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HomeMy WebLinkAboutReso 80-09 I-580 Westbnd Auxil LaneRESOLUTION NO. 80 - 09 A RESOLUTION OF THE CITY COUNCIL OF T'HE CITY OF DUBLIN APPROVING THE FUND TRANSFER AGREEMENT WITH THE ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY FOR THE CONSTRUCTION OF THE I-580 WESTBOUND AUXILIARY LANE BETWEEN FALCON ROAD AND TASSAJARA ROAD WHEREAS, the Alameda County Congestion Management Agency (ACCMA) is the sponsor of the I- 580 Auxiliary Lane Project included in the Alameda County 2000 Measure B Expenditure Plan, which was approved by Alameda County voters in November 2000; and WHEREAS, the ACCMA, in collaboration with the Alameda County Transportation Improvement Authority, has requested the City of Dublin to construct the I-580 Westbound Auxiliary lane between Fallon Road and Tassajara Road, in conjunction with the City's I-580/Fallon Road Interchange Improvement project to ensure consistency between the two projects; and WHEREAS,-the Fund Transfer Agreement between the City of Dublin and the ACCMA specifies the limit of reimbursement to $2,450,000 and all direct costs associated with this project will be reimbursed 100% by the ACCMA, including City staff time for project management up to $60,000. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the Fund Transfer Agreement with the Alameda County Congestion Management Agency for construction of the I-580 Westbound Auxiliary Lane between Fallon Road and Tassajara Road, in conjunction with the I-580/Fallon Road Interchange Improvements, Contract No. 07-13A. BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to sign said agreement. PASSED, APPROVED AND ADOPTED this 2°d day of June, 2009, by the following vote: AYES: Councilmembers Biddle, Hart, Hildenbrand, Scholz, and Mayor Sbranti NOES: None ABSENT: None ABSTAIN: None ,~~ Mayor ATTEST: C~~ L City Clerk Reso No. 80-09, Adopted 6-2-09, Item 8.1 Page 1 of 1 CMA Agreement No. B09-002 ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY Fund Transfer Agreement SEGMENT 14A - I580 Auxiliary Lane Westbound between Fallon Road and Tassajara Road This AGREEMENT is made on ~~j~ J,2009, between the Alameda County Congestion Management Agency ("CMA' ), and the City of Dublin ("SPONSOR"). SECTION 1. PURPOSE OF AGREEMENT The purpose of this AGREEMENT is to specify the terms and conditions for reimbursement from the CMA to SPONSOR for certain construction and related activities with funds made available from the Alameda County Transportation Improvement Authority ("ACTIA") from Measure B, which was approved by Alameda County voters in November 2000. This AGREEMENT and all reimbursement hereunder is authorized under the Master Project Funding Agreement (2002-45) between ACTIA and CMA, dated November 30, 2004 ("MPFA"), a copy of which is included in Attachment A attached hereto and incorporated herein by this reference, and the Project Specific Funding Agreement (A08- 0003)Between ACTIA and CMA, dated December 16, 2008 ("PSFA"), a copy of which is included in Attachment S attached hereto and incorporated herein by this reference. SECTION 2. DESCRIPTION OF PROJECT Pursuant to the MPFA and PSFA, CMA is the project sponsor responsible for the delivery of the overall ACTIA Project 14 - I-580 Auxiliary Lane Project ("ACTIA 14"). ACTIA 14 is further subdivided into three segments, which shall be referred to herein as "Segment 14A" (westbound I-580 between Fallon Road and Tassajara Road), "Segment 14B" (westbound I-580 between Airway Boulevard and Fallon Road) and "Segment 14C" (eastbound I-580 between Fallon Road and Airway Boulevard). The SPONSOR is separately constructing the I-580/Fallon Road Interchange Modification Project ("IMP"), a local project not associated with CMA or ACTIA. In order to ensure consistency between ACTIA 14 and IMP, CMA, SPONSOR and ACTIA all agree that SPONSOR shall construct certain improvements in conjunction with the IMP, subject to reimbursement from CMA through Measure B funds provided by ACTIA, as such improvements are specified below (collectively, the "PROJECT"): • Segment 14A -That portion of ACTIA 14 consisting of an auxiliary lane on Westbound I-580 between Fallon Road and Tassajara Road. • Coordination with Segment 14B -Additional pavement and related changes necessary to conform the auxiliary lane in Segment 14B to the IMP. • Coordination with Segment 14C -Revise ramp alignment and make other changes necessary to conform the auxiliary lane in Segment 14C to the IMP. SPONSOR will provide construction management for the PROJECT subject to reimbursement for the additional costs thereof pursuant to this AGREEMENT as part of the construction of the IMP. ACTIA 14, the IMP and the PROJECT have each obtained all required environmental clearance under CEQA and NEPA. CMA at its own expense will contract with one or more consultants to prepare design documents for the PROJECT. No right-of--way acquisition is required. SPONSOR intends to construct the PROJECT in conjunction with the IMP. Notwithstanding anything to the contrary in the MPFA and the PSFA, SPONSOR shall not be required to meet ACTIA goals for utilization of LBEs and SLBEs (as explained in Attachment C -Letter from ACTIA Re: Local Business Contract Equity Compliance). SECTION 3. REIMBURSEMENT OF FUNDS SPONSOR shall be reimbursed for construction of the PROJECT by CMA through Measure B funds provided by ACTIA pursuant to the MPFA and PSFA. This AGREEMENT and all reimbursement hereunder is subject to all restrictions and requirements on funding and reimbursement contained within the MPFA and PSFA, including but not limited to ACTIA's Policy on Eligible Costs (Revision No. 1) included in Appendix F, Exhibit B of the PSFA ("Cost Policy"), which shall control the eligibility of PROJECT-related costs for reimbursement from Measure B funds. For the purposes of this AGREEMENT, the MPFA and PSFA shall be interpreted as if SPONSOR is the "SPONSOR" thereunder. Except as otherwise provided herein, the provisions of the MPFA and/or PSFA shall control over any conflicting provision of this AGREEMENT. Notwithstanding anything to the contrary in the MPFA, PSFA or Cost Policy, however, SPONSOR'S staff time spent on the PROJECT is reimbursable, up to a maximum of $60,000. SPONSOR must submit to CMA at least one request for reimbursement under this AGREEMENT each month until reimbursement is complete. The effective date of eligibility PROJECT reimbursement is March 1, 2009. Costs incurred prior to the effective date will not be eligible for reimbursement. This Agreement shall terminate upon completion and acceptance of the PROJECT or on October 1, 2012. 2 Any requests for reimbursement submitted by the SPONSOR must comply with the reporting requirements set forth in Appendix B to the PSFA, "Request for Reimbursement Forms and Instructions." Total reimbursement of PROJECT costs from CMA shall not exceed $2,450,000. Reimbursement for PROJECT costs that exceed this amount will be subject to the approval of CMA or ACTIA, and shall require an amendment to this AGREEMENT. CMA approval of SPONSOR invoices will be contingent on the submittal of Progress Reports by SPONSOR. In the event that the Progress Reports are not complete and current, approval of invoices shall be withheld until an acceptable remedy has been implemented. SPONSOR shall submit the fmal report documents that collectively constitute a "Final Report of Expenditures," as defined in the PSFA, within 90 days of PROJECT completion. SPONSOR shall be responsible for any penalty imposed on CMA pursuant to the PSFA or otherwise due to SPONSOR'S failure to submit a "Final Report of Expenditures" in a timely manner. Within 30 days after CMA receives Measure B funds from ACTIA pursuant to a reimbursement request submitted by SPONSOR, CMA shall transmit such funds to SPONSOR. SECTION 4. PROJECT DOCUMENTATION SPONSOR shall keep all necessary records to document PROJECT activities and performance, including documentation of expenses and charges to support invoices submitted to CMA and other PROJECT reporting requirements as described in Appendix B, in the PSFA. SPONSOR and SPONSOR's contractors and subcontractors shall maintain for the duration of the PROJECT and for three (3) years following completion of the PROJECT and make available for inspection and audit all books, documents, papers, accounting records, and other evidence pertaining to the performance and expenses incurred in implementing the PROJECT. CMA's auditor, or any duly authorized representative of CMA and/or ACTIA shall have access to any books, records and documents that are pertinent to the PROJECT for audits and examinations, and SPONSOR shall furnish copies thereof if requested. SECTION 5. SIGNAGE SPONSOR shall place in the public domain any software, written documents, intellectual property, process, technique or product developed with Measure B funds as part of the PROJECT. 3 SPONSOR shall acknowledge the participation of CMA, acknowledge ACTIA as a funding source and use or display the approved CMA and ACTIA logos so that they are visible to the public: (a) On any printed or electronic material associated with the PROJECT that is distributed to the public. Printed material includes PROJECT related schedules, brochures, handbooks, or promotional materials. Electronic materials including but not limited to PROJECT related websites, electronic signs or a-mail broadcasts. (b) In any Project related media events, articles, news releases or their publicity materials. SECTION 6. INDEMNIFICATION SPONSOR shall indemnify, protect, defend and hold harmless CMA, its officers, employees, agents, representatives, and successors-in-interest, against any and all claims, suits or actions ,including attorneys' fees, arising out of the willful misconduct or the negligent acts, errors or omissions of the SPONSOR, its officers or employees, in the performance of this AGREEMENT. CMA shall indemnify, protect, defend and hold harmless the SPONSOR, its officers, employees, agents, representatives, and successors-in-interest, for any and all claims, suits or actions ,including attorneys' fees, arising out of the willful misconduct or the negligent acts, errors or omissions of CMA, its officers or employees, in the performance of this AGREEMENT. SECTION 7. AMENDMENTS Amendments to this AGREEMENT, including modifications to the PROJECT, will only be effective if they are made in writing and signed by all parties. SECTION 8. ATTACHMENTS Attachment A -Master Project Funding Agreement (MPFA) ACTIA 2002-45 Attachment B -Project Specific Funding Agreement (PSFA) ACTIA No. A08-0003 Attachment C -Letter from ACTIA Re: Local Business Contract Equity Compliance 4 IN WITNESS WHEROF, the parties hereto have executed this AGREEMENT by their duly authorized officers. ALAMEDA COUNTY CONGESTION CITY OF DUBLIN MANAGEMENT AGENCY (ACCMA) By: Dennis R. Fay, Executive By:_ J Recommended by: Pattillo, City Manager Approved as to form and legality: Y Akkawi J Bakker, City ttorney Project Delivery Manager Reviewed as to Budget/Financial Controls C~~~~~~ G. Richard Swanson Director of Finance and Administration Approved as to form and legality: Wende ,Rosen, Black & Dean LLP Counsel to ACCMA 5 ~~ r . ACTIA 2002-45 MASTER PR03ECT FUNDING AGREEMENT BETWEEN ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY and the ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY for the FUNDING OF PRELIMINARY ENGINEERING, ENVIRONMENTAL ANALYSIS, DESIGN, RIGHT-OF-WAY ACQUISITION, UTILITY RELOCATION AND CONSTRUCTION, AND ACQULSITION OF ROLLING STOCK for ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTIORITY FUNDED PROJECTS r T ACTIA 2002-45 MASTER PROJECT FUNDING AGREEMENT BETWEEN ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY This MASTER PROJECT FUNDING AGREEMENT (AGREEMENT}, entered into on /~c~1,ZC'~Z , is between the ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY (CMA), a local public agency, referred to herein as "SPONSOR", and the ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY, a public entity, referred to herein as "ACTIA", covers the general requirements for ACTIA funding of Tier 1 Projects in the Alameda County's 20-Year Transportation Expenditure Plan (PLAN) which was adopted in July 2000. A project specific funding agreement (SPECIFIC AGREEMENT} will be entered into to cover the specific requirements of each project. RECITALS {1) The voters of Alameda County, pursuant to the provisions of the Local Transportation Authority and Improvement Act, California Public Utilities Code Section 180000 et seq., approved the reauthorization of Measure B at the General Election held on November 7, 2000, thereby authorizing that ACTIA be given the responsibility to administer the proceeds from the continued one-half cent transaction and use tax. The duration of the tax will be 20 years from the initial year of collection that began April 1, 2002, with said tax to terminate/expire on March 31, 2022. (2) The PLAN, administered by ACTIA, includes preliminary engineering, environmental analysis, design, right-of--way acquisition, utility relocation, construction, and acquisition of rolling stock of the projects located in the County of Alameda, and referred to herein as "PROJECTS". The PROJECTS covered by this AGREEMENT are described in EXHIBIT A, "Project Description", attached hereto and incorporated herein by reference. Page 2 ACTIA 2002-45 {3} Sales tax funding shown for PROJECTS in the PLAN is based on 1997/1998 (97/98) fiscal year dollars. (4) The PLAN was adopted in July 2000, and includes PR07ECT5 for which SPONSOR is named as the sponsor. {5) This AGREEMENT is made in furtherance and in compliance with the Local Transportation Authority and Improvement Act, California Public Utilities Code Section 18000 et seq. Measure B Sales Tax Funds spent pursuant to this AGREEMENT will not replace funds previously provided by property tax revenues for public transportation services. (6) For the purposes of this AGREEMENT, PHASE shall be any of the following elements of the PROJECT: • Scope + Preliminary Engineering • Environmental Studies • Final Design {PS&E} • Right-of--Way -Support • Right-of--Way -Capital • Utility Relocatioii/Protection • Construction Contracts • Construction Engineering • Equipment Purchase (7) To the extent that there is a difference between fixture SPECIFIC AGREEMENTS and this AGREEMENT, including the EXHIBITS, the SPECIFIC AGREEMENT shall prevail. It is agreed by and between the parties as follows: Page 3 i' ' ~ ~ t ACTIA 2002-45 SECTION I SPONSOR AGREES: (1) Environmental, engineering, right-of--way, rolling stock acquisitions, utility, and construction work eligible under the ACTIA "Policy on Eligible Costs" as shown in EXHIBIT D (attached hereto and incorporated herein by reference), Appendix A, will be invoiced on a reimbursable basis for all PROJECTS. (2) That all costs related to PROJECTS in excess of the amount of ACTIA's contribution indicated in the PLAN, as escalated to the year of expenditure based on the California Highway Construction Cost Index (CHCCI), will be the responsibility of the SPONSOR for all PROJECTS. (3) That ACTIA funds programmed for PROJECTS are subject to annual modification in the ACTIA Strategic Plan and these funds are subject to availability. (4) That funds expended for work on PROJECTS prior to this AGREEMENT will not be reimbursed unless prior agreement has been reached with ACTIA regarding the use and monitoring of these funds. In all cases, reimbursable costs will be limited to those costs included in EXHIBIT D, Appendix A, "Policy on Eligible Costs". In no case shall funds expended priar to November 7, 2000 be reimbursed. (5) To meet with ACTIA prior to ACTIA funding any portion of the PROJECTS and to assist in the preparation of the SPECIFIC AGREEMENT. SPECIFIC AGREEMENT shall include but not be limited to the following information developed by SPONSOR: • Detailed PROJECT description including a map. • Detailed PROJECT schedule • PROJECT cost estimate • PROJECT PHASE cost breakdown Preliminary Engineering Environmental Studies Final Design (PS&E) Right of Way -Support Page 4 ' f Right ofWay -Capital Utility Relocation/Protection Construction Contracts Construction Engineering Equipment Purchase • PROJECT PHASE timing • PHASE cash flow requirements • Outside funding sources • Outside funding timing • Permits required • Agreements required • Coordinating agencies • SPONSOR's role Work performed by SPONSOR Work performed by Consultants • ACTIA's role • Role of Others ACTIA 2002-45 (6} That SPONSOR will be given five years from the first year of revenue collection (which began in April 2002) to receive environmental approvals and to have PROJECTS fully funded. If SPONSOR cannot meet this April 2007 requirement, SPONSOR may appeal to ACTIA far one or more one-year extensions limited by the policy regarding time extensions as shown in EXHIBIT D, Appendix D, "Policy Regarding the Time Limitation on Environmental Approval". Once time has expired, the SPONSOR will be deemed to have approved deletion of that project, and the funds will be reallocated as Unused Funds as described in EXHIBIT D, Appendix B, "Policy Regarding the Definition and Use of Excess Revenues and Unused Funds". (7} SPONSOR will be responsible for obtaining the Environmental Document Certification from the appropriate agency or agencies as may be required. (8) To advertise, award and administer any professional services contract for work on PROJECTS not performed by SPONSOR'S own forces. (9} To invite ACTIA staff to participate as a voting member in the selection of professional consultants and to furnish copies of the professional services contracts to ACTIA prior to approval by the SPONSOR on contracts utilizing ACTIA, funds. Page 5 sr~rYe ~nm_dc (10} That in selecting all professional consultants on PHASES of PROJECTS funded by ACTIA where no federal or state funds are used, SPONSOR will meet the ACTIA Goals of 70% Local Business Enterprise {LBE) and 30% Small Local Business Enterprise (SLBE). In the event that LBE or SLBE goals are not met, SPONSOR will make a good faith effort and require selected consultants to make a good faith effort using the criteria as set forth in EXHIBIT "E", "Alameda County Transportation Improvement Authority Local Business Enterprise and Small Local Business Enterprise Program", attached hereto and incorporated herein by reference. (I l) To advertise, award and administer the construction and utility relocation contracts far PROJECTS in accordance with the applicable requirements of the Local Agency Public Construction Act and the California Labor Code, including its prevailing wage provisions. SPONSOR shall obtain applicable wage rates from the State Department of Industrial Relations and shall adhere to the applicable provisions of the State Labor Code. Violations shall be reported to the State Department of Industrial Relations. (12} That in selecting alI construction and utility relocation vendors on PHASES of PROJECTS funded by ACTIA where no federal or state funds are used, SPONSOR will meet the ACTIA Goals of 60% LBE and 20% SLBE. In the event that LBE or SLBE goals are not met, SPONSOR will make a good faith effort and require contractors and vendors to use good faith efforts using the criteria as set forth in EXHIBIT E. (13) Local Business Enterprises (LBE) and Small Local Business Enterprises (SLBE} shall be certified by ACTIA in accordance with the Local Business and Small Local Business Enterprise Program included as EXHIBIT E. (14) That if federal or state federalized funds are used on any PHASE of the PROJECTS, SPONSOR of PROJECTS will utilize SPONSOR'S DBE goal, plan and policies. (15) That in the event that SPONSOR is bound by other mandated contract participation requirements, SPONSOR will work with ACTIA to achieve ACTIA objectives and clarify the required participation goals in the SPECIFIC AGREEMENT. Page 6 ACTIA 2002-45 (16) To require that the construction contractor furnish both a payment and performance bond, with both bonds complying with the requirements set forth in Section 3-1.42 of Caltrans' July 1999 Standard Specifications (or more current version). (17) To require that professional services consultants, construction contractors and any other contractor or subcontractors name ACTIA, its officers, employees and consultants (and Caltrans, and/or others if involved) as additional insured on all appropriate insurance required by SPONSOR for ACTIA funded PHASES of PROJECTS. (18) To cooperate with Caltrans, or other agencies, when required, to manage construction of PROJECTS. SPONSOR may manage the construction of PROJECTS with its own staff, may elect to contract for professional services, or perform the work in cooperation with Caltrans or other agency, ox any combination thereof. (19) To arrange for right-of--way engineering, appraisal, acquisition, clearance, and certification. Ifright-of--way work is performed by others, a copy of the Agreement for right-of- way work will be submitted to ACTIA prior to approval by SPONSOR. Qn Caltrans facilities, right-of--way services will be performed under the direction of an agency or agent certified by Caltrans. (20} To develop a detailed schedule for all PHASES of the PROTECTS as outlined in EXHIBIT B, "Project Schedule", attached hereto and incorporated herein by reference. Schedule shall be reviewed and approved by ACTIA and shall be incorporated into a SPECIFIC AGREEMENT prior to any reimbursement of costs. (21) Except as provided in Section I (22} or a SPECIFIC AGREEMENT, that on PROJECTS where SPONSOR hires a consultant to administer a PHASE of the work funded by ACTIA, SPONSOR will provide ACTIA with monthly Progress Reports by PHASE for all PROJECTS, by the last day of each calendar month following the month work was performed. These reports shall describe the current status of the PROJECTS, actions and eligible costs expended or incurred during the previous month, actions expected to be taken daring the next month, an updated schedule with estimated completion, scope changes, PROTECT issues, any unexpected Page 7 .