries for three positions namely: Planning & Scheduling Manager, Clerk of the Board, and Controller, adding costs of approximately $13,130 Contract Provision and Other Service Modification New contract was awarded for the provision of Dial-A-Ride (DAR) service (Southland Transit, Inc.) on February 2, 2018, which impacted the budget by an additional $825,987 for the remainder of the fiscal year Accelerated certain maintenance services for RTA s compressed natural gas stations, resulting in a cost increase of $47,000 The impact of the above changes to the operating budget is offset by: A $1 million reduction in other post-employment benefits (OPEB) based on the most recent actuarial valuation prepared in accordance with the new Governmental Accounting Standards Board Statement No. 75; Deferral of the Fare Policy and the Transportation Network Company (TNC) Policy studies beyond FY 2017/18, which resulted in a reduction of $235,000; and Anticipated cost savings of $25,000 related to the Transit Asset Management (TAM) Plan. The table below summarized the changes to the operating budget. OPERATING REVENUE LTF Measure A Federal TUMF Farebox Other Total Adopted FY 2018 Operating Revenue $ 46,479,587 $ 3,260,975 $ 18,970,183 $ 300,000 $ 9,800,000 $ 2,788,085 $ 81,598,830 Reduce OPEB Expense -1,000,000 Defer Fare Policy Study -27, ,000 Defer TNC Policy Study -100,000 Reduce TAM Plan Expense -5,000-20,000 Add Route ,184 Additional RSH on Route 54F 33,409 Additional RSH on Route ,490 Additional and Modified positions 102,930 Accelerated CNG Comp Maintenance 47,000 Change in DAR Contractor 825,987 Modifed FY 2018 Operating Revenue $ 46,538,994 $ 3,396,159 $ 18,842,183 $ 200,000 $ 9,800,000 $ 2,821,494 $ 81,598,830 TOTAL CHANGES $ 59,407 $ 135,184 $ (128,000) $ (100,000) $ - $ 33,409 $ - Agenda Item 7H 73

119 RTA Capital Assistance RTA s current adopted capital budget totals $5,392,568. After the FY 2017/18 budget approval, the agency received its share of CTSGP funds for both FYs 2015/16 and 2016/17 in the amount of $911,925 and $729,675, respectively. These amounts are now reflected as additional capital sources for RTA s security and safety projects, increasing its FY 2017/18 budget from $5,392,568 to $7,034,168. A summary of the changes in capital funding is shown below. CAPITAL REVENUE STA Federal 5307 Federal 5339 LCTOP Proposition 1B Security Total Adopted FY 2018 Capital Revenue $ 1,245,576 $ 5,322,045 $ 317,479 $ (1,492,532) $ - $ 5,392,568 FY 2016 Prop 1B Security $911,925 $911,925 FY 2017 Prop 1B Security $729,675 $729,675 Modifed FY 2018 Capital Revenue $ 1,245,576 $ 5,322,045 $ 317,479 $ (1,492,532) $ 1,641,600 $ 7,034,168 TOTAL CHANGES $ - $ - $ - $ - $ 1,641,600 $ 1,641,600 Financial Impact Since the net operating increases in the Local Transportation Fund (LTF), Measure A, and other funds are offset by the reduction in Federal Transit Administration Section 5307 and Transportation Uniform Mitigation Fee (TUMF) funds, RTA s adopted FY 2017/18 operating budget will remain unchanged at $81,598,830 with no net impact on farebox recovery ratio. The only financial impact to the Commission is the allocation of an additional $59,407 in LTF Western County Bus Transit funds and $135,184 in 2009 Measure A Western County Public Transit funds. The additional $33,409 for the increased service on Route 54F will be allocated to RTA directly by Metrolink. There are sufficient LTF Western County Bus Transit funds and 2009 Measure A Western County Public Transit funds available in the FY 2017/18 budget to cover the increased operational costs. RTA s revised FY 2017/18 capital budget will increase by $1,641,600 to $7,034,168 for FY 2017/18. Since the Proposition 1B revenues that will fund the increase in capital costs are directly allocated to RTA by the California Office of Emergency Services, there is no fiscal impact to the Commission. Staff reviewed RTA s revised plan and recommends approval of the operating and capital funding modifications and related amendments to its FY 2017/18 SRTP. Agenda Item 7H 74