~ ACTIA 2002-45 legal, environmental, engineering or construction difficulties, notices of potential claims, DBE, SLBE and LBE participation, where such participation is required, from prime and first tier subconsultants/subcontractors, and any additional relevant information requested by ACTIA. "ACTIA Expenditure Reporting Requirements for Capital Projects" are shown in EXHIBIT C, attached, hereto and incorporated herein by reference, and shall be included with the report. (22) That on the PHASES of PROJECTS administered by SPONSOR staff, to provide the Progress Report described in Section I (21) on a quarterly basis. Said Progress Report shall be furnished on the last day of the month following each quarter. {23) To obtain all state, local and federal permits and approvals far work. SPONSOR will comply with all applicable state and federal laws and regulations. (24) To arrange for maintenance of atl PROJECTS constructed and to make no claim against ACTIA for any portion of maintenance or operation costs. {25) To provide signage fifteen (15) days prior to beginning of construction (i.e., SPONSOR and ACTIA logos with "Your Measure B Sales Tax Dollars at Work") on all PROJECTS funded by Measure B. Include a description of such signage, the number of signs and the actual or typical locations thereof in a Progress Report submitted to ACTIA for the PROJECTS at least three months prior to construction. (26} To parEicipate, upon the request of ACTIA, in a Public Awareness Program, in partnership with ACTIA, the Citizens Advisory Cornxnittee (CAC) and/or the Citizens Watchdog Committee {CWC), as a means of informing the public of the benefits being derived from the use of the Measure B funds. (27) To provide updated and accurate Progress Report information on the SPONSOR's website, or create one if none exists, and to provide a link to ACTIA's website, in order to inform the public on how the Measure B funds are being used in the County. Page 8 • ACTIA 2002-45 (28) To publish, at least annually, an article either in the SPONSOR's newsletter or in ACTIA.'s quarterly newsletter, highlighting PROJECTS in which funds received by SPONSOR from ACTIA are being used. (29} That upon request from ACTIA. through SPONSOR's administrative officer or designated staff, to render a report or answer any and all inquiries in regard to its receipt, compliance audit findings, and usage of its funds before ACTIA's Governing Board, the Citizens Watchdog Committee (CWC) and/or Citizens Advisory Committee (CAC). (30) That in the event PROJECTS are not completed, to repay ACTIA any funds expended by ACTIA above its proportionate share of eligible costs for the PROJECTS as in EXHIBIT D, Appendix C, "Policy Regarding ACTIA Funds Spent or Allocated to Projects that are Later Removed from the Plan". Payment to ACTIA shall be made with interest based on the current County Investment Pool rate, and shall be made within five (5) years of the time the PROJECT is deleted from the PLAN. in the event that such payments are not made, ACTIA will withhold all other funds due SPONSOR from ACTIA until such debt has been eliminated. In the event that the PROJECT is not completed due solely to a shortfall in the ACTIA revenues proposed for the PROJECTS, this article (30) will not apply. SECTION II ACTiA AGREES: (1) That increased costs in individual PHASES of PROJECTS will be eligible for reimbursement if the SPONSOR provides a funding plan indicating that funds from other PHASES or other sources are available to assure that the delivery of the PROJECTS will not be jeopardized due to the increase in that PHASE. (2) Allocated ACTIA funds may be expended in total prior to expenditure of SPONSOR funds subject to the conditions included in this AGREEMENT. (3) To program funds for reimbursement to SPONSOR in the ACTIA Annual Stxategie Plan as close as possible to the years detailed in the SPECIFIC AGREEMENT. Page 9 • ~ ACTIA 2QQ2-45 (4) To provide an independent annual audit of ACTIA's program-wide revenues and expenditures including the allocation formula for, distributing Measure B sales tax revenues to SPONSOR and render an annual report to ACTIA's Governing Board and to the Citizens Watchdog Committee (CWC) within 180 days following the close of the fiscal year. (5) To provide notice to the SPONSOR of any and all expenditures made by SPONSOR, which are not in compliance with the AGREEMENT, the PLAN or the Measure B ballot measure, promptly after ACTIA becomes aware of any such expenditures. (6) To assist SPONSOR in preparing detailed schedules for all PROJECTS for inclusion in the SPEC]FIC AGREEMENT. (7) To prepare contract language regarding Progress Reports suitable for inclusion in SPONSOR'S contracts for professional services. (8} To prepare a contract specification/provision to be included in SPONSOR'S construction contracts to clarify ACTIA LBE/SLBE requirements, where such participation is required, and monthly reporting requirements. SECTION III IT IS MUTUALLY AGREED AS FOLLOWS: (1) It is the intent of ACTIA to commit Measure B Funds to fully funded PROJECTS. It is the responsibility of SPONSOR to secure all other funds required to complete PROJECTS. If in the opinion of the ACTIA Executive Director, a project has lost required funding or has not progressed according to the detailed schedule as either shown in EXHIBIT B or as later modified in the SPECIFIC AGREEMENT, funds may be withheld and may require reimbursement from the SPONSOR to ACTIA. (2) All correspondence and communications will contain the ACTIA number and name for PROJECTS in a clearly identifiable location. Page 10 • ACTIA 2002-45 (3) Should the SPONSOR fail to refund alI moneys due ACTIA as provided herein or should SPONSOR breach this AGREEMENT by failing to complete PROJECTS, then, within 30 days of demand, or within such other period as maybe agreed to in writing between the parties hereto, ACTIA may withhold or demand a transfer of an amount equal to the amount owed to ACTIA from future apportionment, or any other funds due SPONSOR from Measure B funds and/or may withhold approval of future Measure B sponsored projects. (4} ACTIA participation shall be limited to the sales tax funding amount indicated in the PLAN, as escalated based on the California Highway Construction Cost Index {CHCCI} from 97/98 to the fiscal year funds are expended on PROJECTS (ACTIA participation}. Where more than ACTIA funds are required to complete the PROJECTS, SPONSOR shall secure additional funding. In the event that SPONSOR cannot secure additional funding, and/or the scope of the PROJECTS cannot be reduced to meet the available funds and still conform to the PLAN requirements, or where the SPONSOR does not meet the delivery schedule and the PROJECT is removed from the PLAN, SPONSOR and ACTIA agree to share expenditures of eligible costs to date as shown in EXHIBIT D, Appendix C, "Policy Regarding ACTIA Funds Spent or Allocated to Projects that are Later Removed from the Plan". (5) That if a Scope PHASE is necessary, a Letter Agreement detailing the tasks necessary to deternvne the scope and funding requirements of the PROJECTS will be executed by ACTIA. and SPONSOR. Eligible Costs expended on the Scope PHASE of the PROJECTS shall be considered reimbursable costs and may be paid for in total by ACTIA funds. Reimbursement of such funds is generally limited to no more than 10% of the ACTIA participation. (6) The SPONSOR may invoice ACTIA monthly as eligible work proceeds. Invoices shall include only eligible costs as described in EXHIBIT D, Appendix A, "Policy on Eligible Costs". Environmental, engineering, right of way, rolling stock acquisition, utility relocation and construction work will be invoiced on a reimbursable basis for all PROJECTS. All funds advanced by SPONSOR shall be accounted for by invoices detailing services performed and payments made, which shall conform to the invoice format shown in EXHIBIT C, Appendix A, "Request for Reimbursement". Approval of invoices will be contingent on the submittal of Progress Reports herein detailed and shown in EXHIBIT C, Appendix B, "Project Progress Page 11 4 ~ a ~ A.CTIA 2002-45 Reports". In the event that said Project Progress Reports are not complete and current, approval of invoices shall be withheld until an acceptable remedy has been implemented. In the event that SPONSOR invoices ACTIA prior to the year a project receives ACTIA funding, invoice shall be held by ACTIA until the year funding is programmed. ACTIA agrees to escalate the payment of the invoice using the CHCCI from the date of invoice approval to the date of payment, or from the invoice date to the date of payment, whichever is less. (7) Unanticipated reimbursable costs on PROJECTS up to 15% of the ACTIA participation will be the first priority use of Excess Revenues. (8) There is no provision in the PLAN for PROTECT cost overruns beyond 15% and escalation. If PROJECT costs exceed the available Measure B funds, ACTIA and the SPONSOR will work together to identify additional outside fund sources or to revise the scope of the PROJECT to meet the available funds. Should the PROJECT become infeasible due to a funding shortfall, then these funds will be considered Unused Funds as defined in EXHIBIT D, Appendix B, "Policy Regarding the Definition and Use of Excess Revenues and Unused Funds". (4) If additional funding is obtained beyond the non-ACTIA funds identified in the PLAN to partially offset the ACTIA funds planned for the PROTECT, ACTIA funds will not be totally transferred out of the PROJECT until after it is ensured that the PROJECT can be delivered if there are cost increases. If ACTIA funds are available after the PROJECT completion, they will be declared Unused Funds and reprogrammed as described in EXHIBIT D, Appendix B, "Policy Regarding the Definition and Use of Excess Revenues and Unused Funds". (10) In the event that new outside fund sources, such as federal or state funds, are leveraged with Measure B funds beyond the amounts identified in the PLAN and this causes Measure B funds to be available at the completion of the PROJECT, the funds will be declared Unused Funds and reallocated in accordance with ACTIA Policy as shown in EXHIBIT "D", Appendix B, "Policy Regarding the Definition and Use of Excess Revenues and Unused Funds". (11} In the event that ACTIA funds are displaced by other funds obtained by SPONSOR, the savings shall be declared Unused Funds and be distributed in accordance with ACTIA policy as Page 22 ACTIA 2U02-45 shown in EXHIBIT D, Appendix B, "Policy Regarding the Definition and Use of Excess Revenues and Unused Funds". (12) Should any portion of the PROJECTS be financed with federal or state funds, all applicable laws, rules and policies relating to the use of such funds shall apply notwithstanding other provisions of this AGREEMENT. (13) The laws of the State of California will govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related tort. (14) If SPONSOR materially breaches this AGREEMENT, including but not limited to failing to meet schedule without compelling reason, failing to file required Progress Reports in the time specified by this AGREEMENT, or failing to comply with applicable regulations, ACTIA may either terminate this AGREEMENT or suspend paymen#s to SPONSOR until such time as SPONSOR makes reasonable efforts to comply with this AGREEMENT. (15) Neither ACTIA nor any officer, consultant, or employee thereof shall be responsible for any damage or liability occurring by reason of anything done or omitted to be done by SPONSOR in connection with the PROJECTS. It is also understood and agreed, pursuant to Government Code Section 895.4, SPONSOR shall fully defend, indemnify and hold harmless ACTIA, and all its officers and employees from any liability imposed on ACTIA for injury (as defined in Government Code Section 814.8) occurring by reason of anything done or omitted to be done by SPONSOR in connection with PROJECTS. (16) Neither SPONSOR nor any officer, consultant, or employee thereof shall be responsible for any damage or liability occumng by reason of anything done or omitted to be done by ACTIA under or in connection with any work, authority or jurisdiction delegated to ACTIA under this AGREEMENT. It is also understood and agreed, pursuant to Government Code Section 895.4, ACTIA shall fully defend, indemnify and hold harmless SPONSOR, and all its officers and employees from any liability imposed on SPONSOR for injury (as defined in Government Code Section 810.8} occurring by reason of anything done or omitted to be done by Page 13 . ~ ACTIA 2Q02-45 ACTIA under or in connection with any work, authority or jurisdiction delegated to ACTIA under this AGREEMENT. (17) Nothing in the provisions of this AGREEMENT is intended to create duties or obligations to or righ#s in third-parties not party to this AGREEMENT or affect the legal liability of either party to the AGREEMENT by imposing any standard of care with respect to the maintenance of State highways different from the standard of care imposed by law. This AGREEMENT gives no rights or benefits to anyone other than ACTIA and SPONSOR and has no third-party beneficiaries. (I8) All legal actions by either party against the other arising from this AGREEMENT, or far the failure to perform in accordance with the applicable standard of care, or for any other cause of action, will be subject to the statutes of limitations of the State of California. (19) Should it become necessary to enforce the terms of this AGREEMENT, the prevailing party shall be entitled to recover reasonable expenses and attorney's fees from the other party. (20) This AGREEMENT shall terminate upon completion and acceptance of PROJECTS by SPONSOR or ten years from the date of this AGREEMENT, whichever is earlier in time. This termination date may be modified through the SPECIFIC AGREEMENT. Should AGREEMENT terminate due to time, any eligible costs incurred or paid by ACTIA over and above its proportionate share shall be due from SPONSOR to ACTIA. Payment of these eligible costs is covered in Section I (34). (21) This AGREEMENT, including its RECITALS, EXHIBITS, and Appendices, constitutes the entire AGREEMENT, supersedes all prior written or oral understandings, and may be changed only by a written amendment executed by both parties. Page 14 ACTiA 2002-45 (22} ACTIA will make a good faith effort to provide all funds set forth in this AGREEMENT. ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY (CMA) ,~+~1 Recommend d for Approval: ALAMEDA COUNTY TRANSPORTATION iMPROVEM~'.NT AUTHORITY (ACTIA) By: Shefia Young, Chair Christine Monsen, Executive Director By: ~tk..r-~ C Finance Director Approved as to Legal Form: B Y~ CMA Counsel Approved as to Legal Form: ,~ By: Wendel, Rosen, Black & Dean, LLP ACTIA Counsel Attest: CMA Clerk Attest: S ?. a,.3 Tru ye ohnson, Clerk of ACTIA Page 15 Recommended: ~ _~~ jl By: ACTIA 2002-45 EXAIBIT A PROJECT DESCRIPTION Project Description: ACTIA PROJECT No. 1 - Altamant Commuter Express (ACE) Capital Im rovements - ACE runs between the City of Stockton and San Jose Diridon Caltrain Station, with four stops within Alameda County. They are located in Livermore, Pleasanton and Fremont. The project consists of track, signal system and station improvements, constructing maintenance facilities, and rolling stock acquisition. Costs associated with preliminary engineering, environmental studies, design, right-of--way acquisition, utility relocation, advertisement, award and administration of construction contracts, construction and design services during construction, and acquisition of rolling stock acquisition are eligible for reimbursement of ACTIA funds. ACTIA PROJECT No. 8 - I-680 Express Lane (Route 84 to Santa Clara County project would allow car pools to travel free of chazge and would allow the excess capacity in the Lane to be used by law occupancy vehicles that pay a toil for use of the Lane. The revenues generated from the sale of excess capacity shall be used for operating costs and/or additional transit services in the corridor. Presently, Caltrans and SPONSOR are developing cost estimates for widening I-680 to add auxiliary lanes, replace various structures, widen on-ramps at selected locations, install ramp metering at all on-ramp locations within project limits, and add High Occupancy Vehicle (HOV) lanes, and/or Express Lanes from Route 84 to Santa Clara County. In addition, SPONSOR is conducting a value pricing study that will determine whether Express Lanes are operationally feasible for both the northbound and southbound directions, and whether excess capacity will be available in the HOV lanes to operate Express Lanes. If the pricing study determines that Express Lanes are feasible, then State legislation is needed to allow the Express Lanes to be implemented. ACTIA funds are eligible for preliminary engineering, environmental studies, final design, right-of--way acquisition, utility relocation, advertisement, award and administration of construction contract, construction, and design services during construction. If the pricing study determines that implementing the Express Lanes are operationaIly infeasible for both directional, unused funds maybe used for construction of new northbound HOV lane. Page A-1 EXHIBIT B PROJECT SCHEDULE ACTIA 2002-45 ACTIA PROJECT No. 1 - ALTAMONT COMMUTER EXPRESS (ACE) CAPITAL IMPROVEMENTS ACTIA PROJECT No. 8 -1-660 IXPR£SS LANE (ROUTE 84 TO SANTA CLARA COUNTY) Task Start Finish 99!00 00!01 01102 02/03 03/04 04/05 0510& O6/O7 07108 Prefimina En ineerin 3100 4/02 Environmental Studies 9100 X03 Flna! Desk PSBE 4/02 7104 RI ht of W - Su ort 4/02 3/04 RI ht of W - Ca flak 6/03 3/04 UtIII Relocadon/Protection 8104 8105 Construction Contracts 8104 9/07 Construction En ineerln 8104 9107 E utpment Purchase NIA Note: List, advertise and award timeframes for construction are included in the Final Design schedule. Page B-i Note: List, advertise and award timeframes for construction are included in the Construction Contracts schedule. • EXIIIBIT C ACTIA 2002-45 ACTIA EXPENDITURE REPORTING REQUIREMENTS FOR CAPITAL PROJECTS With the extension of Measure B passed by the voters in November 2000, a higher level of reporting and accountability by ACTIA is mandated in the voter approved Expenditure Plan. ACTIA will track the expenditures of Measure B dollars to vendors, whether they are prime consultants or contractors or subcontractors and whether expenditures are far professional services, construction or construction managementJinspection. Measure B expenditures are provided through a funding agreement between ACTIA and a SPONSOR which in turn enters into agreements with vendors. ACTIA will maintain a database of vendors that receive Measure B funds whether through an agreement with ACTIA or with a SPONSOR ACTIA will require that the same information be provided for all contracts to be funded with Measure B dollars and this requirement is incorporated into the funding agreement between ACTIA. and the SPONSOR. Request for reimbursement requirements are shown in Appendix A and reporting requirements are shown in Appendix B of this EXHIBIT. Requests for reimbursement from SPONSORS or invoices from vendors will not be considered for payment without the required information. Deficient submittals will be returned to the SPONSOR for re-submittal. Attachments: Appendix A ACTIA Expenditure Reporting Requirements -Requests for Reimbursement from Project Sponsors Appendix B ACTIA Expenditure Reporting Requirements Project Progress Report Page C-1 APPENdIX A REQUEST FOR REIMBURSEMENT Contract Summary by Vendor Original Contract Amount: TOTAL CONTRACT AMOUNT: Sponsor: ACTIA Project No: Amount Billed Prior: PHASE: Amount of this Invoice: Report Mo/Yr.: Remaining Budget: Date Submitted: Vendor No * endor Level of Subcontract** Certification Contract Award Amount ($) Percent of Contract Amount Previous Invoices Current invoice Total invoiced-to- bate ACTIA Total Paid-to- Date % of tnv d- #o-Dat~ Amount Prime TOTAL Summary of Goal Partfcipation*** D BE L8E SLBE Vendor No.* Tier Goal 1 To Date 2 Goal 1 To Date 2 Goat 1 To Date 2 TOTALS *Furnished by ACTIA `*Breakdown to Tler 9 subcontractors unless a tower tier is used in goat achievement *`* When applicable Note 1 =Goals based on Current Contract Amount Note 2 -Based upon payment 20 date rcecora or ra meni to ~uas Vendor Date Last Amount No.* Paid Paid to hereby certify that the information Included in this Request for Reimbursement is true and accurate. Signature Date ACTIA USE ONLY -Supporting documents review and approved far payment Signature Date Page C-2 • ~ ACTIA ZU02-4S Sponsor: APPENDIX S PROJECT NAME Project Progress Report (Date) STATUS ACTIONS ANTICIPATED ACTIONS SCHEDULE CHANGES The project remains on its published schedule. The revised project schedule is attached for review and confirmation. SCOPE CHANGES The project scope is unchanged. The scope of the project has been modified and is attached for review and confirmation {include CCO's over $20,000 on construction and professional service contracts). POTENTIAL CLAIMS There are no Notices of Potential Claim on file. We anticipate a claim regarding the following: There are presently ~ Notice(s) of Potential Claim on file. Those not previously forwarded are attached for review and comment. GENERAL At this time we anticipate no problems on the pmject. We anticipate problems in the following area and would appreciate any assistance you could offer. We anticipate problems in the following area but do not feel we need your assistance at this time: Page C-3 EXHIBIT D ACTIA POLICIES Appendix A Policy on Eligible Costs Appendix B Policy Regarding the Definition and Use of Excess Revenues and Unused Funds Appendix C Policy Regarding ACTIA Funds Spent or Allocated to Projects that are Later Removed from the Plan Appendix D Policy Regarding the Timing Limitation for Environmental Approval Appendix E Policy Regarding Program Financing Costs Alameda County Transportation Improvement Auikority Page E-1 Local Business Enterprise and Small Local Business Enterprise Program APPENDIX A POLICY ON ELIGIBLE COSTS Environmental Studies ACTIA funds are eligible to reimburse expenses incurred by SPONSOR staff and consultant staff for environmental study costs, including determination of the appropriate environmental document, preparation of all preliminary engineering for each alternative, including geometric layouts, determination ofright-of--way needs, environmental technical studies (such as air, noise, energy, cultural resources and hazardous waste), and all other studies or activities necessary to prepare and to finalize the appropriate environmental document for approval. Allocations for environmental studies are noted in SPECIFIC AGREEMENT. (Note: This is generally the amount estimated in the original PLAN cost estimates or if no estimate was included then 9% of the construction cost to cover Environmental Analysis, Environmental Document Preparation and the associated Preliminary Engineering.) Design Costs ACTIA funds are eligible for expenses incurred by SPONSOR staff and consultant staff for design activities related to the PROJECTS scope identified in the PLAN. These activities include preparation of alternative design studies; materials and foundation reports; drainage, hydrology and hydraulic reports; management oversight; surveying and mapping; preparation of the plans, specifications and estimate; preparation of bid documents and files for PROJECTS; preparation of permit applications and maintenance agreements; coordination of agency reviews and any other activities necessary to prepare final PS&E for bid advertisement and award. If the SPONSOR wishes to include items of work not covered under the description of PROJECTS, the cost for including the additional work shall be segregated and the cost borne by the SPONSOR from non-ACTIA fund source. Items of work that would fall into this area would be the correction or betterment ofpre-existing non-transportation related items such as drainage, landscaping (beyond Caltrans standards) or pedestrian faciliries, unless these were approved as part of the original PROJECTS. Annual expenses incurred for maintenance shall likewise be borne by the SPONSOR from non-ACTIA fund sources. Allocations for design are noted in SPECIFIC AGREEMENT. (Note: This is generally the amount estimated in the original PLAN cost estima#es or if no estimate was included then 10% of the construction cost). Right-of--Way Acquisition ACTIA funds are eligible for expenses incurred by SPONSOR staff and consultant staff for all activities related to right-of--way, advanced right-of--way, and hardship acquisitions, including determination ofright-of--way needs; title searches; parcel appraisals; hazardous materials disposition; preparation ofright-of--way acquisition documents; negotiation with property owners; activities involved with acquiring rights-of--way including condemnation proceedings, right-of--way capital costs, and cost-to-cure impacts related to the acquisition. Alameda County Transportation Improvement Authority Page E-2 Local Business Enterprise and Small Local Business Enterprise Program ~ i Services provided forright-of--way activities involved with property not necessary for the Measure B PROJECTS as defined in the scope of work shall be at the expense of the SPONSOR where these costs can be determined. If any excess right-of--way is sold, or otherwise disposed of, the value of such property shall be returned to ACTIA. based on the prorated percentage of funds ACTIA contributed to the purchase of the property, Allocations for right-of--way shall be limited in SPECIFIC AGREEMENT. Construction Contract Item Work ACTIA funds are available to cover all construction expenditures for the PROJECTS (construction capital, management and inspection, surveys, public outreach, and others as appropriate} that are part of the scope of work agreed to by ACTIA. ACTIA funds are eligible for reimbursement of SPONSOR's management oversight expenses associated with the construction of the PROJECTS. This would include activities such as construction management, inspection, expenses associated with reviewing proposed change orders, and activities involved with submitting final costs to the appropriate agencies to secure other leveraged fiznds. SPONSOR may include additional work beyond the scope of work for the Measure B PROJECTS at their expense. These casts will be segregated from the other item work expenses and paid for with non-ACTIA funds. Items of work could include correction ox betterment of pre-existing non-transportation facilities such as drainage, landscaping or pedestrian facilities, unless these items were approved as part of the original PROJECTS. Items of work within the scope, but covering more expensive treatment for the facility such as specialized lighting standazds and signs, more elaborate landscaping or specialized treatment on the face of soundwalls and retaining walls, and specialized sidewalk/hazdscape treatments will also be segregated from other work on PROJECTS and paid with non-ACTIA fiords. Proposed contract change orders that may arise once the contract has been awarded will be reviewed on a case-by-case basis by ACTIA for approval to be reimbursed with ACTIA funds. ACTIA will require written approval of such change orders over $25,000 {unless the ACTIA Board approves otherwise through the SPECIFIC AGREEMENT). Allocations for construcrion are noted in SPECIFIC AGREEMENT. The amount for which SPONSOR staff can be reimbursed will be limited. Costs far SPONSOR staff dedicated to the management of PROJECTS or development work of the Measure B PROJECTS will be eligible for reimbursement. Costs for SPONSOR management and oversight staff, such as City Managers, City Engineers, Public Works Directors, City Attorneys, and senior management staff, will be considered as part of the SPONSOR's overhead cost and will not be eligible. Eligible costs for SPONSOR project managers, in an oversight role, will be limited to 0.5% of the estimated cost of PROJECTS. Costs for consultant or SPONSOR staff designers (as well asright-of--way agents and construction administration staff) are eligible. Hourly wages and fringe benefits for SPONSOR staff should not exceed a maximum mark-up rate of 50% of the hourly wage (1.5 times hourly salary). If the rate and/or dollar limitations herein do not allow Alameda County Transportation Improvement Authority Page E-3 Local Business Enterprise and Small Loca! Business Enterprise .Program the SPONSOR to recoup direct costs dedicated to PROJECTS, the SPONSOR may submit documentation to ACTIA to substantiate requested changes and ACTIA may agree to other rates and/or dollar limitations to be set forth in the SPECIFIC AGREEMENT. ACTIA PROJECT Support Costs requested by SPONSOR If requested by SPONSOR, ACTIA will provide support staff and/or consultant support to coordinate PROJECTS. Costs for these services will be considered as ACTIA eligible costs and reimbursed to ACTIA from funds for PROJECTS. These services shall be included in the SPECIFIC AGREEMENT. Miscellaneous Costs The costs of fees from other agencies, including permit fees, or reimbursement for review or oversight costs needed for the PROJECT are eligible costs. However, the cost of permits or fees from the SPONSOR will not be eligible. Utility relocation costs are eligible for reimbursement according to previous agreements establishing rights for those utilities. The costs for specialized equipment for testing, analysis or production of documents for project-related work are also eligible. Alameda County Transportation Improvement Authority Page E-4 Local Business Enterprise and ,Small Local Business Enterprise Program • APPENDIX B POLICY REGARDING THE DEFINITION AND USE OF EXCESS REVENUES AND UNUSED FUNDS Excess Revenues Excess Revenues are those funds that exceed the funding shown in Alameda County's 20-year Transportation Expenditure Plan (PLAN}. Excess revenues can come from higher than expected receipts or lower than expected project costs. Excess revenues are programmed annually in the ACTIA Strategic Plan based on geographic equity and the following priorities: l . Meet the unanticipated needs of Tier 1 prof ects over the PLAN amount. 2. Address gaps in Special Transportation Service For Seniors And People With Disabilities. 3. Fund Tier 2 projects. Unused Funds Unused Funds are those funds that became available should a planned project become infeasible, unfundable or funded by others due to circumstances unforeseen at the time of the PLAN preparation. Unused Funds will be programmed to another project in the same planning area with the approval of a majority of the cities (and Caunty for unincorporated areas} representing a majority of the population in the planning area. Any project eligible for funding must be in the PLAN. The PLAN maybe amended by atwo- thirds vote of the ACTIA Board. All jurisdictions within the County will be given a minimum of 45 days to comment on the proposed PLAN amendment. Alrtmeda County Transportation Improvement Authority Page E-S Loco! Business Enterprise and Small Local Business Enterprise Program s `. • ~ • APPENDIX C POLICY REGARDING ACTIA FUNDS SPENT OR ALLOCATED TO PROJECTS THAT ARE LATER REMOVED FROM THE PLAN. INTENT It is the intent of ACTIA to fund projects shown in Alameda County's 20-year Transportation Expenditure Plan {PLAN) in accordance with the limitations set forth in the PLAN. In the event that PLAN projects cannot be delivered for any reason, the equitable close out of the project is contained in this Policy. POLICY Where more than ACTIA funds are required to complete a project, SPONSOR shall secure additional funding. In the event that SPONSOR cannot secure additional funding, and/or the scope of a project cannot be reduced to meet the available funds and still conform to the PLAN requirements, or where SPONSOR does not meet the delivery schedule and a project is removed from the PLAN, SPONSOR and ACTIA agree to share expenditures on eligible casts to date on the following basis: 1. Costs expended to Scope a project shall be considered reimbursable costs and shall be paid for in total by ACTIA. a. The amount of these costs shall be limited by agreement prior to the expenditure of such funds, and are generally lirrrited to no more than 10% of the ACTIA participation. b. Tasks under this PHASE shall be limited by agreement to those tasks necessary to determine the scope and funding requirements of a project. 2. Costs expended for any PHASE beyond the Scope PHASE shall be shared on a proportionate share basis. Each proportionate share shall be based on the proposed PLAN capital expenditures. The ACTIA. proportionate share of eligible costs shall be calculated based on the percentage anticipated in the PLAN or that developed in the Scope PHASE as discussed above. The formula shall be as follows: ACTIA, Funds in PLAN Sales Tax Funding (97/98 dollars) ACTIA Proportionate Share = X Eligible Costs Total Project Cost in PLAN (97/98 dollars} The remainder of the eligible costs shall be the SPONSOR'S Proportionate Share. In the case where "Other Funding Sources" amounts are shown in the PLAN as "tbd" (to be determined) then the formula shall be altered in the SPECIFIC AGREEMENT with the SPONSOR to reflect proportionate risk and the proposed size of the particulaz project. Alameda County Transportation Improvement Authority Page E-6 Loca! Business Enterprise and Smal! Local Business Enterprise Program In the event that funds have been expended prior to the removal of a project from the PLAN, the proportionate shares shall be calculated as indicated above. If the ACTIA proportionate share is less than the amount of ACTIA funds paid to SPONSOR, SPONSOR shall reimburse ACTIA the amaunt paid to SPONSOR in excess of the ACTIA proportionate share. If the ACTIA. proportionate share is more than the amount of ACTIA. funds paid to SPONSOR, ACTIA shall reimburse SPONSOR subject to the following limitations: In no case, shall the ACTIA proportionate share exceed the amount specified in the PLAN as escalated by the terms of the Master Project Funding Agreement. ~ In no case, shall ACTIA reimburse SPONSOR for more than SPONSOR'S actual aut of pocket eligible costs. Alameda County Transportation Improvement Authority Page E-7 Local Business Enterprise and Small Local Business Enterprise Program APPENDIX D POLICY REGARDING THE TINIING LIMITATION FOR ENVIRONMENTAL APPROVAL INTENT The ACTIA adopted "Alameda County's 20-year Transportation Expenditure Plan" {PLAN) contains provisions for geographic equity. Projects which cannot clear the Environmental Approval process or cannot do so in a timely manner are subject to deletion under the PLAN by declaring the unencumbered funds as "unused funds". Unused funds are returned to the geographic area thereby maintaining the geographic equity included in the PLAN. The PLAN establishes a deadline for environmental approval for each PROJECT that receives Measure B funding. Approval is defined as the issuance of a Categorical Exclusion (CE}, a Finding of No Significant Impact (FONS>7 or the filing of the Record of Decision (ROD) for NEPA documents and the Notice of Determination (NOD) or Notice of Exemption for CEQA documents. That deadline is April 1, 2007, however the PLAN includes provisions for one-year extensions to the deadline, if approved by the ACTIA Board. The intent is to assure continued "due diligence" by the SPONSOR to secure environmental clearance. POLICY This policy is to clarify the requirements for one-year extensions. 1. In the event that the Administrative Draft Environmental Document has not been submitted for public review by Apri12007, no time extension will be recommended, and staff will recommend that the project be deleted from the PLAN. 2. A time extension of one year may be recommended for projects where the SPONSOR has started the environmental process, and has worked diligently on critical items in an ACTIA-approved project schedule showing initial completion before Apri12007. 3. Projects meeting the criteria of requirement No, 2 needing additional extensions shall be required to make application to the ACTIA Board to justify any additional extensions. 4. Projects with an original ACTIA-approved schedule starting the Environmental Document prior to Apri12003 and showing environmental approval after Apri12007 shall automatically be recommended for extensions to the year of scheduled approval. ACTIA will not approve any schedule under this condition unless the environmental document is started prior to Apri12003. Alameda County Transportation Ir-iprovementAuthority Page E-8 Local Business Enterprise and Small Local Business Enterprise Program i EXHIBIT E Alameda County Transportation Improvement Authority Local Business Enterprise and Small Local Business Enterprise Program Alameda County Transportation Improvement Authority PageE-9 Local Business Enterprise and Small Local Business Enterprise Program ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY LOCAL BUSINESS ENTERPRISE AND SMALL LOCAL BUSINESS ENTERPRISE PROGRAM I. STATEMENT OF LBE AND SLBE POLICY It is the policy of the Alameda County Transportation Improvement Authority to encourage businesses to locate and remain in Alameda County, to employ residents of Alameda County and to spend Authority funds for goods and services within the County. The tax collected by the Authority was imposed by Alameda County voters on themselves for retail sales made within the County. The revenues are exclusively directed toward improving the transit and transportation systems within the County. As a result, the Authority has established this Local Business Enterprise and Small Local Business Enterprise Program ("LBE/SLBE Program") which shall be applied to Contracts funded solely with local dollars. The LBE/SLBE Program shall not be applied to Contracts funded with federal or State funds. Pursuant to State and federal law, the Authority's separate Disadvantaged Business Enterprise (DBE) Program shall be applied to any Construction Contract or Professional Services Contract administered by the Authority, if such Contract is fiznded in full or in part with federal dollars. The participation of local and small local businesses in the Authority's Contracts is consistent with the voter mandate, and generates other economic benefits for the residents of Alameda County and adds to the sales tax revenues for the Authority. To qualify for inclusion in the Authority's LBE/SLBE Program, an applicant must be a Local Business Enterprise or Small Local Business Enterprise (as such terms are defined below) located within Alameda County. This LBE/SLBE Program is neutral as to race, ethnicity, national origin, age, sex, religion and sexual orientation. II. DEFINITIONS The terms used throughout this LBE/SLBE Program are defined in the list below or in 49 CFR 26.5. The terms are arranged ixi alphabetical order. A. Authority: the Alameda County Transportation Improvement Authority. B. Bid: a quotation, proposal, solicitation, or offer by a bidder of contractor to perform or provide labor, materials or equipment to the Authority or a Sponsoring Agency for a price. C. Caltrans: the State of California Department of Transportarion. D. Commercially Useful Function: shall mean that a business is directly responsible for providing the materials, equipment, supplies or services to the Authority as required by the bid solicitation. To perform a Commercially Useful Function, the LBE or SLBE must also be responsible, with respect to materials and supplies used on the contract, for negotiating price, Alameda County Transportation Improvement Authority Page E-10 Loco! Business Enterprise and Small Local Business Enterprise Program t" determining quality and quantity, ordering and installing the materials. To determine whether an LBE or SLBE is performing a Commercially Useful Function, the Authority will evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing and the LBE or SLBE credit claimed for its performance of the work, and other relevant factors. An LBE or SLBE does not perform a Commercially Useful Function if its role is limited to that of an extra participant in a transaction, contract, ar project through which funds are passed in order to obtain the appearance of LBE or SLBE participation. In determining whether an LBE or SLBE is such an extra participant, the Authority will examine similar transactions, particularly those in which LBE or SLBEs do not participate. If an LBE or SLBE does not perform or exercise responsibility for at least 30 percent of the total cost of its contract with its own work force, or the LBE or SLBE subcontracts a greater portion of the work of a contract than would be expected on the basis of normal industry practice, it will be assumed that it is not performing a Commercially Useful Function. When an LBE or SLBE is presumed not to be performing a Commercially Useful Function as provided above, the LBE or SLBE may present evidence to rebut this presumption. The Authority will determine whether the firm is performing a Commercially Useful Function given the type of work involved and normal industry practices. E. Construction Contract: any Contract between the Authority or a Sponsoring Agency and a person or firm to provide labor, materials, or equipment for Construction Work. F. Contract: a legally binding relationship obligating a seller to furnish supplies or services (including, but not limited to, Construction and professional services} and the buyer to pay for them. G. Construction Work: all work to be performed by a person or furn to build or construct structures, roadways, or roadway appurtenances for the Authority or the Sponsoring Agency. H. Goals: see LBE Goals andlor SLBE Goals. I. Good Faith Effort: the steps, set forth in Section XI of this LBE/SLBE Program, undertaken to comply with the goals and requirements imposed by the Authority for participation of LBEs and SLBEs as Subcontractors. J. Joint Venture: an association of two or mare businesses to carry out a single business enterprise for profit for which purpose they combine their property, capital, efforts, skills, and knowledge. Such a Joint Venture maybe in the form of a partnership or other multi- entity relationship. K. LBE Goals: the targeted level of Participation for LBEs established by the Authority for Contracts awazded by the Authority and Sponsoring Agencies funded solely by local dollars. L. LBE/SLBE Program: the Authority's Local Business Enterprise and Small Local Business Enterprise Program. Alameda County Transportation Xmprovement Authority Page E-11 Local Business Enterprise and Small Local Business Enterprise Program r ~ M. Local Business Enterprise or LBE: an economically independent and continuing business performing a Commercially Useful Function (as defined above in paragraph (as defined above in paragraph D) for profit, which is located within Alameda County and which can establish each of the following criteria: 1. The business must be located at a fined commercial or residential address which constitutes a business location and where administrative, clerical, professional or productive work is being performed, relative to its contracts, and not a temporary or movable office, a post office box or a telephone answering service; 2. If the business has an office outside of Alameda County as well as an office within Alameda County, the office within Alameda County must be staffed on a full time, permanent basis with someone in the employ of the business; 3. The location of the business must have been within Alameda County for at least one (1}year prior to the award date; 4. The business must have a valid business license or tax certificate from its respective city or Alameda County dated at least one (1) year prior to the award date; 5. The business must have proof of one or more past contracts citing the business address; 6. The business shall be considered bona fide if the business' ownership interests are real and continuing and not created merely for the purpose of meeting the objectives of the Authority's LBE/SLBE Program; and 7. The business may not act as a passive conduit without contributing an added value or actual portion of the work awarded. N. Measure B: the local initiative approved by the voters of Alameda County in 2000 to Levy aone-half (1/2) cent sales and use tax on purchases within the County to finance certain capital transportation and transit projects as set forth in the Expenditure Plan attached and incorporated by reference into Measure B. This measure authorized the creation of the Authority to administer the implementation of Measure B. A copy of Measure B, including the Expenditure Plan, is available at the Authority's office. O. Participation: where a .Prime Contractor utilizes one or more LBEs or SLBEs to meet the Authority's LBE and SLBE subcontracting requirements, the Prime Contractor may only count towards its subcontracting goals those expenditures to LBEs and SLBEs firms that perform a Commercially Useful Function. P. Prime Contractor: any person(s), firm, partnership, corporation, or Joint Venture who submits a Bid to perform and/or enters into a Contract with a Sponsoring Agency or the Authority to perform Construction Work or professional services. Prime Contractors shall perform at least thirty percent (30%) of the Construction Work or professional services under the Contract. Alameda County Transportation Improvement Authority Page E-12 Local Business Enterprise and Small Local Business Enterprise Program Q. Professional Services Contract: any Contract between the Authority and a person or fuxn to provide labor, materials, or equipment for professional services. R. SLBE Goal: the targeted level of Participation for SLBEs established by the Authority for Contracts awarded by the Authority and Sponsoring Agencies funded solely by local dollars. There maybe some Contracts where it is not possible to include SLBEs because of the nature of the Contract_ The Authority staff shall determine for each Contract whether it is practical to apply the SLBE Goal. S. Small Business: a business with less than a stated amount of average gross annual revenue over the past three (3} years. For any business to qualify as a Small Business, it must have an average annual gross revenue within the State small businesses standards, as they may be adopted from time to time. (California Code of Regulations, Title 2, Division 2, Chapter 3, Subchapter 8.) A copy of such standards currently in effect is attached hereto as Appendix A. T. Small Local Business Enterprise ar SLBE: an economically independent and continuing Small Business (as defined above in paragraph S) performing a Commercially Useful Function {as defined above in paragraph D} for profit, and which also qualifies as a Local Business Enterprise (LBE) as shown by the criteria above in paragraph M. U. Sponsoring Agency: any public entity receiving funds from Measure B designated for capital highway and transit projects in the Authority's 2000 Alameda County 20- year Transportation Expenditure Plan. The Expenditure Plan is available for review at the Authority's office. This LBE/SLBE Program shall only be applied to Contracts awarded by the Sponsoring Agency which are completely or partially ,funded by the Authority. V. Subcontractor: any individual, partnership, corporation, or other legal entity entering into a contract with a Prime Contractor to perform a portion of the Construction Work or professional services under a Contract with the Authority or a Sponsoring Agency, including but not limited to truckers, manufacturers, suppliers and owner-operators of equipment. III. DEPUTY DIRECTOR The Authority's Deputy Director is primarily responsible for implementing all aspects of the LBE/SLBE Program. The Deputy Director has direct, independent access to the Executive Director of the Authority concerning LBE/SLBE Program matters. The Deputy Director maybe assisted by outside consulting firms in acting as Deputy Director. A list of the Deputy Director's responsibilities with respect to this Program can be found in Appendix B. The contact information for the Deputy Director is as follows: Alameda County Transportation Improvement Authority Deputy Director 1401 Lakeside Drive, Suite 600 Qakland, CA 94b 12-4395 510-893-3347 x 104 ADao@acta2002.com Alameda County Transportation Improvement Authority Page E-13 Local Business Enterprise and Small Local Business Enterprise Program IV. POWERS AND DUTIES OF THE AUTHORITY In addition to the powers and duties enumerated elsewhere in this Program, the Authority will do the following: A. The Authority may mediate disputes relating to payment between Prime Contractors and .Subcontractors. When such a dispute arises, any party to the dispute may contact the Authority and request assistance. The Authority will investigate each party's contentions and work with both to resolve the dispute. B. When the Authority determines that it has reason to believe that an organization has committed fraudulent acts in representing that it is an LBE or SLBE the Authority may debar the organization from participating in Measure B funded Contracts, enforce any of the penalties set out in Section XVII below, and/or report such fraudulent organizations to the appropriate government authorities. V. RESPONSIBILITIES OF SPONSORING AGENCIES Sponsoring Agencies are public entities receiving funds from the Authority for use on Alameda County projects designated in Measure B. A Sponsoring Agency may administer some or all of the design and construction of a Measure B prof ect under the oversight and fiscal control of the Authority. It shall be the responsibility of the Sponsoring Agency to ensure that Bids received by the Agency adhere to the procedures and provisions set forth in this LBE/SLBE Program. 