120 Financial Information In Fiscal Year Budget: Yes Year: FY 2017/18 Amount: $59,407 (LTF) $135,184(Measure A) Source of Funds: LTF (Western County Bus) and 2009 Measure A Western County Public Transit funds Budget Adjustment: No $ 59,407 Transit Operating Expenditure GLA No.: $135,184 Transfer Out From Commuter Assistance Fiscal Procedures Approved: Date: 03/16/2018 Attachments: 1) Table 1 Operating Assistance 2) Table 2 Capital Assistance Agenda Item 7H 75

121 Riverside Transit Agency FY 2017/18 SRTP - Table 4 Amendment # 1 Operating Assistance by Funding Source Table 1 - Operating Assistance ATTACHMENT 1 Table 1a. Currently Approved Operating Funding Plan Measure A Section Section Section 5307 Section Project Description: Operating Total LTF (New) Measure A Operating Carryover Riverside-San Bernardino Temecula- Murrieta -Hemet-San Jacinto 5307 Carryover Section 5310 Section 5311 CMAQ TUMF LCTOP Fare Box Other FY 2017/18 Operating Assistance $ 43,218,433 $ 38,781,284 $ 1,881,375 $ - $ - $ 2,000,000 $ - $ 555,774 $ - $ - FY 2017/18 Operating Assistance - CTSA 759,600 $ 759,600 OPEB ARC 2,500,000 2,500,000 RapidLink Operating Assistance 1 1,076, , , , Express Service (Route 200) 728, , ,448 PVL Feeder Service (Rts 26,52,54) 2 740, ,369 PVL Feeder Service (Rt 54f) 2 42,232 42,232 Lifeline Service (DAR Plus)3 20, ,000 0 Route 19 Expansion 6 566, , ,269 0 Travel Training 4 400, ,000 JARC Operating Assistance 1,888, , , ,889 Capitalized Preventative Maintenance 8,750,000 1,750,000 5,000,000 2,000, ADA Complementary Paratransit Service 1,937, ,500 1,100, ,000 Capital Cost of Contracting 7,125,000 1,425,000 3,000,000 2,700,000 0 Attitude/Awareness Study 200, , Transportation Network Companies(TNC) Policy 100, ,000 Fare Study 135,000 27, ,000 TAM Plan Development 5 150,000 30, ,000 Farebox (Cash, Tickets, Passes) 9,210,886 9,210,886 Interest Income 100, ,000 Advertising Revenue 15,000 15,000 CNG Sales 150, ,000 RINS/LCFS Credits 720, ,000 Medical-Cal Reimbursement 1,000, , ,000 Wentworth Building Lease 63,970 63,970 Sub-total: Operating $ 81,598,830 $ 46,479,587 $ 3,240,975 $ 20,000 $ 10,058,000 $ 5,150,000 $ 2,000,000 $ 120,000 $ 400,000 $ 555,774 $ 686,409 $ 300,000 $ 456,514 $ 9,800,000 $ 2,331,571 Table 1b. Modified Operating Funding Plan FY 2017/18 Operating Assistance $ 43,218,433 $ 38,781,284 $ 1,881,375 $ - $ - $ 2,000,000 $ - $ 555,774 $ - $ - FY 2017/18 Operating Assistance - CTSA 759,600 $ 759,600 OPEB ARC 1,500,000 1,500,000 RapidLink Operating Assistance 1 1,076, , , , Express Service (Route 200) 728, , ,448 PVL Feeder Service (Rts 26,52,54) 2 740, ,369 PVL Feeder Service (Rt 54f) 2 42,232 42,232 Lifeline Service (DAR Plus)3 20, ,000 0 Route 19 Expansion 6 566, , ,269 0 Travel Training 4 400, ,000 JARC Operating Assistance 1,888, , , ,889 Capitalized Preventative Maintenance 8,750,000 1,750,000 5,000,000 2,000, ADA Complementary Paratransit Service 1,937, ,500 1,100, ,000 Capital Cost of Contracting 7,125,000 1,425,000 3,000,000 2,700,000 0 Attitude/Awareness Study 200, , TranspNetwork Co(TNC) Policy - Defer 0 0 Fare Study(Defer Fare Policy Study) TAM Plan Development 5 125,000 25, ,000 Farebox (Cash, Tickets, Passes) 9,210,886 9,210,886 Interest Income 100, ,000 Advertising Revenue 15,000 15,000 CNG Sales 150, ,000 RINS/LCFS Credits 720, ,000 Medical-Cal Reimbursement 1,000, , ,000 Wentworth Building Lease 63,970 63,970 Add Route , ,184 Add'l Route 54F RSH 33,409 33,409 Add'l Route 49 RSH 115, ,490 Add'l/Modified positions 102, ,930 Accelerated CNG Comp Maintenance 47,000 47,000 Change in DAR Contractor 825, ,987 Sub-total: Operating $ 81,598,830 $ 46,538,994 $ 3,376,159 $ 20,000 $ 9,950,000 $ 5,150,000 $ 2,000,000 $ 100,000 $ 400,000 $ 555,774 $ 686,409 $ 200,000 $ 456,514 $ 9,800,000 $ 2,364,980 Net Change between Currently Approved and Mpdified Operating Plan $ - $ 59,407 $ 135,184 $ - $ (108,000) $ - $ - $ (20,000) $ - $ - $ - $ (100,000) $ - $ - $ 33,409 76