4n a case-by-case basis, the Authority may decide that a given Contract awarded by a Sponsoring Agency shall be subject to the Sponsoring Agency's own local preference program rather than this LBE/SLBE Program. VI. ESTABLISHMENT OF GOALS A. LBE Gaols. It is the Authority's policy to encourage businesses to locate and remain. in Alameda County, to employ residents of Alameda County and to spend Measure B revenues within the County since Measure B funds are generated from Alameda County sales tax receipts. To implement this policy, the Authority is establishing Program Goals for Participation by LBEs. The LBE Goals are to award sixty percent (6d%) of all Construction Contract dollars, and seventy percent (70%) of all Professional Services Contract dollazs, on an annual basis, to firms who qualify as LBEs. The LBE Goal for Construction Contracts shall be met by the Prime Contractor on each Construction Contract awarded by the Authority or Sponsoring Agency where such Contract is solely funded with local funds. The LBE Goal for Professional Services Contracts shall be met by the Prime Contractor on each Professional Services Contract in excess of Fifty Thousand Dollars {$50,000) awazded by the Authority or Sponsoring Agency, where such Contract is solely funded with local funds. No Contract will be awarded to a Prime Contractor who has failed to meet the applicable LBE Goal in its Bid or other required submittal unless the Prime Contractor first proves it made a Good Faith Effort to meet the LBE Goal but was not able to do so. Alameda County Transportation Improvement Authority Page E-14 Loco! Business Enterprise and Smatt Locat Business Enterprise Program B. SLBE Goals. The Authority recognizes the difficulties facing small businesses when competing in the marketplace. Moreover, it is the policy of the Authority to encourage businesses to locate and remain in Alameda County, to employ residents of Alameda County and to spend Authority funds for goods and services within the County. Therefore, the Authority will implement a Small Local Business Enterprise (SLBE} program to assist in the utilization of small local businesses. The SLBE Goals are to award twenty percent (20%) of all Construction Contract dollars, and thirty percent (30%) of all Professional Services Contracts, on an annual basis to firms who qualify as SLBEs. Subcontracts which are counted as part of meeting the applicable SLBE Goal also count toward meeting the applicable LBE Goal. There maybe some Contracts where it is not possible to include SLBEs because of the nature of the Contract. The Authority staff shall determine for each Contract whether it is practical to apply the SLBE Goal. VII. COUNTING LBE .AND SLBE PARTICIPATION Only the value of the work actually performed by LBEs and SLBEs will be counted towards the applicable Goal. The Authority will count expenditures to LBEs and SLBEs when the firm is performing a Commercially Useful Function on that Contract. The entire amount of that portion of a Contract that is performed by the LBE's or SLBE's own work force will be counted. This includes the cost of equipment, supplies and materials obtained by the LBE and SLBE far work on the Contract. LBE and SLBE Prime Contractors should perform at least 30% of the total cost of its Contract with its own work force. If a 3oint Venture, the Authority will count a portion of the total dollar value of the LBE and SLBE Contract equal to the distinct, clearly defined portion of the work of the Contract that the LBE and SLBE performs toward the LBE or SLBE Goal. When a LBE and SLBE subcontracts part of the work on its Contract to another firm, the value of the subcontracted work may be counted toward the LBE or SLBE goal if the Subcontractor is itself a LBE or SLBE. Subcontracts to non-LBE and SLBE firms do not count toward the LBE and SLBE Goals. The Authority will not count the dollar value of work performed under a Contract with a firm after it has ceased to be certified toward the overall Goai. Tn addition, the Authority will not count the participation of a LBE or SLBE Subcontractor toward the applicable LBE or SLBE Goal until the LBE or SLBE has been paid. VIII. MEANS TO INCREASE LBE AND SLBE PARTICIPATION The Authority will use the following means to increase LBE and SLBE participation: • Scheduling times for the presentation of bids, quantities, specifications, and delivery schedules in ways that facilitate LBE and SLBE and other small business participation. • To the extent practicable, unbundling large contracts to make them more accessible to small businesses. Encouraging Prime Contractors to subcontract portions of work that they might otherwise perform with their own forces. Providing assistance in overcoming limitations such as inability to obtain bonding or financing by such means as simplifying the bonding process, reducing bonding Alameda County Transportation Lnprovement Authority Page E-1 S Local Business Enterprise and Small Loca! Business Enterprise Program requirements, and providing services to help LBEs and SLBEs, and other small businesses, obtain bonding and financing. Establishing formal processes for informing and notifying Prime Contractors and Subcontractors ofProgram requirements and of all contracting opportunities. • Notifying alI Subcontractors of change orders to ensure that the LBE and SLBE Goals are met in amendments and change orders. Providing the following technical assistance: • Access to a public plans room to review plans and specification prior to hid opening. • Hands on assistance in identifying items of work for subcontracting opportunities. • Assist in helping the Subcontractor put together a bid package. • Conduct construction site walk-through to help the Subcontractor determine his/her capacity before submitting a bid. Provide a list to Subcontractors of all plan holders. • Assist in preparing bond and loan documents. • Maintain a listing of bonding and financial institutions that have demonstrated a willingness to work with LBEs and SLBEs, and provide a copy of this list to any individual, firm or organization upon request. • Maintain a list of insurance companies who have represented that they will provide competitive pricing to small business enterprises for workers' compensation, liability and other business insurance, and provide copies of this list to any person, firm or organization upon request. • Mobilize support, provide the Subcontractor with logistic information regarding storing their equipment and supplies on the job site. • Help the Subcontractor on the procedures and provide assistance in completing the paperwork for submitting change orders. Hold periodic workshops providing information on topics such as bonding and underwriting standards and procedures for Subcontractors; business planning; record keeping; capital formation; financial counseling; equipment utilization; technical assistance an operating highway construction, material supply, engineering or other transportation related businesses; plan interpretation; estimating; bidding; cost accounting methods; understanding and preparing project/contract documentation (i.e. required forms, work schedules, and productions schedules}; safety regulations; and networking and marketing. • Monitoring the Subcontractor process by requiring proof of Subcontractor consent, allowing sufficient time far contacting Subcontractors and "demonstrations" of Good Faith Efforts by Prime Contractors. • Providing information and communications programs on contracting procedures and specific contract opportunities (e.g., ensuring the inclusion of LBEs and SLBEs and other small businesses on recipient mailing lists for bidders; ensuring the dissemination to bidders on prime contracts of lists of potential Subcontractors; provision of information in languages other than English, where appropriate). Alameda County Transportation ImprovementAuthority Page E-16 Local Business Enterprise and Small Local Business Enterprise Program • Providing services to help LBEs and SLBEs and other small businesses improve long- term development, increase opportunities to participate in a variety of kinds of work, handle increasingly significant projects, and achieve eventual self-sufficiency. IX. CERTIFICATION OF LBE AND SLBE FIRMS A. Certification. LBEs and SLBEs must be certified prior to Bid opening, except as otherwise approved by the Authority on a case by case basis, to determine whether the Prime Contractor has met the applicable LBE and SLBE Goals. A business seeking to be certified as an LBE or an SLBE must submit an application to the Authority. Each business seeking certification under this Program shall complete an application. The application shall be signed by the authorized representative of the business entity. If deemed appropriate, the Authority may conduct a site visit before certifying the firm. B. Recertification. Authority certification of an LBE or SLBE is valid for one (1) year from the month of certification and must be renewed annually. A certified LBE or SLBE shall initiate a streamlined annual recertification by submitting a written request to the Authority and stating, under penalty of perjury, that there has been no change in the ownership of the firm. A certified LBE or SLBE need not submit a new application for certification unless the fine does not make such a request for the streamlined annual recertification or if the annual recertification is denied. C. Investigations and Challenges of LBE or SLBE Status. The Authority may initiate an investigation of any firm's certification, if it has reason to believe there is some question regazding the firm's eligibility as an LBE or an SLBE. While investigating a firm's certification, the Authority will follow the guidelines and procedures used by Caltrans for investigations and challenges of Disadvantaged Business Enterprises {DBEs). The Authority will investigate any protest or complaint made by a person, another firm, or an organization regarding the certification of an LBE or SLBE. Any protest shall be in writing to the Authority, must clearly delineate the character of the protest, and must state the reasons, including any evidence, on which the protester questions the validity of a LBE or SL$E certification. D. Decertification. Firms intentionally falsifying their status as an LBE or SLBE maybe debarred from bidding on future. Authority work for a period of up to three years. A list of firms decerfified within the last three years by the Authority or Sponsoring Agencies is available upon request and will be sent to persons or businesses when the lists of certified LBE or SLBE firms aze mailed. The Sponsoring Agency shall inform the Authority within five (5}working days of making a determination that it has reason to believe an organization has committed fraud in representing that it is an LBE ar SLBE. The Sponsoring Agency shall report such organizations to the appropriate government authorities. X. JOINT VENTURES Whenever a Joint Venture involves LBEs or SLBEs, the Prime Consultant shall provide the Authority with a full account of the nature of the LBE or SLBE, the basis for creation of the Alameda County Transportation Improvement Authority Page E-17 Local Business Enterprise and SrnaU Local Business Enterprise Program Joint Venture, and the responsibilities of the interested parties. Such Joint Venture shall ensure that the participating LBEs or SLBEs have a commensurate share of the profit or loss to be realized from the Joint Venture. The agreement establishing the Joint Venture shall be in writing. The Authority shall have the right to review same and determine if such arrangement is proper within the requirements and intent of this LBE/SLBE Program. The dollar amount of the Joint Venture, which is to apply towards the goals for LBE and SLBE participation, is calculated by the following formula: Joint Percent LBE or SLBE Percent of Joint Venture Venture X Joint Venture - Contract Applicable Contract Financial Participation to LBE or SLBE Goal XT. GOOD FAITH EFFORT TO ATTAIN GOALS It is the Authority's intent and policy to fixlfill its goals for LBE and SLBE Participation. If a bidder has failed to meet the LBE or SLBE Goals, the Authority must determine whether the bidder actively and aggressively sought to meet the LBE and SLBE Goals. Efforts that are merely pro forma shall not be deemed a Good Faith Effort by the Prime Contractor. Even if they are sincerely motivated, efforts that could not reasonably be expected to produce a level of LBE and SLBE Participation sufficient to meet the LBE and SLBE Goals are not Good Faith Efforts as required by this Program. i. Good Faith Effort Criteria. A Prime Contractor shall provide evidence that it took the following actions in order to establish that it made a reasonable Good Faith Effort to meet the Authority's LBE and SLBE Goals: a. Attending pre-bid meetings scheduled by the Authority to inform all bidders of the LBE/SLBE Program requirements for the project for which the Contract will be awarded. b. Identifying specific items of work to be performed by LBEs and SLBEs in order to increase the likelihood of meeting the LBE and SLBE Goals, including breaking down contracts into constructible units. Tbis includes, where appropriate, breaking out contract work items into economically feasible units to facilitate LBE and SLBE participation. c. Providing written notice of interest in soliciting bids on the Contract to LBEs and SLBEs. Written notice shall specify which items of work the Prime Contractor has identified pursuant to paragraph 2. This notice shall be provided to LBEs and SLBEs not less than 10 calendar days prior to the opening of Bids, or pursuant to the notice period set forth in the specifications for a given Contract. These solicitations shall include a description of the specific items of work to be performed by the LBEs and SLBEs and all related conditions of the work. Alameda County Transportation Improvement Authority Page E-18 Local Business Enterprise and Smal! Local Business Enterprise Program 4. Following up the written initial solicitations of interest by contacting the owner or other manager of the LBEs and SLBEs to determine with certainty whether the enterprises were interested in performing specific items of the project. 5. Making the project plans, specifications, and requirements for the selected subcontracting or material supply work available for review by interested LBEs and SLBEs. 6. Where needed, advising and making efforts to assist interested LBEs and SLBEs in obtaining lines of credit, or required insurance. 7. Negotiating in good faith with LBEs and SLBEs and, as determined by the Authority, not unjustifiably rejecting as unsatisfactory bids prepared by any LBE or SLBE. 8. Not rejecting LBEs and SLBEs as being unqualified without sound reasons based on a thorough investigation of their capabilities. A potential Subcontractor's standing within its industry, membership in specific groups, organizations or associations, and political or social affiliations (for example, union vs. non-union employee status) are not legitimate causes for the rejection ornon-solicitation of bids in the Prime Contractor's efforts to meet the LBE and SLBE Goals. 9. Contacting the Authority, identifying the LBEs and SLBEs contacted and explaining any problems securing L$E and SLBE bidders at Ieast five (5) working days before Bid opening. 10. Advertising, not less than ten (10) calendar days before the date the Bids are opened, in one or more daily or weekly newspapers, trade association publications, trade oriented publications, trade journals, ar other media, that maybe specified by the Authority to solicit LBEs and SLBEs that are interested in participating in the project. This paragraph applies only if the Authority gives public notice of the pmject not less than 15 calendar days prior to the date the Bids are opened. 11. Requesting assistance from contractors' groups, or other organizations that provide assistance in the recruitment and placement of LBEs and SLBEs, if any are available. 12. Making any other efforts to obtain LBE and SLBE Participation that the Authority could reasonably expect would produce a level of participation sufficient to meet the Authority's Goals and requirements. Prime Contractors who have not met the LBE and SLBE Goals for participation will demonstrate in their Bid documents that they have used Good Faith Efforts to utilize LBE and SLBE subcontractors, suppliers, manufacturers, brokers, truckers or owner/operators of equipment. Before noon of the first working day following the date the Bid was submitted, contractors who have not met the goal will submit a Good Faith Effort Report. The Prime Contractor will list an the report the names of all LBEs or SLBEs contacted by the Prime Contractor to solicit their Bids; the name and title of the person contacted; the date contact was made; and the dates of all follow-up contacts. The Prime Contractors will also identify specifically the selected items of work that Bids from LBEs and SLBEs were requested for; the dates plans and specifications were made available to the LBEs and SLBEs; what technical Alameda County Transportation Improvement Authority Page E-.l9 Local Business Enterprise and Small Local Business Enterprise Program .' assistance was offered the LBEs and SLBEs; and the reason that the bid was rejected. Prime Contractors will attach all letters and other documents relating to their efforts to comply with the Good Faith Effort requirements to solicit LBE and SLBE Participation. The Authority recognizes that a bidder using good business judgment would consider a number of factors in negotiating with Subcontractors, including LBEs and SLBEs, and would take a firm's price and capabilities as well as the Contract Goal into consideration. However, the fact that there maybe some additional costs involved in finding and using LBEs and SLBEs is not in itself sufficient reason for a bidder's failure to meet the LBE and SLBE Goals, as long as such costs are reasonable. Also, the ability or desire of a Prime Contractor to perform the work of a Contract with its own organization does not relieve the bidder of the responsibility to make Good Faith Efforts. Prime Contractors aze not, however, required to accept higher quotes from LBEs and SLBEs if the price difference is excessive or unreasonable. B. Good Faith Effort Review. if a bidder has not met the goals for LBE and SLBE Participation, the Sponsoring Agency shall investigate whether the Prime Contractor made a Good Faith Effort to meet the LBE and SLBE Goals and shall recommend to the Authority's Board whether the Bid should be accepted or rejected. In its investigation, the Sponsoring Agency may contact the LBEs and SLBEs listed on the Goad Faith Effort Report to verify the information provided by the bidder. The bidder will also provide further documentation regarding its efforts to attain LBE and SLBE Participation as requested by the Authority or Sponsoring Agency. Whenever the Authority or Sponsoring Agency recommends rejection of a Bid that has not met the LBE or SLBE Goals, the Prime Contractor may appeal the rejection of its Bid to the Good Faith Effort Review Committee ("Committee") assembled for this purpose by the Authority. The Prime Contractor must notify the Authority of its intent to appeal within three (3) days of the Authority's decision to reject the Prime Contractor's Bid. The Committee will review the Authority or Sponsoring Agency's decision to award a Contract based on Good Faith Effort when the LBE and/or SLBE Goals aze not met. The Committee shall consist of three (3} members appointed by the Authority and shall include an Authority staff member, an Authority Board representative, and a representative of the respective Sponsoring Agency, if any. The Committee shall hold a hearing in Alameda County. All Subcontractors listed on the Good Faith Report will be given notice of the hearing at least ten (10) days before it takes place. The Committee will review evidence at the hearing to determine whether the Prime Contractor made a Good Faith Effort to meet the LBE and SLBE Goals. The Committee shall review and keep confidential any information revealing a Prime Contractor's proprietary interests and shall exclude the public from the hearing for that limited purpose. The Committee shall give the bidders and Subcontractors participating in bids on the project an opportunity to present evidence relating to the Prime Contractor's Good Faith Effort to meet the LBE and SLBE Goals. The Committee's decision on the Prime Contractor's Good Faith Effort shall be final. The Authority or Sponsoring Agency will rely on the decision of the Committee, and the Authority will hold the Sponsoring Agency harmless for implementing the decision of the Committee. Alameda County Transportation ImprovementAuthority Page.E-20 Local Business Enterprise and Small Local Business Enterprise Program r XII. BIDDING PROCESS FOR CONSTRUCTION CONTRACTS A. Distribution of Certified Lists. The Authority will maintain a directory or list of certified LBE and SLBE Prime Contractors and subcontractors conducting business in Alameda County who are capable of performing types of subcontract work and providing materials generally required during construction. Current copies of the list will be distributed by the Authority or Sponsoring Agency at the same time requests for Bids are distributed. Additionally, the list shall be provided to any individual, firm or organization upon request. B. Pre-bid Conference. Not Less