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123 ATTACHMENT 2 Riverside Transit Agency FY 2017/18 SRTP Capital Assistance by Funding Source - Table 4 Amendment #1 Table 2 - Capital Assistance Table 2a. Currently Approved Capital Funding Plan Project Description Capital Project Number Total Amount of Funds STA Section Riv/San Section Murrieta/Temecula /Menifee Section Hemet Section 5339 Bus & Bus Facilities LCTOP Prop 1B Security Revenue Vehicles - (11) COFR Repl FY18-1 $ 2,162,050 $ 324,307 $ 1,837,743 Revenue Vehicles - (5) DAR Repl FY ,813 70, ,791 Non-Revenue Vehicles - (1) car, (3) trucks, (2) trailers FY ,796 63, ,637 Associated Transit Improvements FY ,000 10,000 10,000 30,000 Capitalized Tire Lease FY ,000 70, ,000 Maintenance/Support Equipment FY18-6 4, , Facility Maintenance FY18-7 2,039, ,846 1,306, ,341 Information Systems FY18-8 1,100, , ,000 Hemet Mobility Hub FY ,849 79, ,479 UCR Mobility Hub FY17-11 (1,492,532) (1,492,532) Subtotal: Capital $ 5,392,568 $ 1,245,576 $ 1,319,533 $ 310,000 $ 3,692,512 $ 317,479 $ (1,492,532) $ - Table 2b. Modified Capital Funding Plan Project Description Capital Project Number Total Amount of Funds STA Section Riv/San Section Murrieta/Temecula /Menifee Section Hemet Section 5339 Bus & Bus Facilities LCTOP Prop 1B Security Revenue Vehicles - (11) COFR Repl FY18-1 $ 2,162,050 $ 324,307 $ 1,837,743 Revenue Vehicles - (5) DAR Repl FY ,813 70, ,791 Non-Revenue Vehicles - (1) car, (3) trucks, (2) trailers FY ,796 63, ,637 Associated Transit Improvements FY ,000 10,000 10,000 30,000 Capitalized Tire Lease FY ,000 70, ,000 Maintenance/Support Equipment FY18-6 4, , Facility Maintenance FY18-7 2,039, ,846 1,306, ,341 Information Systems FY18-8 1,100, , ,000 Hemet Mobility Hub FY ,849 79, ,479 UCR Mobility Hub FY17-11 (1,492,532) (1,492,532) Security & Safety Improvement FY16 projects FY , ,925 Security & Safety Improvement FY17 projects FY , ,675 Subtotal: Capital $ 7,034,168 $ 1,245,576 $ 1,319,533 $ 310,000 $ 3,692,512 $ 317,479 $ (1,492,532) $ 1,641,600 Net Change between Currently Approved and Modified Capital Plan $ 1,641,600 $ - $ - $ - $ - $ - $ - $ 1,641,600 77

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125 AGENDA ITEM 8

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127 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Budget and Implementation Committee Shirley Medina, Planning and Programming Director Anne Mayer, Executive Director California Transportation Commission Adopted 2018 State Transportation Improvement Program BUDGET AND IMPLEMENTATION COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to receive and file the California Transportation Commission (CTC) adopted 2018 State Transportation Improvement Program (STIP). BACKGROUND INFORMATION: At the March 21-22, 2018 CTC meeting, the 2018 STIP was adopted. The adopted STIP program of projects for Riverside County differs from what the Commission approved at its September 2017 meeting regarding the Interstate 15 Express Lanes Southern Extension project (I-15 Southern Project) and Planning, Programming and Monitoring (PPM) funds. The CTC is required to adopt a financially constrained STIP per year. Therefore, CTC staff strives to accommodate each county s programming proposals. However, if every county frontloads its STIP or programs beyond its STIP target shares, which occurs most STIP cycles, the CTC must adhere to the STIP guidelines to balance out the proposals in a fair and equitable manner. Although the Commission s submittal was within its target share CTC staff is recommending programming the I-15 Southern Project in the last year of the STIP, which is Fiscal Year 2022/23, to balance out programming. The Commission proposed programming the project approval & environmental document (PA&ED) phase for the I-15 Southern Project in the first year of the STIP. CTC staff explained since the project is new to the STIP it could not be advanced unless the Commission delayed another project programmed in the first three years. Given the priority and delivery schedule for the projects programmed in the early years and the significance of the programming capacity needed for the I-15 Southern Project ($50 million), delaying other projects to accommodate the I-15 Southern Project in the first year was not feasible. PPM funds were also not available for programming in the first two years of the STIP. However, the Commission was allowed to carryover funds programmed in the 2016 STIP into FY 2018/19 and program equivalent amounts approved by the Commission in FYs 2020/21 and 2021/22. Agenda Item 8 78

128 Additionally, per discussion with Caltrans District 8 staff, it had intended for the State Route 60 Truck Climbing Lanes project to be programmed in FY 2018/19. CTC staff agreed with the change. The table below depicts the CTC s staff recommendation versus what the Commission approved in September STIP $(000 s) Agency Project Description FY 18/19 FY 19/20 FY 20/21 FY 21/22 FY 22/23 Caltrans/ Temecula I-15/French Valley IC $47,600 Caltrans/ RCTC RCTC SR-60 Truck Climbing Lanes $31,555 $31,555 I-15 Express Lanes Southern Extension *50,000 $50,000 CVAG CV-Link 18,655 County of Riverside RCTC/ Lake Elsinore Avenue 66 Grade Separation Bypass 6,130 I-15/Railroad Canyon IC 2,920 RCTC PPM 1, , ,800 $971 Total $57,530 $38,353 $54,530 $21,575 $48,239 $49,400 $0 $971 $0 $50,000 Staff will work with the CTC to identify options that would allow the Commission to proceed with the PA&ED phase for the I-15 Southern Project. These options would likely result in a delayed allocation or reimbursement payments. Staff will present these options to the Commission at a future meeting. Moving forward with the I-15 Southern Project is also contingent upon the continuation of SB 1, as the project would be proposed to compete for future Solutions for Congested Corridors and/or Trade Corridors Enhancement program funding cycles. The potential repeal of SB 1 would eliminate the funding for these competitive funding programs. There is no fiscal impact to the Commission related to the STIP funding for the non-rctc projects, as the STIP funds will not pass through the Commission. STIP funding for the RCTC projects will be included in future budgets upon the CTC s 2018 STIP adoption. Agenda Item 8 79