than fifteen (15} days before Bids are due on each Contract subject to this LBE/SLBE Program, the Authority shall hold apse-bid conference in Alameda County that invites all prospective Prime Contractors and Subcontractors including LBEs and SLBEs. During the conference, the Authority will explain the Contract to be performed, the provisions of this LBE/SLBE Program, and the process for bidding. Available data on the LBEs and SLBEs interested and/or capable of engaging in the prospective Contract shall be made available to prospective bidders, Prime Contractors and Subcontractors at the conference. C. SoUcitation of LBE and SLBE Bids. Prime Contractors shall notify local contractor associations and business development centers of their intention to solicit LBE and SLBE Participation in a Contract at least ten (10} days, but preferably twenty (20) days, prior to the Bid opening. Such notification shall be by registered or certified mail or other suitable means such as facsimile copy. D. Bid Opening. Prime Contractors must submit aLBE/SLBE Utilization Form as applicable with their Bids. This form will identify the particular LBEs and SLBEs to be utilized in performing the Construction Contract, specifying for each the dollar value of the Participation, the type of work to be performed and such information as may reasonably be required to determine the responsiveness of the Bid. This Form will be available for public review immediately upon submission. Prime Contractors must submit with their Bid an Affidavit ofNon-Disciplinary ar Investigatory Action attesting that no adverse action has been taken against them by the Equal Opportunity Commission, State of California Department of Fair Employment and Housing or the U.S. Department of Labor Contract Compliance Program or provide an explanation for any such actions, except where legal action is pending. Prime Contractors shall submit with their Bids a letter of intent signed by the Subcontractor or an executed contract for each Subcontractor who is included in the Bid. Prime Contractors must submit a proposed draft copy of their contract with each Subcontractor that will be working on a proj ect to the Authority or Sponsoring Agency within ten (10) days of being notified that they have been awarded the Construction Contract and a copy of the executed contract with the Subcontractor prior to the commencement of Construction Work. Alameda County Transportation ImprovementAuthority Page E-21 Local Business Enterprise and Small Local Business Enterprise Program ~i i XIII. SUBMITTAL OF QUALIFICATION STATEMENTS AND PROPOSALS FOR PROFESSIONAL SERVICES CONTRACTS Consultants interested in Professional Services Contracts shall submit project specific qualification statements and proposals as prescribed by the Authority's "Policy on Selection Procedures for Procurement of Engineering and Related Professional Services" or as prescribed by the Authority or the Sponsoring Agency, with the Authority's approval, for the particular service required. Project Specific Qualification Statements shall include the manner in which a firm or team plans to meet the requirements of this LBE/SLBE Program. Therefore, although assignment of tasks is not required at this stage, fines wishing to be considered further must clearly establish that they will comply with this LBE/SLBE Program. Firms invited to propose (Prime Contractors) shall complete the Project's Consultant Team Form (see Appendix C). A Professional Services Questionnaire must also be completed by the Prime Contractors and each Subcontractor (see Appendix D). The Project Consultant Team Form, the Professional Services Questionnaire, and the Good Faith Effort information, if applicable, must be submitted at the time the Prime Contractor submits the project proposal to the Authority or the Sponsaring Agency. XIV. MONITORING COMPLIANCE Prime Contractors shall make their best efforts to maintain the LBE and SLBE Goal level achieved at the time the Contract is awarded throughout the term of the Contract. Such best efforts shall include any increase in the amount or scope of the Contract implemented by change order. No change order or substitution of a listed LBE or SLBE Subcontractor can be made without the prior approval of the Sponsoring Agency artd the concurrence of the Authority. If an LBE or SLBE subcontractor is unable to perform successfully and will be replaced, the Sponsoring Agency or the Prime Contractor shall notify the Authority, who shall have the right to investigate the circumstances surrounding the request for the substitution. The Prime Contractor shall make its best efforts to replace the original LBE or SLBE with another LBE or SLBE. In the event there is an increase in the Contract size or scope, Prime Contractors shall make their best efforts to maintain the LBE and SLBE goals established at the time the Contract was originally awarded. The Authority shall monitor compliance with the requirements of this Program during the term of the Contract. If the Authority determines that there is cause to believe that a Prime Contractor or Subcontractor has failed to comply with any of the requirements of this Program or the Contract provisions pertaining to LBE or SLBE utilization, the Authority shall so notify the Contractor and the Sponsoring Agency, if any. The Authority may require such reports, information, and documentation from Prime Contractors, Subcontractors, bidders, and the Sponsoring Agency, as are reasonably necessary to determine compliance with this Program. The Authority's Board may hold a hearing to evaluate the Prime Contractor's progress toward meeting the applicable Goals of any Contract subject to this Program. Alameda County Transportation Improvement Authority Page E-22 Local Business Enterprise and Small Local Business Enterprise Program .;, Firms found to be in violation of these provisions will be subject to penalties described in Section XVII below. Xv. RECORDS The Authority or Sponsoring Agency, if any, shall maintain accurate records for each Contract awarded, including dollar value, the nature of the goods or services to be provided, the name of the Prime Contractor awarded the Contract, the efforts the Prime Contractor employed to solicit bids from LBEs and SLBEs, and all subcontracts awarded by the Prime Contractor, identifying for each its dollar value, the nature of the goods or services provided, and the name of the Subcontractor. Prime Contractors are requixed to maintain certain records and documents for three years following the performance of a Contract. Such records shall include the following: • The name and address of each first-tier Subcontractor. • The name and business address, regardless of tier, of every LBE and SLBE Subcontractor. • The date of payment and the total dollar figure paid to each Subcontractor. • A LBE ar SLBE Prime Contractor shall also show the date of work performed by their own forces along with the corresponding dollar value of the work claimed toward the applicable Goal. These records will be made available for inspection upon request by any authorized representative of the Authority. XYI. PROMPT PAYMENT Prime Contractors shall be paid within thirty (30) days of submitting a verified invoice. Along with a request for payment, a Prime Contractor will submit a Progress Payment Form for Subcontractors. When it pays the Prime Contractor, the Authority will include a Progress Payment Form that reflects all approved items. Prime Contractors will enclose a photocopy of this Progress Payment Form with their payments to Subcontractors. The Authority shall ensure that the following clauses or equivalent will be included in each Contract subj ect to this Program: The Prinr~e Contractor agrees to pay each Subcontractor under this prime contract for satisfactory performance of its contract no later than 10 days from the receipt of each payment the Prime Contractor receives from Authority. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Authority. This clause applies to bath LBE/SLBE and non-LBE/SLBE Subcontractors. The Prime Contractor agrees further to release retainage payments to each Subcontractor within 30 days after the Subcontractor's work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Alameda County Transportation Improvement Authority Page E-23 Local Business Enterprise and Smolt Local Business Enterprise Program Authority. This clause applies to both LBE/SLBE and non-LBE/SLBE Subcontractors. XVII. PENALTIES AND SANCTIONS When the Authority or a Sponsoring Agency awards a Contract subject to this LBE/SLBE Program and the Authority and/or Sponsoring Agency has cause to believe that any bidder, Prime Contractor or Subcontractor has willfully failed to comply with any of the provisions of this LBE/SLBE Program, either may conduct an investigation. If, based on this investigation the Authority or the Sponsoring Agency (with the advice and consent of the , Authority) finds non-compliance, the investigating entity will provide the Prime Contractor or Subcontractor with notice and an opportunity to be heard, and the Authority and Sponsoring Agency may impose the sanctions described below for each violation of this LBE/SLBE Program. In order to complete its investigation, the Authority may require such reports, information and documentation from bidders, Prime Contractors, Subcontractors, and the Sponsoring Agency as are reasonably necessary to determine compliance with the requirements of this LBE/SLBE Program. If the Authority investigates and finds willful non-compliance, the Authority shall send a written notice to the Sponsoring Agency, if any, that a determination of a bad faith non- compliancehas been made. The sanctions that maybe imposed for each violation of this LBE/SLBE Program are as follows: 1. imposing a fine; 2. suspending the Contract; 3. rescinding the Contract based upon a material breach of contract pertaining to LBE and SLBE utilization; 4. disqualifying a bidder, contractor, or other business from eligibility for providing goods or services to the Authority for a period not to exceed two yeazs. XVTII. REPORTING REQUIREMENTS Each Sponsoring Agency will provide a report on a quarterly basis to the Authority which indicates (i) all Contracts and subcontracts awarded to LBEs and SLBEs, and (ii) all payments made to LBE, SLBE and other films, during the reporting period for all Measure B funded projects. Prior to awazding any Construction Contract or any Professional Services Contract with a fee of $50,000 or more, the Sponsoring Agency shall provide the Authority with a report of the extent to which the proposed recipient has met the applicable Goals for LBE and SLBE participation andlor documentation of Good Faith Efforts in accordance with Section XI of this program. Alameda County Transportation Improvement Authority Page E-24 Local Business Enterprise and Small Local Business Enterprise Program •.. ~ • XIX. PRQGRAM REVIEW This LBE/SLBE Program will be reviewed annually by the Authority. The Authority may make such changes in the Program which are required to implement its goals and objectives. The Executive Director will prepare a quarterly report on all Contracts awarded for the period to be reviewed by the Authority. xx sEVERASILITY 'The provisions of this LBE/SLBE Program are declared to be separate and severable_ The invalidity of any clause, sentence, paragraph, subdivision, section or portion of this program, or the invalidity of the application thereof to any person or circumstances shall not affect the validity of the remainder of this Program, or the validity of its application to other persons or circumstances. X~II. CONFIDENTIALITY The Authority will safeguard from. disclosure to third parties information that may reasonably be regarded as confidential business information, consistent with federal, state, and local law. Alameda County Transportation Improvement Authority Page E-2S Local Business Enterprise and Small Local Business Enterprise Program ,, '. APPENDIX A California Code of Regulations' Definition of Small Businesses (j) "Average Annual Gross Receipts" means all pecuxuazy gross receipts (less returns, allowances and interaffiliate transactions}, the assignment of such receipts notwithstanding, of a business concern from whatever source derived, as entered or to have been entered on its regular books of account for its most recently completed fiscal year (whether on a cash, accrual, completed contracts, percentage of completion or other commonly recognized and accepted accounting method). Proof of average annual gross receipts must be provided in the form of either: (1) A copy of completed tax returns (with all schedules}, as filed with the United States Department of the Treasury, Internal Revenue Service, for Federal income tax purposes; or (2} Audited financial statements covering the applicant business concern and all affiliates; or (3) If the documents requited under 1 or 2 above are unavailable, an unaudited financial statement covering the applicant business concern and all affiliates; and (4) A duly swam and notarized statement which attests to the truthfulness and accuracy of the unaudited financial statement as well as the authority of the signatory to make such representation regarding the applicant business concern and a promise to provide the information required under 1 or 2 above within 90 days of the effective date of certification. Average annual gross receipts will be determined by adding the gross receipts for the applicant concern and any affiliates during the previous three tax years and dividing by three. Should a sole proprietorship or partnership be in business for less than three tax yeazs, additional prior year(s) personal and affiliate gross receipts will be considered to complete the aggregate gross receipts for the previous three years to be averaged. Should a corporation be in business for less than three tax yeazs, the average annual gross receipts will be determined by dividing the total gross receipts by If a concern which has been in business more than 12 months changes its tax year (fiscal year), its annual receipts will be determined from its most recently completed 36 months period in business. Once the new fiscal year has been completed, the Office of Small and Minority Business, also known as the Office of Small Business Certification and Resources, may require a new application which sets forth the applicant's annual receipts under the new fiscal year cycle. If a concern has acquired an affiliate during the applicable tax year, it is necessary in computing the applicant's annual receipts, to include the affiliate's receipts during the entire applicable tax year, rather than only its receipts during the period in which it has been an affiliate during a portion of the applicable tax yeaz. Alameda County Transportation Authority Page E-26 Local Business Enterprise and Small Local Business Enterprise Program ~~ 1~ (k) "Familial Relationship" means relationships between the following family members: Husband, wife, child, stepchild, znather, father, grandparent, brother, sister, grandchild, stepbrother, stepsister, stepmother, stepfather, mother-in-law, father-in-law, brother-in-law, sister-in-law, daughter-in-Iaw, son-in-law, and if related by blood, uncle, aunt, niece, nephew. (1} "Small Business" as used with regard to a public works contract as defined in Division 2, Part 1, Chapter 1, Section 2101 of the California Public Contract Cvde, means a business concern which has been issued a currently valid Contractor's license by the State of California and meets the following requirements. (1) Has requested the status of a small business and has been approved as such by the Office of Small and Minority Business, also known as the Office of Sxnall Business Certification and Resources. (2) Is not, together with any affiliate(s), dominant in its field of operation(s). (3) Is independently owned and operated, the principal office of which is located in California, and the officers, in the case of a corporation, yr owners in all other cases, of such business domiciled in California. (4) Together with any affiliates, has 100 or fewer employees, and average annual gross receipts often million dollars ($ l 0,000,000) or less over the previous three tax years. The firm shall also set forth on the bid form the name and nature of any business which has assisted it in obtaining bonding for submission of the bid with respect tv which the firm seeks a Small Business Preference, and if the firm which rendered bonding assistance is listed as a subcontractor on such bid there shall be set forth on the bid form the percentage of the contract price called for by the prime bid which will be performed by subcontractor. Alameda County Transportation Authority Page E-17 Local Business Enterprise and Small Local Business Enterprise Program j ~ APPENDIX B DEPUTY DIRECTOR RESPONSIBILITIES The specific duties and responsibilities of the Deputy Director under this LBE/SLBE Program shall include, but not be limited to, the following: A. Analyzing and assessing the available resources and evidence for the establishment and achievement of overall annual Goals each year; B. Developing, monitoring and evaluating the Program, and preparing supplemental written procedures and guidelines to implement the Program; C. Maintaining and updating the Bidders List; D. Conducting measures to facilitate the participation of local and small business concerns through outreach and other community programs, training and business development programs, restructuring contracting opporturties, simplifying bonding, surety and insurance requirements; E. Participating in the Contract bid and award process, reviewing Contract specifications, attending pre-bid conferences and participating in the process of evaluating bids for contractor responsiveness, responsibility and Good Faith Efforts; F. Ensuring that bid notices and requests for proposals are available to LBEs and SLBEs in a timely manner; G. Monitoring specific Contract performance and actual participation and Contract payments; H. Monitoring overall participation, adjusting the overall Goals and means of achievement, assessing areas ofover-concentration of participation, identifying ways to improve progress and reporting to the Authority as needed; I. Providing LBEs and SLBEs with information and assistance in preparing bids, obtaining bonding and insurance; J. Planning and participating in LBE and SLBE training seminars; K. Providing outreach to LBEs and SLBEs and community organizations to advise them of opportunities; and L. Maintaining all appropriate records and documentation of the Program, including gathering and reporting statistical data and other information as required. Alameda County Transportatton Authority Page E-28 Local Business Enterprise and Smal! Locai Business Enterprise Program i ~ ~ APPENDIX C vunria rT f'f)NCiTi,TANT TEAM r Names of all Firms Participating on the Project (incl. Prime and Subconsultants Check if Firm is: LBE SLBE Nature of Partici ation Percent of Project Work Name -Authorized Officer of Prime Consultant Firm (Print or Type) Signature -Authorized Officer of Prime Consultant Firm (Submit with Proposal) Alameda County Transportation Authority Page E-21 Loca! Business Enterprise and Small Local Business Enterprise Program .; l ' a APPENDIX D PROFESSIONAL SERVICES QUESTIONNAIRE Date Phone Firm Name Street Address TYPE OF ORGANIZATION Individual Corporation Partriership City State (PRIME CONSULTANT- Name of Owner State of Incorporation Indicate General or Limited Name of Partners Zip SUBCONSULTANT Joint Venture Joint Venture Participants BUSINESS LICENSE Il OWNERSHIP INTERESTS American Asian or Indian or Pacific Alaskan Black Hispanic Islander Native White Women Number Assets Owned JOINT VENTURE OWNERSHIP INTERESTS Minori Non-Minority Women Number Percentage I certify that I am not an employee of tbe Alameda County Transportation Authority and that no member/partner of this firm is employed by the Alameda County Transportation Authority Signature Firm Address Alarneda County Transportation Authority Page E-22 Local Business Enterprise and Small Local Business Enterprise Program ACTIA No. A08-0003 PROJECT SPECIFIC FUNDING AGREEMENT by and between ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY and ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY for the PRELIMINARY ENGINEERING/ENVIRONMENTAL PHASE FINAL DESIGN (PS&E) PHASE and CONSTRUCTION SUPPORT AND CONSTRUCTION CAPITAL PHASES of the ACTIA PROJECT NO. 14 - I-580 AUXILIARY LANE PROJECT in ALAMEDA COUNTY Attachment B -Project Specific Funding Agreement (PSFA) ACTIA No. A08-0003 ACTIA No. A08-0003 PROJECT SPECIFIC FUNDING AGREEMENT by and between ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY and ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY for the PRELIMINARY ENGINEERING/ENVIRONMENTAL PHASE FINAL DESIGN (PS&E} and CONSTRUCTION SUPPORT AND CONSTRUCTION CAPITAL PHASES of the I-580 AUXILIARY LANE PROJECT (ACTIA PROJECT NO. 14} This PROJECT SPECIFIC FUNDING AGREEMENT (the "SPECIFIC AGREEMENT"), effective on January 24, 2008, is between ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY, a local public agency ("SPONSOR"), and the ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY, a public entity ("ACTIA"), for the I-580 Auxiliary Lane Project in Dublin, Pleasanton and Livermore, ACTIA Project No. 14 (the "PROJECT"). RECITALS (1) The voters of Alameda County, pursuant to the provisions of the Local Transportation Authority and Improvement Act, California Public Utilities Code Section 180000 et seq., approved the reauthorization of Measure B at the General Election held on November 7, 2000, thereby authorizing that ACTIA be given the responsibility to administer the proceeds from the continued one-half cent transaction and use tax. The duration of the tax will be 20 years from the initial year of collection that began April 1, 2002, with said tax to terminate/expire on March 31, 2022. Page 2 ACTIA No. A08-0003 (2) A Master Project Funding Agreement ACTIA 2002-45 (the "ORIGINAL AGREEMENT") was entered into on August 1, 2002 between SPONSOR and ACTIA to delineate general requirements for funding of ACTIA-funded projects. (3) The ORIGINAL AGREEMENT was amended and restated effective October 27, 2005 (Amendment No. 1), to incorporate certain changes in ACTIA policies and to add the I- 680/I-880 Cross-Connector Project (ACTIA Project No. 22), with SPONSOR named as sponsor for said project. (4) Amendment No. 2 to the ORIGINAL AGREEMENT, effective December 8, 2005, added the I-580 CorridorBART to Livermore Studies Project (ACTIA Project No. 26), and named SPONSOR as the sponsor for said project. (5) Amendment No. 3 to the ORIGINAL AGREEMENT, effective January 26, 2006, added the I-580 Auxiliary Lane Project (ACTIA Project No. 14) containing four (4) separate segments, and named SPONSOR as Co-sponsor with Caltrans for said project. (6) Amendment No. 4 to the ORIGINAL AGREEMENT effective January 24, 2008, identified the AUTHORITY as a project co-sponsor for the I-580 Corridor/BART to Livermore Studies (ACTIA Project No. 26). (7) The ORIGINAL AGREEMENT, as amended and restated by Amendment No. 1 and further amended by subsequent amendments, constitutes the Master Project Funding Agreement, hereinafter referred as "MASTER AGREEMENT." (8) The PROJECT is in the PLAN and