129 AGENDA ITEM 9

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131 RIVERSIDE COUNTY TRANSPORTATION COMMISSION DATE: April 11, 2018 TO: FROM: THROUGH: SUBJECT: Riverside County Transportation Commission Western Riverside County Programs and Projects Committee Monica Morales, Management Analyst Shirley Medina, Planning and Programming Director Anne Mayer, Executive Director Specialized Transit Grant Awards for 2018 Measure A Western Riverside County Specialized Transit Call for Projects WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE AND STAFF RECOMMENDATION: This item is for the Commission to approve the following 2018 Measure A Western Riverside County Specialized Transit grants for a three-year period covering Fiscal Year 2018/19 through FY 2020/21: 1) Award Agreement No to Blindness Support Services, Inc. for the provision of travel training services (Travel Training Program) in an amount not to exceed $220,000; 2) Award Agreement No to the Boys & Girls Club of Menifee Valley for the provision of directly operated transportation services (Before and After School Transportation Program) in an amount not to exceed $405,000; 3) Award Agreement No to the Boys & Girls Club of Southwest County for the provision of directly operated transportation services (Before and After School Transportation Program) in an amount not to exceed $630,000; 4) Award Agreement No to Care-A-Van Transit, Inc. for the provision of directly operated transportation services (Care-A-Van Project) in an amount not to exceed $1,140,000; 5) Award Agreement No to Care Connexxus for the provision of directly operated transportation services (Adult Day Services Patients) in an amount not to exceed $765,000; 6) Award Agreement No to the City of Norco, Department of Parks, Recreation and Community Services for the provision of directly operated transportation services (Seniors on the Move-Senior Shuttle) in an amount not to exceed $281,000; 7) Award Agreement No to Community Connect 211-Vetlink (211 One Call/One Click) for the provision of transportation information services in an amount not to exceed $193,133; 8) Award Agreement No to Community Connect TAP (Transportation Access Program) for the provision of transportation pass or voucher services in an amount not to exceed $360,000; Agenda Item 9 80

132 9) Award Agreement No to Valley Resource Center for the Retarded, Inc. dba Exceed for the provision of directly operated transportation services (Hemet Transportation) in an amount not to exceed $179,000; 10) Award Agreement No to Forest Folk, Inc. for the provision of directly operated transportation services (Idyllwild Area Shuttle) in an amount not to exceed $173,640; 11) Award Agreement No to Friends of Moreno Valley for the provision of directly operated transportation services (MoVAN) in an amount not to exceed $313,029; 12) Award Agreement No to Independent Living Partnership for the provision of mileage reimbursement of volunteer drivers (Transportation Reimbursement and Information Project TRIP Western Riverside) in an amount not to exceed $1,318,000; 13) Award Agreement No to Michelle s Place for the provision of travel assistance (Treatment Travel Assistance TTA) in an amount not to exceed $30,000; 14) Award Agreement No to Operation Safehouse for the provision of directly operated transportation services (Main Street Transitional Living Program) in an amount not to exceed $112,400; 15) Award Agreement No to Riverside University Health Medical Center (RUHS-MC) for the provision of directly operated transportation services (Transportation Program) in an amount not to exceed $960,000; 16) Award Agreement No to Riverside University Health System-Behavioral Health (RUHS-BH) for the provision of directly operated transportation services (Transportation Change) in an amount not to exceed $660,000; 17) Award Agreement No to United States Veterans Initiative for the provision of directly operated transportation services (US Vets Initiative Transportation Riverside) in an amount not to exceed $129,000; and 18) Award Agreement No to Voices for Children for the provision of mileage reimbursement of volunteer drivers (Volunteer Mileage Reimbursement Program) in an amount not to exceed $330,805. BACKGROUND INFORMATION: Providing funding to non-profit providers of transit services for persons with disabilities, low income, and senior citizens has long been a priority of the Commission. The voter-approved 1989 and 2009 Measure A Expenditure Plans specify funding allocations for the provision of this type of service provided by transit operators and non-profit agencies. In April 2008, the Commission approved the Coordinated Public Transit Human Services Transportation Plan (Coordinated Plan) and adopted a strategy for developing and conducting a specialized transit call for projects program for Western County. The coordinated plan is updated in July every 3 years to identify additional qualified populations as well as underserved areas of Riverside County that would qualify for funding under the Specialized Transit Call for Projects. The fourth program cycle is set to expire on June 30, In November 2017, the Commission directed staff to develop the application and scoring criteria for the 2018 Measure A Western Agenda Item 9 81

133 Riverside County Specialized Transit Call for Projects (2018 Call for Projects) and approved the fund allocation. The applications were released to the public on November 8, 2017, with the implementation term of three years. The due date for completed proposals was January 9, 2018, at which time 17 eligible proposals were received from various agencies. It should be noted that Care Connexxus did not submit a proposal by the deadline; however, the Board President of Care Connexxus reached out to staff explaining recent management challenges and staff turnover. With this justification, Care Connexxus submitted its proposal by January 31 bringing the total eligible proposals received by the Commission to 18. Should the Commission approve an award to Care Connexxus, staff will monitor and assist Care Connexxus during this award term to ensure compliance with the specialized transit funds agreement. The following table is a summary for the fund allocation made available by the Commission for the 2018 Call for Projects covering FY 2018/19 to FY 2020/21: FISCAL YEARS 2018/ /21 Funding Source Fiscal Year Total 2009 Measure A 2019 $2,700, Measure A 2020 $2,700, Measure A 2021 $2,800,000 TOTAL $8,200,000 As in the 2015 Call for Projects, the current 2018 Call for Projects was oversubscribed by $2,948,391 in terms of funds sought by applicants compared to funds actually available from the Commission. Evaluation and Scoring: To evaluate and score the projects, staff invited the Citizen s Advisory Committee/Social Services Transportation Advisory Council (1 vote) to participate on the project evaluation and scoring committee. Commission staff participated with one vote, staff from the San Bernardino County Transportation Authority participated with one vote, and an outside consultant for the Commission participated with one vote. Essentially, projects were evaluated by a group consisting of participants with no vested operational interest in the proposed projects. The intent of staff with this panel was to provide an unbiased scoring environment that would allow for the best projects to rise to the top. The scoring criteria used by the evaluation committee was developed from the goals and objectives analysis that were generated during the development of the 2008 Coordinated Plan and the 2012 and 2015 updates. The attachment outlines the results of this process identifying awarded amounts as well as scores and rankings. Process and Schedule: Agenda Item 9 82

134 There is no financial impact on the current budget, thus, no budget action is needed nor requested at this time. Measure A Specialized Transit funds of $8.2 million for projects approved by the Commission will be programmed for FYs 2018/19, 2019/20, and 2020/21 through the regular budget process. Financial Information In Fiscal Year Budget: N/A Year: FY2018/19+ Amount: $8,200, Measure A Western County Source of Funds: Budget Adjustment: N/A Specialized Transit $8,160,007 Specialized Transit Operating GL/Project Accounting No.: $40,000 Specialized Transit Capital Fiscal Procedures Approved: Date: 03/20/2018 Attachment: 2018 Project Request and Recommendation Funding Summary Agenda Item 9 83