will construct a series of auxiliary lanes on I- 580 between Santa Rita Interchange and Airway Boulevard. The PROJECT will be constructed in four segments as follows: Segment A -Westbound I-580 between Fallon Road and Tassajara Road Segment B -Westbound I-580 between Airway Boulevard and Fallon Road Segment C -Eastbound I-580 between El Charro Road and Airway Boulevard Segment D -Eastbound I-580 between Santa Rita Road and El Charro Road Segments A, B and C are the subject of this SPECIFIC AGREEMENT. Segment C is part of SPONSOR'S Eastbound I-580 HOV Lane project. The $7.715 million in ACTIA funds Page 3 ACTIA No. A08-0003 for Segment C were the subject of an exchange with SPONSOR for STP/CMAQ (Surface Transportation Program /Congestion Mitigation & Air Qualify Improvement Program) funds for the I-238 Widening Project and approved by the AUTHORITY Board in March 2005 with the understanding that SPONSOR shall implement Segment C. Segment D has been completed as part of the City of Dublin's I-580/ Tassajara Road-Santa Rita Road Interchange Modification Project. The PROJECT is described in greater detail in Exhibit A -Project Control Information, Appendix A-1 -Project Description, which is attached hereto and incorporated herein by reference. (9) The PLAN includes $10,000,000 (FY 1997/98 dollars) in Tier 1 Measure B funding. The PLAN also provides $8,400,000 (FY 1997/98 dollars) in Tier 2 Measure B funding for the PROJECT. All other references to funds in this SPECIFIC AGREEMENT are in current dollars (FY 2008/09) unless otherwise noted. All funding sources which are described herein as in dollars other than current dollars are subject to annual escalation as set forth in each fund source's adopted budget. Additional funds, expected from other sources, are required to complete the PROJECT as shown in Exhibit A, Appendix D -Project Cash Flow Requirements/Outside Funding Sources-Timing, which is attached hereto and incorporated herein by reference. (10} With respect to Contracts (as such term is defined in Section I(6) below) for the Construction Capital Phase, the parties intend SPONSOR to seek reimbursement from Measure B funds concurrently with seeking reimbursement from the other sources shown in Exhibit A, Appendix D, on a pro rata basis. (l l) Two separate Project Specific Funding Agreements (Agreement No. A06-0013 for ACTIA Project No. 14A and A06-0014 for ACTIA Project No. I4B) for PROJECT were entered into on January 26, 2006 between SPONSOR and ACTIA. This SPECIFIC AGREEMENT is intended to supersede Agreement No. A06-0013 and Agreement No. A06- 0014, which agreements shall be terminated as of the effective date of this SPECIFIC AGREEMENT. Page 4 ACTIA No. A08-0003 (12) This SPECIFIC AGREEMENT obligates $5,186,000 in Measure B funds for the Preliminary Engineering/Environmental Phase, Final Design (PS&E), Construction Capital Phase and Construction Support Phase of the PROJECT. Current allocations through FY 2007/08 total $3,000,000 in Measure B funds. The future allocation of $2,186,000 in Measure B funds in FY 2008/09 will be requested from ACTIA by SPONSOR. SPONSOR recognizes that funds identified for FY 2008/09 and later are programmed contingent upon the future availability of funds and will not be allocated until and unless the ACTIA Board approves a FY 2008/09 Strategic Plan in conformance with funds identified for FY 2008/09 and later described in this SPECIFIC AGREEMENT. (13) The ACTIA Strategic Plan allocates Measure B funds to projects and defines the conditions under which those funds are allocated. To the extent that there is a difference between the terms of this SPECIFIC AGREEMENT and the current ACTIA Strategic Plan, the terms of this SPECIFIC AGREEMENT shall prevail. (14) ACTIA Measure B funds will not participate in any portion of the PHASE costs accumulated prior to the date of the ACTIA Board's approval of the SPECIFIC AGREEMENT for said PHASE. (IS) All references to funds in this SPECIFIC AGREEMENT are in current year dollars and are not subject to escalation. (] 6) Execution of this SPECIFIC AGREEMENT was approved by the ACTIA Board on January 24, 2008. It is agreed by and between the parties as follows: SECTION I IN ADDITION TO THE REQUIItEMENTS SET FORTH IN THE MASTER AGREEMENT, SPONSOR AGREES: (1) To perform necessary work associated with the Preliminary Engineering/Environmental, Final Design, Construction Support and Construction Capital Phases covered by this SPECIFIC AGREEMENT and as described in Exhibit A, Appendix A-2, "Preliminary Engineering/Environmental Phase Description," Appendix A-3, "Final Design Page 5 ACTIA No. A08-0003 (PS&E) Phase Description," and Appendix A-4, "Construction Support and Capital Phase Description," attached hereto and incorporated herein by reference. (2) To inform ACTIA in writing of any changes to Exhibit A -Appendices A-1 thru A-4, B-1 thru B-4, C-1 thru C-4, D, E or F as soon as SPONSOR becomes aware of such changes. (3) That if changes based on Section I(2) above of this SPECIFIC AGREEMENT cause the PROJECT to be underfunded, to notify ACTIA and indicate the method of funding such changes as soon as SPONSOR is aware of such changes. (4) That funds expended for PHASE work prior to January 24, 2008 will not be considered for reimbursement. In all cases, reimbursable costs will be limited to those costs included in Exhibit B, "ACTIA Policy on Eligible Costs," attached hereto and incorporated herein by reference. (5) That PHASE costs that exceed the Measure B funding obligations for such phase will be the responsibility of SPONSOR and will not be reimbursed with Measure B funds unless the SPECIFIC AGREEMENT is amended. (6} Measure B Programmed Funding (current allocations through FY 2007/08 and anticipated allocations for FY 2008/09) for this~SPECIFIC AGREEMENT are as follows: Segment A - Measure B Pro rammed Funds Construction Support/Capital 07/08 08/09 TOTAL Phase Contracts/City of Dublin $ 1,500,00 $ 950,000 $ 2,450,000 SPONSOR Staff $ $ 50,000 $ 50,000 PHASE TOTAL $ 1,500,00 $ 1,000,000 $ 2,500,000 Segment B - Measure B Pro rammed Funds PE/Env Phase 07/08 08/09 TOTAL Contracts $ 735,00 $ 0 $ 735,000 SPONSOR Staff $ 65,00 $ 0 $ 65,000 PHASE TOTAL $ 800,00 $ 0 $ 800,000 Page 6 ACTIA No. A08-0003 Segment B - Measure B Pro rammed Funds Design Phase 07/08 08/09 TOTAL Contracts $ 180,00 $ 450,000 $ 630,000 SPONSOR Staff $ 20,00 $ 50,000 $ 70,000 PHASE TOTAL $ 200,00 $ 500,000 $ 700,000 Segment B - Measure B Pro rammed Funds Construction Support/Capital Phase 07/08 08/09 TOTAL Contracts $ 0 $ 1,086,000 $ 1,086,000 SPONSOR Staff $ 0 $ 100,000 $ 100,000 PHASE TOTAL $ 0 $ 1,186,000 $ 1,186,000 Measure B Pro rammed Funds ALL PHASES 07/08 08/09 TOTAL SPECIFIC AGREEMENT $ 2,500,00 $ 2,686,000 $ 5,186,000 TOTAL For the purposes of this SPECIFIC AGREEMENT, (i) a "Contract" shall mean and refer to a third party agreement with the SPONSOR for services related to this PROJECT, PHASE and/or SPECIFIC AGREEMENT, including "Contracts" with another public agency, consultant firm, contractor or other entity; (ii) "Capital" with respect to the Right-of--Way Acquisition PHASE shall mean and refer to the cost to acquire real property, access rights and other property interests; (iii) "SPONSOR Staff' costs have been defined in the "Policy on Eligible Costs" in Exhibit B, and may include direct costs and contracts for services, such as legal counsel, that are considered an extension of SPONSOR Staff; and (iv) "Contracts Contingency" shall mean and refer to the amount of funds that may be assigned to a Contract with the SPONSOR'S authorization, for additional services or efforts that may be performed beyond the original Contract's scope of service. (7) That through an amendment to this SPECIFIC AGREEMENT, Measure B funds may be shifted from one PHASE to another. Page 7 ACTIA No. A08-0003 (8) That Measure B funding obligations may be shifted between "Contracts," and "SPONSOR Staff," provided that SPONSOR: (A) obtains ACTIA's written approval in advance using the completed form in Exhibit D, Phase Funding Change Form; and (B) provides a funding plan which demonstrates that the activity from which ACTIA funds were moved remains fully funded. (9) The cost of maintenance, security, or protection performed by SPONSOR or by third-party contractors during any temporary suspension of any PHASE of the PROJECT may not be charged to the PROJECT. (10) That in selecting all professional consultants on PHASES funded by ACTIA where no federal or state funds are used, SPONSOR will comply with the "ACTA/ACTIA Locai Business Contract Equity Program," as shown in Exhibit E, attached hereto and incorporated herein by reference. (11) Eligible contractors and subcontractors shall be certified by ACTIA in accordance with the "ACTA/ACTIA Local Business Contract Equity Program," included as Exhibit E. (12) That all third party agreements with the SPONSOR for services related to this PROJECT include the following prompt payment clauses in accordance with the "ACTA/ACTIA Local Business Contract Equity Program," included as Exhibit E: The Prime Contractor agrees to pay each Subcontractor under this prime contract for satisfactory performance of its contract no later than 10 days from the receipt of each payment the Prime Contractor receives from Authority or project sponsor. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Authority. This clause applies to LBE, SLBE, and VSLBE and non- LBE, SLBE and VSLBE Subcontractors. The Prime Contractor agrees further to release retainage payments to each Subcontractor within 30 days after the Subcontractor's work is completed and accepted. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval by the Page 8 ACTIA No. A08-0003 Authority. This clause applies to LBE, SLBE, and VSLBE and non- LBE, SLBE and VSLBE Subcontractors. (13) To provide ACTIA with monthly progress reports by the last day of each calendar month following the month in which the work was performed when the work is performed by a consultant, and on a quarterly basis when the SPONSOR performs the work. These reports shall describe the current status of the PHASE as defined in Exhibit A, Appendix A-2, "Preliminary Engineering/Environmental Phase Description," Appendix A-3, "Final Design (PS&E) Phase Description," and Appendix A-4, "Construction Support and Capital Phase Description," actions taken and eligible costs expended or incurred during the previous month, actions expected to be taken during the next month, an updated schedule with estimated completion date, scope changes, project-related issues, notices of potential claim, general project issues, DBE, SLBE and LBE participation, where such participation is required, from prime and first tier subconsultants, and any additional relevant information requested by the ACTIA. The "ACTIA Expenditure Reporting Requirements for Capital Projects" shown in Exhibit C, attached hereto and incorporated herein by reference, contain the forms to be used for these reports. (14) To place in public domain any software, written documents, intellectual property, process, technique or product developed with Measure B funds as part of the PROJECT. (14) To acknowledge ACTIA as a funding source and use or display the approved ACTIA logo so that it is visible to the public: (a) On any printed or electronic material associated with the PROJECT that is distributed to the public. Printed material includes PROJECT related schedules, brochures, handbooks, or promotional materials. Electronic materials include PROJECT related websites, electronic signs or a-mail broadcasts. (b) In any PROJECT related media events, articles, news releases or other publicity materials. (15) SPONSOR agrees to indemnify and hold ACTIA harmless from any cost or liability (including legal fees and costs) that may result from acquisition of right-of--way for the PROJECT, including, but not limited to, ensuring clear property title or if said right-of--way is Page 9 ACTIA No. A08-0003 found to contain hazardous materials requiring treatment or removal to remediate in accordance with Federal and State laws. SECTION II IN ADDITION TO THE REQUIREMENTS SET FORTH IN THE MASTER AGREEMENT, ACTIA AGREES: (1) ACTIA will make a good faith effort to provide all Measure B funds set forth in this SPECIFIC AGREEMENT. (2) To comment on issues reported in SPONSOR's progress report within 30 days of request by SPONSOR. (3) To assist SPONSOR, on request, in resolving issues related to the PROJECT. (4) To provide a copy of its approved logo for SPONSOR use as limited by SPECIFIC AGREEMENT. SECTION III IT IS MUTUALLY AGREED AS FOLLOWS: (1) This SPECIFIC AGREEMENT is made in furtherance and in compliance with the MASTER AGREEMENT and supersedes in their entirety the prior Project Specific Funding Agreements for the PROJECT (Agreement No. A06-0013 and Agreement A06-0014), and the parties hereby agree that Agreement No. A06-0013 and Agreement No. A06-0014 are terminated as of the effective date of this SPECIFIC AGREEMENT. To the extent that there is a difference between the terms of the SPECIFIC AGREEMENT and the MASTER AGREEMENT, the terms of the SPECIFIC AGREEMENT shall prevail. (2) The PHASES of the PROJECT covered by this SPECIFIC AGREEMENT are the Preliminary Engineering/Environmental, Final Design (PS&E), Construction Support and Construction Capital phases. The phases covered by this SPECIFIC AGREEMENT are described in Exhibit A, Appendix A-2, Preliminary Engineering/Environmental Phase Description, Appendix A-3, Final Design (PS&E) Phase Description and Appendix A-4, Page l0 ACTIA No. A08-0003 Construction Support and Construction Capital Phase Description. All of said Exhibit A appendices are attached hereto and incorporated herein by reference. (3) This SPECIFIC AGREEMENT will expire with the completion of construction of the auxiliary lanes for Segments A, B and C. (4) Should any portion of PROJECT be financed with federal or state funds, all applicable laws, rules and policies relating to the use of such funds shall apply, notwithstanding other provisions of this SPECIFIC AGREEMENT. (5) All correspondence and communications will contain the ACTIA number and name for PROJECT in a clearly identifiable location. (6) ACTIA reserves the right to conduct technical and financial audits of PHASE and PROJECT work and records when determined to be necessary or appropriate. SPONSOR agrees, and shall require its contractors and subcontractors to agree, to cooperate with ACTIA by making all appropriate and relevant PROJECT records available for audit and copying as required below. (7) To keep all necessary PHASE records to document PHASE activities and performance, including documentation of expenses and charges to support invoices submitted to ACTIA and other PHASE reporting requirements as described in Exhibit C, attached hereto and incorporated herein by reference. SPONSOR will allow ACTIA or its authorized representatives to inspect, audit, or make copies of any PROJECT records in one central location for a period of one (1) year after ACTIA's final payment of an approved invoice. (8) For the purpose of determining compliance with matters connected with the performance and costs of SPONSOR's PROJECT-related contracts with third parties pursuant to the appropriate laws and regulations, SPONSOR and SPONSOR's contractors and subcontractors shall each maintain and make available for inspection and audit all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts. All of the above-referenced parties shall make such materials available at their respective offices at all reasonable times during the entire PHASE and PROJECT period and for three (3) years from the date of final payment to SPONSOR under any PHASE. ACTIA or ACTIA's auditor, or any duly Page 11 ACTIA No. A08-0003 authorized representative of ACTIA, shall have access to any books, records and documents that are pertinent to the PROJECT for audits and examinations, and SPONSOR shall furnish copies thereof if requested. (9) The current ACTIA Request for Reimbursement Instructions and Forms apply to this SPECIFIC .AGREEMENT or in an alternative form approved in writing in advance by ACTIA. ACTIA Request for Reimbursement Instructions and Forms are attached here to as Exhibit C and incorporated herein by reference. (10) SPONSOR shall submit to ACTIA at least one Request for Reimbursement every three months, but not more than one such Request per month, for reimbursement of eligible PROJECT costs and expenses as described in Exhibit B, "Policy on Eligible Costs,". If SPONSOR does not incur any reimbursable expenses during athree-month period, SPONSOR may submit a letter confirming that no reimbursable costs were incurred during the three-month period in lieu of submitting an invoice. If SPONSOR is requesting reimbursement for costs incurred as a result of a contract or agreement with a third party, e.g. a consultant, contractor or other entity, SPONSOR shall submit a copy of the fully executed contract or agreement to ACTIA prior to ACTIA authorizing reimbursement of such costs. Each Request for Reimbursement shall also include detailed supporting documentation for reimbursable costs incurred in the implementation of the PROJECT including copies of invoices from vendors, consultants, or contractors and summaries of SPONSOR staff time charges for Which reimbursement by ACTIA is requested. SPONSOR may suggest an alternative method, subject to approval in advance by ACTIA, to document staff costs charged to the PROJECT. (11) Notwithstanding anything to the contrary herein or in Exhibit B, SPONSOR'S expenditures on Contracts for the Construction Capital Phase are only eligible for reimbursement on a pro rata basis, and SPONSOR is expected to concurrently seek reimbursement from the other sources shown in Exhibit A, Appendix D. On any Request for Reimbursement which includes such expenditures, SPONSOR shall (i) report the total expenditures during the reimbursement period on any such Contract, (ii) indicate the percentage of the total expenditures on Contracts for the Construction Capital Phase expected to be funded from Measure B funds, as shown on Exhibit A, Appendix D, and (iii) shall request reimbursement for the dollar amount which equals the product of such total expenditures and such percentage. Page 12 ACTIA No. A08-0003 (12) SPONSOR staff eligible for reimbursement shall include limited direct staff involvement. Staff eligible for reimbursement includes only staff working directly on PHASES of the PROJECT. (13) Fringe benefits for SPONSOR staff shall not exceed a maximum mark-up rate of 70% of the hourly wage. (14) ACTIA approval of SPONSOR invoices will be contingent on the submittal of Progress Reports by SPONSOR as shown in Exhibit C. In the event that Progress Reports are not complete and current, approval of invoices shall be withheld until an acceptable remedy has been implemented. (15) For each PHASE, SPONSOR shall, upon completion of the PHASE, submit the final report documents that collectively constitute a "Final Report of Expenditures," using a form provided by ACTIA, and ACTIA shall withhold the greater of (i) two percent (2%) of ACTIA Measure B funds allocated for such PHASE or (ii) $40,000 until SPONSOR submits the Final Report of Expenditures. If SPONSOR fails to submit a Final Report of Expenditures within two hundred ten (210) days of PHASE completion, ACTIA shall sanction SPONSOR by removing the withheld amount from the PROJECT budget, and making the removed amount unavailable for future PROJECT costs. Not less than thirty (30) days prior to the effective date of any such sanction for a PHASE, ACTIA shall notify SPONSOR in writing that the Final Report of Expenditures is now overdue for that PHASE. Such written notice shall advise the SPONSOR as to the effective date of sanction, and shall specify the amount of potential funding loss. (16} The current ACTIA Definitions, Policies and Procedures apply to this SPECIFIC AGREEMENT. To the extent that those ACTIA Definitions, Policies and Procedures are in conflict with this SPECIFIC AGREEMENT, the provisions of this SPECIFIC AGREEMENT shall prevail. ACTIA Defnitions, Policies and Procedures are attached hereto as Exhibit B and incorporated herein by reference. (17) This SPECIFIC AGREEMENT shall terminate upon completion and acceptance of ail of the PHASES included in this SPECIFIC AGREEMENT or on October 1, 2012, whichever is earlier in time. Page 13 ACTIA No. A08-0003 (18) This SPECIFIC AGREEMENT, including its Recitals and Exhibits, constitutes the entire SPECIFIC AGREEMENT. This SPECIFIC AGREEMENT supplements the MASTER AGREEMENT and may be changed only as allowed in Section I(6) through Section I(8) or by a written amendment executed by both parties. [Signatures on following page) Page 14 ACTIA No. A08-0003 IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their duly authorized officers. ALAMEDA COUNTY CONGESTION MANAGEMENT AGENCY (SPONSOR) ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY (ACTIA) By: ~~ ~~-r~ --Oc~ Dennis Fay Date Executive Director Recommended for Approval y Akkawi anager of I-580 Corridor Recommended By and Reviewed as to Budget/Financial Controls By: `- < ~~~~s ~- G. Richard Swanson Director of Finance and Administration Approved as t d legality: B 1 L- y Wendel, Ro en, Black & Dean LLP Legal Counsel to ACCMA BJ ' , 4 /~! / ~I Alice Lai-Bitker Date ACTIA Chairperson Recommended: By: Christine Monse Date ACTIA Executive Director Reviewed as to Budget/Financial Controls: Anees Azad Da e ACTIA Finance and Administration Manager Approved as to form and legality: T bs Law Group, P.C. Date Legal Counsel to ACTIA Attest: ~~: ~' LaTonia Peoples Stokes 'Date Clerk of ACTIA Page 15 ACTIA No. A08-0003 LIST OF EXHIBITS Exhibit A - Project Control Information Appendix A-I Project Description (including map) Appendix A-2 Preliminary Engineering/Environmental Phase Description Appendix A-3 Design (PS&E) Phase Description Appendix A-4 Construction (SupportlCapital) Phase Description Appendix B-1 Project Schedule Appendix B-2 Preliminary Engineering/Environmental Phase Schedule Appendix B-3 Design {PS&E) Phase Schedule Appendix B-4 Construction Support/Capital Phase Schedule Appendix C-1 Project Cost Estimate Breakdown Appendix C-2 Preliminary Engineering/Environmental Phase Cost Estimate Appendix C-3 Design (PS&E) Phase Cost Estimate Appendix C-4 Construction SupportlCapital Phase Cost Estimate Appendix D Project Cash Flow Requirements /Outside Funding Sources-Timing Appendix E Permits/Agreements/Coordinating Agencies Appendix F Project Responsibility Checklist Exhibit B - ACTIA Definitions, Policies and Procedures Exhibit C - ACTIA Request for Reimbursement Instructions and Forms Exhibit D - Phase Funding Change Form Exhibit E - ACTA/ACTIA Local Business Contract Equity Program ACTIA No. A08-0003 APPENDIX A-1 PROJECT DESCRIPTION (Including Map) PROJECT DESCRIPTION The SPONSOR is responsible for the delivery of the overall I-580 Auxiliary Lane Project, ACTIA 14. Segment 14A - I-580 Auxiliary Lane Westbound between Fallon Road and Tassajara Road Segment 14A of the PROJECT will construct an auxiliary lane on Westbound I-580 between Fallon Road and Tassajara Road. The City of Dublin is responsible for the construction of the I-580/Fallon Road Interchange Modification Project, a local project not associated with the SPONSOR or ACTIA. SPONSOR will prepare agreements for the City of Dublin to construct and provide construction management for the PROJECT as part of the construction of the I-580/ Fallon Road Interchange Modification Project. This PROJECT has been environmentally cleared for CEQA by the City of Dublin. SPONSOR, at its own expense, will secure environmental clearance for NEPA and will prepare design documents with SPONSOR consultant for the PROJECT. No right-of--way acquisition is required. It is anticipated that the City of Dublin will construct Segment 14A of the PROJECT as part of its I-580/Fallon Road Interchange Modification Project. The City of Dublin will be reimbursed for construction of PROJECT by SPONSOR, who will be reimbursed by ACTIA. Segment 14B - I-580 Auxiliary Lane Westbound between Airway Boulevard and Fallon Road -Segment 14B of the PROJECT will construct an auxiliary lane on Westbound I-580 between Airway Boulevard and Fallon Road. It is presently anticipated that no right-of--way will be required for this segment. Segment 14C - I-580 Auxiliary Lane Eastbound between EI Charro Road and Airway Boulevard -Segment 14C of the PROJECT will construct an auxiliary lane on Eastbound I-580 between El Charro Road and Airway Boulevard. This segment is part of the SPONSOR's Eastbound I-580 HOV Lane project. SPONSOR, at its own expense, will environmentally clear, prepare design documents, and construct improvements required for the PROJECT. The $7.715 million in ACTIA funds for this segment were the subject of an exchange for STP/CMAQ funds for the I-238 Widening Project and were approved by the Board in March 2005, with the mutual understanding that SPONSOR shall implement this Segment 14C. Segment 14D - I-580 Auxiliary Lane Eastbound between Santa Rita Road and El Charro Road -Segment 14D of the PROJECT consists of an auxiliary lane on Eastbound I-580 between EI Charro Road and Airway Boulevard. This Segment has been completed as part of the City of Dublin's I-580/ Tassajara Road-Santa Rita Road Interchange Modification Project. See Map of the Project on the Next Page ACTIA No. A08-0003 APPENDIX A-1 PROJECT DESCRIPTION (Including Map) --~_,------._ t._ .r.... , -f.. i .,~ ~ ~ 1 r'O SCA_E ~ ~ ~ ~ `. 