135 ATTACHMENT PROJECT REQUEST AND RECOMMENDATION FUNDING SUMMARY Applicant Score Measure Yr 1 Request Measure Yr 1 Recommendation Minimum Local Match Total Year 1 Project Cost (Measure A + Match) Measure Yr 2 Request Measure Yr 2 Recommendation Minimum Local Match Total Year 2 Project Cost (Measure A + Match) Measure Yr 3 Request Measure Yr 3 Recommendation Blindness Support Services Inc 71 $ 78, $ 72,000 $ 37,091 $ 109,091 $ 82, $ 73,000 $ 37,606 $ 110,606 $ 87, $ 75,000 $ 38,636 $ 113,636 $ 333,333 $ 220,000 $ 113,333 Boys & Girls Club of Menifee Valley 68 $ 205, $ 130,000 $ 66,970 $ 196,970 $ 238, $ 135,000 $ 69,545 $ 204,545 $ 388, $ 140,000 $ 72,121 $ 212,121 $ 613,636 $ 405,000 $ 208,636 Boys & Girls Club of Southwest County 83 $ 206, $ 200,000 $ 103,030 $ 303,030 $ 216, $ 210,000 $ 108,182 $ 318,182 $ 227, $ 220,000 $ 113,333 $ 333,333 $ 954,545 $ 630,000 $ 324,545 Care A Van Transit Inc 96 $ 390, $ 370,000 $ 190,606 $ 560,606 $ 409, $ 380,000 $ 195,758 $ 575,758 $ 425, $ 390,000 $ 200,909 $ 590,909 $ 1,727,273 $ 1,140,000 $ 587,273 Care Connexxus 74 $ 319, $ 250,000 $ 128,788 $ 378,788 $ 328, $ 255,000 $ 131,364 $ 386,364 $ 337, $ 260,000 $ 133,939 $ 393,939 $ 1,159,091 $ 765,000 $ 394,091 City of Norco* (Cap Yr 1) 91 $ 125, $ 116,000 $ 79,152 $ 195,152 $ 81, $ 81,000 $ 41,727 $ 122,727 $ 84, $ 84,000 $ 43,273 $ 127,273 $ 445,152 $ 281,000 $ 164,152 Community Connect 211-Vetlink 28 $ 63, $ 63,243 $ 32,580 $ 95,823 $ 64, $ 64,510 $ 33,232 $ 97,742 $ 65, $ 65,380 $ 33,681 $ 99,061 $ 292,626 $ 193,133 $ 99,493 Community Connect TAP 45 $ 172, $ 110,000 $ 56,667 $ 166,667 $ 175, $ 120,000 $ 61,818 $ 181,818 $ 180, $ 130,000 $ 66,970 $ 196,970 $ 545,455 $ 360,000 $ 185,455 EXCEED 80 $ 57, $ 57,000 $ 29,364 $ 86,364 $ 59, $ 60,000 $ 30,909 $ 90,909 $ 62, $ 62,000 $ 31,939 $ 93,939 $ 271,212 $ 179,000 $ 92,212 Forest Folk Inc 67 $ 53, $ 53,250 $ 27,432 $ 80,682 $ 59, $ 59,540 $ 30,672 $ 90,212 $ 60, $ 60,850 $ 31,347 $ 92,197 $ 263,091 $ 173,640 $ 89,451 Friends of Moreno Valley 70 $ 100, $ 100,141 $ 51,588 $ 151,729 $ 103, $ 103,979 $ 53,565 $ 157,544 $ 108, $ 108,909 $ 56,105 $ 165,014 $ 474,286 $ 313,029 $ 161,257 Independent Living Partnership 90 $ 477, $ 433,000 $ 223,061 $ 656,061 $ 502, $ 440,000 $ 226,667 $ 666,667 $ 526, $ 445,000 $ 229,242 $ 674,242 $ 1,996,970 $ 1,318,000 $ 678,970 Michelle's Place 83 $ 12, $ 8,000 $ 4,121 $ 12,121 $ 15, $ 10,000 $ 5,152 $ 15,152 $ 16, $ 12,000 $ 6,182 $ 18,182 $ 45,455 $ 30,000 $ 15,455 Operation Safehouse 84 $ 37, $ 37,000 $ 19,061 $ 56,061 $ 37, $ 37,700 $ 19,421 $ 57,121 $ 37, $ 37,700 $ 19,421 $ 57,121 $ 170,303 $ 112,400 $ 57,903 Riverside University health Medical Center (RUHS-MC) 66 $ 496, $ 310,000 $ 159,697 $ 469,697 $ 523, $ 320,000 $ 164,848 $ 484,848 $ 551, $ 330,000 $ 170,000 $ 500,000 $ 1,454,545 $ 960,000 $ 494,545 Riverside University Health System - Behavioral Health (RUHS-BH) 65 $ 414, $ 210,000 $ 108,182 $ 318,182 $ 413, $ 220,000 $ 113,333 $ 333,333 $ 433, $ 230,000 $ 118,485 $ 348,485 $ 1,000,000 $ 660,000 $ 340,000 U S Vets 70 $ 43, $ 43,000 $ 22,152 $ 65,152 $ 43, $ 43,000 $ 22,152 $ 65,152 $ 43, $ 43,000 $ 22,152 $ 65,152 $ 195,455 $ 129,000 $ 66,455 Voices for Children 92 $ 99, $ 99,754 $ 51,388 $ 151,142 $ 109, $ 109,565 $ 56,443 $ 166,008 $ 121, $ 121,486 $ 62,584 $ 184,070 $ 501,220 $ 330,805 $ 170,415 TOTALS $ 3,351, $ 2,662,388 $ 1,390,927 $ 4,053,315 $ 3,466, $ 2,722,294 $ 1,402,394 $ 4,124,688 $ 3,759, $ 2,815,325 $ 1,450,319 $ 4,265,644 $ 12,443,647 $ 8,200,007 $ 4,243,640 40,000 Capital *Includes capital request of $40,000 in year one which requires a 50% local match 8,160,007 Operating Minimum Local Match Total Year 3 Project Cost (Measure A + Match) Total 3 Year Project Cost Total 3 Year Measure A Award Required Match 84