1, `ll i 1= _ Qw aY PROJECT 14A w~ PROJECT 14B~ ~ ~"}?ea\~~ 1 ...~.. ~~~ e c t ~~, ~ a on Rd. Net ~alfer ~a`G~~~ '~ r:~ ._ .. .. ..... _....._. ~ _ r .... .-... ._...__...._. ..__._. 'Fdasrnan Rd: .. ._.. _.__.. ._....__! ..... ..'._-." _ ~ KOp'Hawk Rd. Oc as,o I ~~i ""'w c 4 a~'~'% ~ ^ $ `'PROJECT 14D ; PROJECT 14C I ~k,dno~ ng Av°_ ~ ~ o. Blvd ~ ~ ~ (7 ~~"o° LIVE~MORE c~~'~c `,~, usrn r ~ aoooo x yJasl_ Jsek {,ondor Blyd. ~ __ I PI_EASAVTON ~ I ~f nd ~~ - EdfgnglA~fnAsfdarHyhwfy '~ -580 AUXILIARY LANES ~f~ng~.fl !` ._ Propoftl Raadwfy ingravfmfn4 Not to Scale. For conceptual understanding only. ACTIA No. A08-0003 APPENDIX A-2 PRELIMINARY ENGINEERING/ENVIRONMENTAL PHASE DESCRIPTION S~ment B -Preliminary Engineerin~/Environmental Phase Develop the Preliminary Engineering for Segment B of the PROJECT in order to determine environmental impacts. Prepare the appropriate CEQA and NEPA environmental documents and the necessary Caltrans Project Report. It is intended that Caltrans be the Lead Agency on the Environmental Document with all technical reports and draft documents to be prepared by SPONSOR Consultant. ACTIA No. AOS-0003 APPENDIX A-3 DESIGN (PS&E) PHASE DESCRIPTION Segment B - Design (PS&E) Phase Develop and prepare the Plans, Specifications and Estimate for Segment B of the PROJECT. ACTIA No. A08-0003 APPENDIX A-4 CONSTRUCTION (SUPPORT/CAPITAL) PHASE DESCRIPTION Segment A -Construction (Support/Capital) Phase Construct Segment A of the PROJECT. Segment B -Construction (Support/Capital) Phase Construct Segment B of the PROJECT. ACTIA No. 14 - I-580 Aux Lane APPENDIX B-1 PROJECT SCHEDULE Segment 14A ACTIA No. A08-0003 Task Start Finish 05 /06 06/ 07 07/08 08 /09 09/10 10/11 11/12 12/13 13/14 Sco a N/A Prelim En /Environmental 03/06 05/08 Final Desi n PS&E 12/07 09/08 Ri ht of Wa N/A Utili Relocation N/A Construction/Const. En 10/08 10/09 E ui ment Purchase N/A Segment 14B Task Start Finish 05/06 06!07 07 /08 08/09 09/10 10 /11 11 /12 12/13 13/14 Sco a N/A Prelim En /Environmental 06/07 03/09 Final Desi n PS&E 06/08 07/09 Ri ht of Wa N/A Utilit Relocation N/A Construction/Const. En 11/1D 11/12 E ui ment Purchase N/A Segment 14C (Shown for information onlvl Task Start Finish 05/06 06/07 07/08 08/09 09 /10 10 /11 11/12 12/13 13/14 Sco a N/A Prelim En /Environmental 08/01 11/07 Final Desi n PS&E 03/06 07/08 Ri ht of Wa N/A Utilit Relocation N/A Construction/Const. En 08/08 03/11 E ui ment Purchase N/A NOTE: List, advertise and award timeframe for construction are included in Final Design PS&E ACTIA No. 14 - I-580 Aux lane APPENDIX B-2 PRELIMINARY ENGINEERING/ENVIRONMENTAL PHASE SCHEDULE Segment 146 ACTIA No, A08-0003 Task Start Finish 05/06 06/07 07!08 08/09 09/10 10/11 11/12 12/13 13/14 Prelim En ./Environmental 06/07 03/09 ACTIA No. 14 - 1-580 Aux Lane APPENDIX B-3 DESIGN PHASE SCHEDULE ~_.........a ~ i e ACTIA No. A08-0003 vvy,..~ .Task Start Finish 05/06 06/07 07/08 08/09 09/10 10/11 11/12 12/13 13!14 Final Desi n PS&E 06/08 07/09 ACTIA No. 14 - I-580 Aux Lane APPENDIX B-4 CONSTRUCTION PHASE SCHEDULE Segment ~4A ACTIA No. A08-D003 Task Start Finish 05/06 06/07 07/08 08/09 09/10 10/11 11/12 12/13 13/14 Construction/Const. En 10/08 10/09 Segment 14B Task Start Finish 05/06 06/07 07/08 08/09 09/10 10/11 11/12 12/13 13/14 Construction/Const. En 11/10 11/i2 ACTIA No. 14 - t-580 Aux Lane APPENDIX C-1 PROJECT PHASE COST BREAKDOWN ACTIA No. A08-0003 v~y,,,v..Funding Prelim Eng. Finai Design R/W RNV Utilities Construction Equipment Total Source Scoping /Environ. (PS&E) (Support) (Capital) Relocation Design/Build Purchase Commitment Measure B TIER 1 2,500,000 2,500,000 Measure B TIER 2 0 R1P 0 fT1P 0 TCRP 0 RM1 Bridge Tolls) 0 RM-2 0 CMA TI P 0 Other Local 0 Total 0 0 0 0 0 0 2,500,000 0 2,500,000 c~_.-_._..a w w o v~ryn w~~a ,w Funding Prelim Eng. Final Design R/W RNV Utilities Construction Equipment Total Source Scoping /Environ. (PS&E) (Support) (Capital) Relocation Design/Build Purchase Commitment Measure B TIER 1 800,000 700,000 1,186,000 2,686,000 Measure B TIER 2 0 RIP 0 ITIP 0 TCRP 0 RM1 (Bridge Tolls) 0 RM-2 0 CMA TIP 000 354 2 0 354 000 2 Other Local , , , , Total 0 800,000 700,000 0 0 0 3,540,000 0 5,040,000 TOTAL, Segment 14A and 14B 800,000 700,000 0 0 0 6,040,000 0 7,540,000 ACTIA No. 14 - I-580 Aux Lane APPENDIX C-2 PE/ENV PHASE COST ESTIMATE PRELIMINARY ENGINEERING/ENVIRONMENTAL PHASE Segment 14B Description Cost Contracts 735,000.00 Sponsor Staff 65,000.00 Total 800,000.00 ACTlA No. A08-0003 ACTIA No. 14 - I-580 Aux Lane APPENDIX C-3 DESIGN PHASE COST ESTIMATE DESIGN PHASE Segment 14B Description Cost Contracts 630,000.00 Sponsor Staff 70,000.00 Total 700,000.00 ACTIA No. A08-0003 ACTIA No. 14 - I-580 Aux Lane APPENDIX C-4 CONSTRUCTION PHASE COST ESTIMATE ment 14A CONSTRUCTION SUPPORT PHASE Description Cost ContracUCity of Dublin Staff 450 nsor Staff 50 Subtotal 500,000.00 CONSTRUCTION CAPITAL PHASE Description Cost 2,000,000.00 Subtotal 2 :COST 2 ment 148 CONSTRUCTION SUPPORT PHASE Description Cost Contract 254, nsor Staff 100, Subtotal 3: CONSTRUCTION CAPITAL PHASE Description Cost 3,11 Subtotal 3,186 TOTAL CONSTRUCTION SUPPORT/CAPITAL ACTIA No. A08-0003 SE MENT 14A 8~ 148 TOTAL C NSTRUCTIONPHASE COSTS 6,040,000.00 ACTIA No. 14 - I-580 Aux Lane APPENDIX D MEASURE B CASH FLOW REQUIREMENTS Phase 00/01 01/02 02/03 03/04 04/05 05/06 08/07 07/08 06/09 09/10 10/11 Total Sco in Prelim. En ./Environ. Fi l D i 25,000 575,OOD 200,000 0 800,000 na es n PSd,E 200,000 500,000 700 000 Ri ht-of-Wa Su oR , Ri ht-of-Wa Ca itel 0 D Utili RelowOon 0 Construction/Desi n/Build 5,000 1,495,000 950,000 1,086,000 3 536 000 Constructon En ineerin SO,D00 100,000 , , 150,000 Equipment Purchase 0 Total 0 0 0 0 0 30,000 2,070,000 400,000 1,500,000 0 1,186,000 5,186,000 OUTSIDE FUNDING SOURCES !TIMING Fundin Source 00/Ot 01/02 02/03 03/04 04/05 05/06 06/07 07/08 06/09 09/10 10!11 Total Measure 8 -Tier 1 0 State 0 RIP 0 ITIP 0 TCRP 0 RTIP/STIP 0 STIP/FTA 0 STIP Exchan e Brid a Toll Seismic (AB 1171 0 0 RM 1 Brid a Tolls 0 RM 2 CMA TIP 0 0 Federal 0 Fed Bus Re lacement 5309 0 Fed Demo TEA 21 Other Local D TIF ' 0 D C of Oakland 0 Port of Oakland 0 Livermore Traffic Im acl Fee 0 UPRR Funds D BART 0 AC Transit 0 SamVans 0 VTA 0 Letter of Credit LOC 0 Local ROA 0 LopIACFTA 0 TBD 0 CMA 560 Corridor Funds 2.354.000 2,354,000 Measure B -Tier 2 0 Total 0 0 0 0 0 0 0 0 0 0 2,354,000 2,354,000 ACTIA No. AO&0003 TOTAL 0 0 0 0 0 30,000 2,070,000 400,000 '1,500,000 0 3,540,000 7,540,000 APPENDIX E ACTIA No. A08-0003 PERMITS/AGREEMENTS/COORDINATING AGENCIES PERMITS: • Caltrans Encroachment Permit AGREEMENTS: • None at this time COORDINATING AGENCIES: • FHWA • Caltrans • City of Dublin • City of Livermore ACTIA No. A08-0003 APPENDIX F PROJECT RESPONSIBILITY CHECKLIST Not used for this agreement. AlI work is the responsibility of the SPONSOR in coordination with oversight and resource agencies as required for project implementation. EXHIBIT B ACTIA No. A08-0003 ACTIA DEFINITIONS, POLICIES AND PROCEDURES ACTIA DEFINITIONS DEFINITION OF FULL FUNDING FOR PROJECTS AND PHASES PRIOR TO THE EXPENDITURE OF MEASURE B FUNDS This "Def nition of Full Funding for Projects and Phases Prior to the Expenditure of Measure B Funds" has been approved as a new Policy. Please refer to the Policy Section of this document. Definitiox ojF~dl Fvrtdirtg Approved Jvrte 24, 2004 Revised to a Policy March 12, 2007 ACTIA POLICIES DEFINITION OF FULL FUNDING FOR PROJECTS AND PHASES PRIOR TO THE EXPENDITURE OF MEASURE B FUNDS (Revision 1) INTENT The Expenditure Plan requires that a capital project be fully funded before Measure B funds are expended on the project. Some Measure B capital projects are funded with only with Measure B funds while others are funded from a variety of funding sources. These other sources may be comprised of local, state, and federal funds. Non-Measure B funds are classified as Committed Funds orNon-committed Funds. The intent of the Policy is to define the requirements for funding prior to the use of Measure B funds. POLICY Capital Projects included in the Expenditure Plan shall be considered "fully funded" if they have funding plans that meet the Funding Criteria below. For Capital Projects, the Sponsor's commitment to provide funding for all Project shortfalls is incorporated in their Funding Agreements with ACTIA. No additional commitment language is required. Phases of Capital Projects will be considered a "fully funded phase" by meeting the requirements of Funding Criteria A or B prior to receiving an allocation of Measure B funds for the phase. Language within the Project Specific Funding Agreement defines the actions required if a phase loses its full funding during development. The Sponsor commitment for additional funds is incorporated in their Funding Agreements with ACTIA. Funding Criteria ACTIA Capital Projects and Phases are considered "Fully Funded" if their Funding Plan meets one of the following Criteria: A. Funded totally by ACTIA with a commitment from Sponsor for additional funds to cover project overruns beyond the Measure B amount. B. Funded from ACTIA plus other Committed Funds, with commitment from Sponsor for additional funds to cover project overruns beyond the Measure B amount. Definitions Non-Measure B funds are classified as Committed Funds as follows: Committed Funds are funds that are committed by the agency with discretionary authority over the funds to the specific capital project by ordinance, resolution, Capital Improvement Plan (CIP) or Strategic Plan. State Committed Funds are arty funds allocated by the California Transportation Commission (CTC). Federal Committed Funds are funds authorized by the Federal Highway Administration (FHWA) or Federal Transit Administration (FTA). State and Federal Committed Funds may be through the adoption of the Federal Transportation Improvement Program (TIP) or the Regional Transportation Definition Full Funding Approved Jrrne 24,1004 Revision 1 to Full Funding Policy Approved March 22, 2007 Program (RTP). Committed Funds include those funds that are programmed in these documents, but not necessarily allocated. Funds that are anticipated for the specific capital project in a long-range planning document such as the Countywide Transportation Plan (CWTP) or from a State or Federal funding source in the future beyond the sources' committed funding cycle are also considered Committed Funds. Definition Full Funding Approved June 24, 2004 Revision I to Full Funding Policy Approved March 22, 2007 POLICY ON ELIGIBLE COSTS (Revision No. 1) INTENT ACTIA Capital Projects funds are intended for use in delivering PROJECTS requested by SPONSORS as described in the "Alameda County's 20-Year Transportation Expenditure Plan" (PLAN). These PROJECTS are delivered through the cooperative efforts of the SPONSOR and ACTIA. ACTIA will limit the costs that are eligible for reimbursement to those costs directly related to the PROJECTS and assure that the SPONSOR is providing efficient oversight and management of the PROJECT. The following POLICY therefore limits the costs that are eligible for reimbursement by ACTIA. POLICY Costs submitted to ACTIA for reimbursement are considered. Eligible Costs if they meet the following criteria for specific Phases of the PROJECT: Scoping /Preliminary Engineering /Environmental Document Phase ACTIA funds are eligible to reimburse expenses incurred for SPONSOR staff and consultants for activities necessary to scope the PROJECT, to do preliminary engineering and to finalize and approve the appropriate environmental document for the PROJECT. Plan, Specification and Estimate (PS&E) Phase ACTIA funds are eligible for the PS&E Phase to reimburse expenses incurred for SPONSOR staff and consultants for design activities necessary to prepare final PS&E for bid and for services necessary to advertise and award the PROJECT for the scope identified in the PLAN or as later identified in the environmental document. If the SPONSOR wishes to include items of work not covered under the description of PROJECT, the cost for including the additional work shall be segregated and the cost borne by the SPONSOR from non-ACTIA fund sources. Items of work that would fall into this area would be the correction or betterment ofpre-existing non-transportation related items. Right-of--Way Acquisition Phase ACTIA funds are eligible for expenses incurred for SPONSOR staff and consultants for all activities related to right-of--way, advanced right-of--way, and hardship acquisitions. Right-of--way activities involved with property not necessary for the PROJECT shall be at the expense of the SPONSOR where these costs can be determined. If any excess right-of--way is sold, or otherwise disposed of, the value of such property shall be returned to ACTIA based on the prorated percentage of funds ACTIA contributed to the purchase of the property. Policy Regarding Eligible Costs ApprovedApri! 19, 2001 Revision Na. 1 Approved February 22, 2007 If condemnation procedures are required to obtain access to right-of--way, ACTIA will consider the required deposit as an eligible cost and reimburse the SPONSOR upon request. If the amount of ACTIA reimbursement to the SPONSOR is higher than the ACTIA share of the amount of settlement in the final order of condemnation, the SPONSOR shall pay ACTIA the difference between the amount reimbursed and the ACTIA share of the amount settled plus the ACTIA share of the interest accrued to the deposit account. Property acquired for the PROJECT using ACTIA funds shall be available for project construction within ten (10) years of ACTIA reimbursement to the SPONSOR. If, after ten (I O) years, the property has not been utilized for construction of the PROJECT, the SPONSOR shall reimburse ACTIA for its proportional share of the fair market value of the property, based on the net proceeds from the sale of the property or an appraisal of the property conducted at no cost to ACTIA, within one (1) year after the expiration of this ten (10}-year period. Ifright-of--way is acquired for the PROJECT and is not utilized for PROJECT purposes because the PROJECT is removed from the PLAN, ACTIA shall be reimbursed its proportional share of the fair market value of the property, based on the net proceeds from the sale of the property or an appraisal of the property conducted at no cost to ACTIA, within one (1) year from the time the PROJECT is removed from the PLAN. Utility Relocation Phase ACTIA funds are eligible to reimburse expenses incurred for SPONSOR staff, consultants, contractors and suppliers for all Utility Relocation work directly related to the PROJECT as described in the appropriate Project Specific Funding Agreement (SPECIFIC AGREEMENT). Construction Phase ACTIA funds are eligible to reimburse expenses incurred for SPONSOR staff, consultants, contractors and suppliers for all construction expenditures on the PROJECT that are part of the scope of work agreed to by ACTIA. ACTIA funds are eligible for reimbursement of SPONSOR'S management oversight expenses associated with the construction of the PROJECT. SPONSOR may include additional work beyond the scope of work for the Measure B PROJECT at their expense. These costs will be segregated from the other item work expenses and paid for with non-ACTIA funds. Items of work within the scope, but utilizing more expensive than standard treatment, such as specialized lighting standards and signs, more elaborate landscaping, specialized treatment on the face of soundwalls/retaining walls, and specialized sidewalk/hardscape treatments will be eligible for reimbursement only if they are agreed to in advance and no additional ACTIA funds are required. Proposed contract change orders that may arise once the contract has been awarded will be reviewed on a case-by-case basis by ACTIA for approval to be reimbursed with ACTIA funds. ACTIA will require written approval of such change orders over $25,000 (unless the ACTIA Board approves otherwise through the SPECIFIC AGREEMENT). Policy Regarding Eligible Costs Approved Apri119, 2001 Revision No. 1 Approved February 12, 2007 Rolling Stock and Equipment Acquisition Rolling stock purchased by SPONSOR and reimbursed by ACTIA shall remain in the SPONSOR fleet for a minimum of five (5) years. If the rolling stock is removed from the fleet prior to the stated five years, SPONSOR shall notify ACTIA as to the disposition of the rolling stock. If the rolling stock is sold and the receipts of the sale are not used to purchase replacement rolling stock, the proceeds from the sale shall be returned to ACTIA for future use on the PROJECT. SPONSOR shall prepare and submit to ACTIA for approval, prior to the beginning of service, an operations schedule indicating the frequency, vehicle type and operating hours of the rolling stock purchased by SPONSOR for the PROJECT. The rolling stock used in this service will be the type as that purchased with ACTIA funds, but may not be the exact vehicles due to the need to rotate vehicles in the fleet. The approved service level shall be maintained, as a minimum, for five (5) years. In the event that the minimum service level is not maintained, SPONSOR shall reimburse ACTIA for its share of the reduced service based on vehicle needs for the reduced service and the salvage value of the rolling stock purchased by SPONSOR and reimbursed by ACTIA. Specialized equipment required for the PROJECT may be eligible for reimbursement with ACTIA funds. Specialized Equipment must be identified in an executed SPECIFIC AGREEMENT in order to be eligible. Bonding Costs If the ACTIA Board determines that it is in the best interest of the PLAN to sell bonds, or otherwise incur financing costs to develop PROJECTS, the cost of bonding and financing, including interest payments, shall be considered a PLAN cost and shall be identified in the ACTIA Strategic Plan as the first priority repayment. If a SPONSOR wishes to independently Bond or use other approved borrowing programs, ACTIA funds are eligible to reimburse expenses incurred by SPONSOR staff and consultants and for payments and the associated cost of financing that is required to provide the financing for the PROJECT. Exchanging ACTIA Funds ACTIA funds may be exchanged through Exchange Programs recognized by ACTIA on a case by case basis. Any exchange of ACTIA funds will be recognized in the appropriate SPECIFIC AGREEMENT prior to reimbursement. SPONSOR Staff Costs Costs for SPONSOR staff dedicated directly to management or development work on the PROJECT will be eligible for reimbursement. Hourly wages and fringe benefits for SPONSOR staff will be reimbursed based on the audited fringe benefit rate supplied by the SPONSOR. ACTIA will review and approve an approved fringe benefit rate based on the SPONSOR supplied documentation. Approved fringe benefit rates will be set forth in the SPECIFIC AGREEMENT, but in no case will fringe benefits of more than 70% of hourly wage be approved. Policy Regardixg Eligible Costs Approved April 19, 1001 Revision No. 1 Approved February 22, 2007 ACTIA PROJECT Support Requested by SPONSOR If requested by SPONSOR, ACTIA will provide support staff and/or consultant support to coordinate PROJECT. Costs for these services will be considered as ACTIA eligible costs and reimbursed to ACTIA from funds for PROJECT. These services shall be included in the SPECIFIC AGREEMENT. Miscellaneous Costs The costs of fees from other agencies, including permit fees, or reimbursement for review or oversight costs needed for the PROJECT are eligible costs. However, the cost of permits or fees from the SPONSOR will not be eligible. Utility relocation costs are eligible for reimbursement according to previous agreements establishing rights for those utilities. The"costs for specialized equipment for testing, analysis or production of documents for project- related work are also eligible. Direct costs, such as reproduction, shipping, mileage and long distance calls, will be considered for reimbursement if they can be independently documented as directly relating to PROJECT delivery. Air travel and overnight stays are not eligible unless prior approval is obtained from ACTIA. General Exclusions Cost that are not directly related to the completion of the PROJECT, as described in the PLAN or as later modified by the Environmental Document, or SPECIFIC AGREEMENT, will not be eligible for reimbursement with ACTIA funds. Annual expenses incurred for maintenance of the PROJECT shall be borne by the SPONSOR from other fund sources. Policy Regarding Eligible Costs Approved Apri! 19, 2001 Revision No. 1 Approved Febr7~a~y 22, 2007 POLICY REGARDING THE DEFINITION AND USE OF EXCESS REVENUES AND UNUSED FUNDS Excess Revenues Excess Revenues are those funds that exceed the funding shown in Alameda County's 20-year Transportation Expenditure Plan {PLAN). Excess revenues can come from higher than expected receipts or lower than expected project costs. Excess revenues are programmed annually in the ACTIA Strategic Plan based on geographic equity and the following priorities: 1. Meet the unanticipated needs of Tier 1 projects over the PLAN amount. 2. Address gaps in Special Transportation Service for seniors and People with Disabilities. 3. Fund Tier 2 projects. Unused Funds Unused Funds are those funds that become available should a planned project become infeasible, unfundable or funded by others due to circumstances unforeseen at the time of the PLAN preparation. Unused Funds will be programmed to another project in the same planning area with the approval of a majority of the cities (and County for unincorporated areas) representing a majority of the population in the planning area. Any project eligible for funding must be in the PLAN. The PLAN may be amended by a two- thirds vote of the ACTIA Board. All jurisdictions within the County will be given a minimum of 45 days to comment on the proposed PLAN amendment. Policy Regarding Definition/Use Excess Rev/Unused Farads Approved December 6, 2001 POLICY REGARDING ACTIA FUNDS SPENT OR ALLOCATED TO PROJECTS THAT ARE LATER REMOVED FROM THE PLAN. INTENT It is the intent of ACTIA to fund projects shown in Alameda County's 20-year Transportation Expenditure Plan (PLAN) in accordance with the limitations set forth in the PLAN. In the event that PLAN projects cannot be delivered for any reason, the equitable close out of the project is contained in this Policy. POLICY Where more than ACTIA funds are required to complete a project, SPONSOR shall secure additional funding. In the event that SPONSOR cannot secure additional funding, and/or the scope of a project cannot be reduced to meet the available funds and still conform to the PLAN requirements, or where SPONSOR does not meet the delivery schedule and a project is removed from the PLAN, SPONSOR and ACTIA agree to share expenditures on eligible costs to date on the following basis: Costs expended to Scope a project shall be considered reimbursable costs and shall be paid for in total by ACTIA. a. The amount of these costs shall be limited by agreement prior to the expenditure of such funds, and are genera]ly limited to no more than 10% of the ACTIA participation. b. Tasks under this PHASE shall be limited by agreement to those tasks necessary to determine the scope and funding requirements of a project. 2. Costs expended for any PHASE beyond the Scope PHASE shall be shared on a proportionate share basis. Each proportionate share shall be based on the proposed ALAN capital expenditures. The ACTIA proportionate share of eligible costs shall be calculated based on the percentage anticipated in the PLAN or that developed in the Scope PHASE as discussed above. The formula shall be as follows: ACTIA Funds in PLAN (97/98 dollars) ACTIA Proportionate Share = Total Project Cost in PLAN (97/98 dollars) X Eligible Costs The remainder of the eligible costs shall be the SPONSOR's Proportionate Share. In the case where "Other Funding Sources" amounts are shown in the PLAN as "tbd" (to be determined) then the formula shall be altered in the SPECIFIC AGREEMENT with the SPONSOR to reflect proportionate risk and the proposed size of the particular project. In the event that funds have been expended prior to the removal of a project from the PLAN, the proportionate shares shall be calculated as indicated above. If the ACTIA proportionate share is less than the amount of ACTIA funds paid to SPONSOR, SPONSOR shall reimburse ACTIA the Policy Regarding Projects Removed from the Plan Approved December 6. 2001 amount paid to SPONSOR in excess of the ACTIA proportionate share. If the ACTIA proportionate share is more than the amount of ACTIA funds paid to SPONSOR, ACTIA shall reimburse SPONSOR subject to the following limitations: • In no case, shall the ACTIA proportionate share exceed the amount specified in the PLAN as escalated by the terms of the Master Project Funding Agreement. • In no case, shall ACTIA reimburse SPONSOR for more than SPONSOR'S actual out of pocket eligible costs. Policy Regrading Projects Removed from the Plan Approved December 6, 2001 POLICY REGARDING PROGRAM FINANCING COSTS INTENT ACTIA wishes to implement alI of the PLAN projects as soon as possible. In order to do this, demands for funds may temporarily exceed income during the duration of the Program. In order to meet these demands, ACTIA may borrow against future income. Should this become necessary, the cost for such financing shall be attributed to Capita] Projects included in the PLAN and any PLAN programmatic expenditures requiring advanced funding. POLICY It is difficult if not impossible to determine which projects are using borrowed funds and which projects are using accumulated income. In order to simpli:Cy and provide equity to all SPONSORS, the following policy shall be used. If the ACTIA Board determines that it is in the best interest of the PLAN to sell bonds, or otherwise incur financing costs to develop projects, the cost of bonding and financing, including interest payments, shall be considered a PLAN cost and shall be identified in the ACTIA Strategic Plan as the first priority repayment. The financing costs will reduce the overall funding level available to be distributed to all projects. If Programmatic Expenditures in the PLAN require the advancement of funds, funds shall be repaid to ACTIA with interest. Interest shall cover the specific Programmatic Expenditure share of financing costs and interest. Policy Regarding P~ngittm Financing Casts Approved December 6, 2001 POLICY REGARDING THE TIMELY USE OF ALLOCATED MEASURE B FLJNDS FOR CAPITAL PROJECTS (Revision No. 1) PURPOSE The Alameda County Transportation Improvement Authority (ACTIA) intends to maxirnize the benefits to the transportation system in Alameda County resulting from Measure B, and to have those benefits realized as soon as possible. While project sponsors are responsible for individual project management and administration, ACTIA is responsible for the management of the; overall Measure B capital projects program. At some point, it is expected that ACTIA will need to secure financing to back its funding commitment to capital project delivery schedules. The amount and timing of such financing will have a significant effect on the cost of financing, and the cost of financing will directly reduce the amount of funding available for capital Irojects. The intent of the timely use of allocated funds policy is to encourage project sponsors to request allocation amounts in the fiscal years that reflect the anticipated draw down of Measure F3 funds. This will allow ACTIA to maintain and manage an overall schedule of commitments for the Measure B capital projects program. TIMELY USE OF FUNDS FOR PROJECT DEVELOPMENT EXPENDITURES Allocated amounts for the scoping, preliminary engineering/environmental studies, final design, right-of--way support, right-of--way capital, and utilities phases must be drawn down by thf; end of the second fiscal year following the fiscal year in which the funds are allocated. No reimbursements for the scoping, preliminary engineering/environmental studies, final design, right-of--way support, right-of--way capital, and utilities contracts will be made until ,ACTIA receives copies of all contract documents and the Sponsor's approved board action or resolution awarding the contract for which ACTIA reimbursement is requested. TIMELY USE OF FUNDS FOR CONSTRUCTION CAPITAL EXPENDITURES Allocated amounts for construction capital and equipment purchase must be encumbered by the award of a contract within 18 months of the date of allocation. Allocated amounts for the construction, construction engineering and equipment purchase phases must be drawn down within 12 months of the date of contract acceptance. No reimbursements for construction, construction engineering or equipment purchase contracts will be made until ACTIA receives an award package including copies of all contract documents and the Sponsor's approved board action or resolution awarding the contract. EXTENSION REQUEST Once funds are allocated, project sponsors may request aone-time extension to each of the deadlines described above. One-time extension requests must include justification :For the extension, including a current project schedule by phase, and an explanation of any changes in the schedules since the approval of the allocation application. Allocation extensions slhall be Limited to 12 months. Policy Regarding Timely Use ojA(Iocated Fimds Approved April 22, 2004 Revision No. I Approved May, 2005 Unexpended portions of allocated amounts that fail to meet the deadlines, or extended deadlines, described above are subject to ACTIA's policies and procedures regarding unused funds. Unexpended portions of allocated amounts remaining after final reimbursement of an allocated phase prior to scheduled deadlines are returned to the project's programmed balance without an escalation adjustment. Timely Use of FY 2002-03 Measure BAllocations -Funds allocated in the FY 2002-03 Strategic Plan will expire at the end of FY 2005-06 and any unused allocations will be returned to the Project's Programmed Balance, unescalated. Policy Regarding Timely Use of Allocated Funds Approved April 11, 2004 Revision No. 1 Approved May, 2005 POLICY REGARDING THE TIMING LIMITATION FOR ENVIRONMENTAL APPROVAL (Revision No. 1) INTENT The ACTIA adopted "Alameda County's 20-year Transportation Expenditure Plan" (PLA.N) contains provisions for geographic equity. Projects which cannot clear the Environmentalf Approval process or cannot do so in a timely manner are subject to deletion under the PLAN by declaring the unencumbered funds as "unused funds". Unused funds are returned to the geographic area thereby maintaining the geographic equity included in the PLAN. The PLAN establishes a deadline for environmental approval for each PROJECT that recf;ives Measure B funding. Approval is defined as the issuance of a Categorical Exclusion (CE), a Finding of No Significant Impact (FONSI) or the filing of the Record of Decision (ROD) for NEPA documents and the Notice of Determination (NOD) or Notice of Exemption for C>~;QA documents. That deadline is April 1, 2007, however the PLAN includes provisions for one-year extensions to the deadline, if approved by the ACTIA Board. The intent is to assure continued "due diligence" by the SPONSOR to secure environmental clearance. POLICY This policy is to clarify the requirements for one-year extensions. Projects that are dependent on other projects not managed by SPONSOR or are substantially rescoped to match changed conditions may be granted automatic one year extensions through Apri12011. After that time, SPONSOR must make application to the Board for additional extensions. In the event that the Administrative Draft Environmental Document has not been submitted for review by April 2007, no time extension will be recommended by staff unless one of the following conditions is met. 1. A time extension of one year may be recommended for projects where the SPONSOR has started the environmental process, and has worked diligently on critical items in an ACTIA-approved project schedule showing initial completion before Apri12007. 2. Projects with an original ACTIA-approved schedule starting the Environme;ntal Document prior to April 2003 and showing environmental approval after April 2007 shall automatically be recommended for extensions to the year of scheduled approval Projects not meeting the criteria above are required to make direct application to the ACTIA Board to justify any time extensions. In the event that the Board does not l;rant any time extensions, Staff will recommend that the project be deleted from the PLAN. Policy Regcuding Time Limit for Environmental Clearance Approved December 6, 2001 Revision No. /Approved March 22, 2007 POLICY REGARDING TRAFFIC SIGNAL ENHANCEMENT ON MEASURE B FUNDED CAPITAL PROJECTS The Alameda County Transportation Improvement Authority (ACTIA) and its project sponsors recognize that certain traffic signal design features may provide benefit to pedestrian/bicycle and transit mobility. Therefore, ACTIA encourages project sponsors to include the following elements into Measure B-funded capital projects and the costs are eligible for reimbursement with Measure B funds. • Audible Pedestrian Signals • . Adjustable Pedestrian Timings • Emergency Vehicle Pre-emption. The above features may be incorporated into the traffic signal design at the discretion of project sponsors and any participating agencies. In the request for capital project reimbursement, the sponsor shall indicate whether these features were considered for inclusion in the project and the f nal decision of inclusion of these three signal elements in the project shall rest with the project sponsor. Project sponsors may also propose other features which would assist in the improvement of pedestrian, bicycle and transit mobility. Such features may include but are not Limited to the following: • Transit priority treatments • Queue jumper lane • Pedestrian countdown clocks • Lighted crosswalks • Traffic calming strategies • Enhanced crosswalk pavement markings (such as ladder crosswalks) • Other treatments as appropriate. These and other appropriate design features will be evaluated on a case by case basis and may be deemed eligible for reimbursement. Should ACTIA chose not to reimburse such features, it shall do so in writing to the project sponsor and shall provide a copy to the Citizens Advisory Committee. Andible Pedestrian Signal Project Sponsors are encouraged to consider the inclusion of audible features on Measure B- funded Capital Projects that involve installation of new signals or modification existing traffic signals. The Authority will consider the costs for implementing this policy as allowable eligible costs for reimbursement. As part of the request for funding reimbursement process, Project Sponsors will indicate whether or not audible pedestrian signals were considered. Policy Regarding Traffic Sigtzal Enhancement Approved September 16, 2001 Adjustable Pedestrian Timing On Measure B-funded Capital Projects that involve installation of new signals or modification of existing traffic signals, ACTIA encourages the Project Sponsor to consider the various mc;thods of adjustable pedestrian timing for implementation where the Project Sponsors deems adjustable pedestrian timing appropriate. Adjustable pedestrian timing installations will be considered as eligible costs for reimbursement by ACTIA. As part of the request for funding reimbursement process, Project Sponsors will indicate whether or not adjustable pedestrian timing was considered. Emergency Vehicle Preemption On Measure B-funded Capital Projects that involve installation of new signals or modification of existing traffic signals, Project Sponsors are encouraged to consider the installation of emergency vehicle preemption devices on the signals. Emergency vehicle preemption equipment (reception devices on the traffic signals and emitters on the vehicles) will be considered as eligible costs for reimbursement by ACTIA. As part of the request for funding reimbursement process, Project Sponsors will indicate whether or not emergency vehicle preemption was considered. Transit Priority Treatments The Authority does not have a policy to encourage transit priority treatments on all signals because the issues of effectiveness and technology are still being studied on pilot projects. However, on the appropriate Measure B funded Capital Projects, the Project Sponsor will be encouraged to consider transit priority. Transit priority equipment (reception devices on the traffic signal and emitters on the buses) will be considered as eligible costs for reimbursement by ACTIA. Queue Jumper Lanes The Authority does not have a policy to encourage queue jumper lanes on all signals at this time, since the cost ramifications may be substantial. Staff will encourage Project Sponsors to discuss the potential for queue jumper lanes with the appropriate transit agencies during project development. If the Project Sponsor and the transit agency agree to include queue jumping; elements in the project, the Authority will consider the costs for implementing this policy as allowable eligible costs for reimbursement. Police Regarding Ti•a~c Signal Enhancement Approved September 26, 2002 Table 1 List of Measure B Capital Projects Where the Proposed Policies May Apply ACTIA Number ACTIA Capital Project Name ACTIA Capital Project Sponsor 2 BART Extension to Warm S tin s BART 3 BART Oakland Ai ort Connector BART 4 Downtown Oakland Streetsca e Im . Ci of Oakland 6 Union Ci Intermodal Station Ci of Union Ci 7 Tele ra h Corr. Bus Ra id Transit AC Transit 9 Iron Horse Bic cle Ped and Transit Rte Ci of Dublin l OA I-880Broadwa -Jackson I/C -Phase 1 Ci of Alameda ] OB I-880Broadwa -Jackson UC -Phase 2 Ci of Alameda 11 I-880/Washin ton Avenue I/C Ci of San Leandro 12 I-580 Interchan a Im . In Castro Valle Alameda Coun 13 Lewellin E. Lewellin Ave. Widenin Alameda Coun 15 1-880/SR 92 Reliever Rte - Clawiter I/C Ci of Ha ward 16 Oakland Local Streets and Roads Ci of Oakland 17 Hes erian Blvd/Lewellin Ave Widenin Ci of San Leandro 18 West ate Extension Ci of San Leandro I9 E. 14` St/Hes erian Blvd/150` St Im Ci of San Leandro 20 Newark Local Streets Ci of Newark 21 1-238 Widenin Caltrans 23 Isabel-Route 84/I-580 UC Ci of Livermore 24 Route 84 Ex resswa Cit of Livermore 25 Dumbarton Corridor Ci of Newark Policy Regarding Tia~c Signa! Enhancement Approved September 26, 2002 ACTIA PROCEDURES MEASURE B CAPITAL PROJECTS FUNDING PROCEDURE SUMMARY The following summary outlines the process for funding ACTIA Capital Projects. It begins with the programming process and ends with the reimbursement process. It is intended to provide an understanding of how projects are funded from the initial programming in the Expenditure Plan through the final reimbursement to Sponsors at the completion of the project. The following steps track the programming and reimbursement process: 1. Programming of funds -The Expenditure Plan contains the initial programmed amounts for capital projects in 1998 dollars. 2. Initial programmed amounts are updated to the beginning of the Program (2002) -This is accomplished by multiplying the initial programmed amounts by the change in the California Highway Construction Cost Index (CCI) from 1998 to 2002 (1.2348); thus creating the programmed amount. 3. Breakdown programmed amounts by phase and by year -The Project Sponsor provides the programmed amount breakdown by phase and year during the development of the yearly update of the Strategic Plan, If the breakdown indicates that a phase will begin in the fiscal year of that Strategic Plan update, funding of the phase is considered "requested" and is included in the Draft Strategic Plan update. A confirming letter is sent to Sponsor. 4. Allocated amounts are developed based on the confirmation letter discussed above. Adjustments are made to the Final Strategic Plan Update to reflect Sponsor agreement on the allocated amounts. Allocated amounts can be modified throughout the fiscal year if requested by the project sponsor. If the allocation request shows that a phase will begin during that Strategic Plan update year and continue over multiple years, the entire phase is allocated in the years requested and subtracted from the programmed amount balance. The use of Allocated funds is subject to the ACTIA's Timely Use of Allocated Funds Folicy. The programmed amount balance for a given capital project is reduced during a given fiscal year by any amounts allocated during that fiscal year's Strategic Plan process. The ending programmed amount balance for a given fiscal year is adjusted by the Program Escalation Factor (PEF) using the California Highway Construction Cost Index (CHCCI) to become the beginning programmed amount balance for the following fiscal year. The beginning programmed amount balance for a given fiscal year is the amount still available for allocation for future years. 6. Funding Agreements authorizing the expenditure of ACTIA funds are created to allow Sponsors to be reimbursed for eligible costs on a phase of the project. Agreement amounts are limited by the amount allocated for the phase and reimbursement is limited by year. The agreement may contain separate amounts for reimbursement of contract costs, Sponsor costs and ACTIA services. Agreements amounts are subtracted from the allocated amounts leaving an allocated amount balance. Procedure Measttt•e B Capital Projects Fu»ding Approved June 24, 2004 7. Allocation adjustments -Allocated amounts maybe adjusted at any time, but program escalation adjustments are not made beyond the initial year of allocation. Adjustment of the allocated amount is possible in two ways. First, if requested by the Sponsor, the ACTIA Executive Director has the authority to adjust allocation amounts between phases of a project subject to assurance that moving allocations from one phase to another will not adversely affect the project delivery. The second adjustment is to request a Strategic Plan Amendment for ACTIA Board approval to adjust the total allocated amount. If this action results in a lower allocation amount, the un-allocated amounts are returned to the programmed amount balance in the year they are un-allocated without program escalation being applied. 8. Sponsor reimbursement -Sponsors may incur eligible costs on projects either by separate ACTIA Board authority authorizing the Sponsor to incur eligible costs prior to executing a funding agreement or by executing a funding agreement. Eligible costs will be reimbursed after a funding agreement is executed for eligible staff and eligible contract costs. 'The Sponsor is required to submit a request for reimbursement for each phase of the work. 9. Agreement amount balance -Reimbursed eligible costs are subtracted from the agreement amounts leaving the agreement amount balance. Procedure Measure B Capitol Projects Funding Approved June 14. 2004 ACTIA No. A08-0003 EXHIBIT C REQUEST FOR REIMBURSEMENT FORMS AND INSTRUCTIONS ACTIA No. AOS-0003 ACTIA EXPENDITURE REPORTING REQUIREMENTS FOR CAPITAL PROJECTS The Measure B Expenditure Plan approved by the voters in November 2000, requires reporting related to capital expenditures of Measure B revenues, whether the expenditures are incurred directly by Alameda County Transportation Improvement Authority (ACTIA) or by a SPONSOR seeking reimbursement. Measure B includes provisions for reporting expenditures to a Citizens Watchdog Committee as a means of accountability. The Authority's contracting practices and policies require that capital expenditures be tracked at the individual vendor Level including sub-consultants and sub-contractors. Prime consultants and contractors that have agreements directly with ACTIA project sponsors will be required to submit summaries of expenditures showing invoiced amounts for each individual vendor along with paid-to-date amounts for each attached to their invoices. ACTIA has prepared contract language for SPONSOR's use to include these requirements in contracts. This information is available through the contacts listed below. In addition to invoices showing expenditures by phase and task, SPONSORS and vendors will be required to submit monthly or quarterly reports regarding the project status. The following forms and instructions must be used by SPONSORS in requesting reimbursement. Deficient submittals will be returned to the SPONSOR or vendor for correction and re-submittal. The following fonns and instructions are requirements for reimbursement of costs incurred on ACTIA funded projects. If you have any questions regarding these forms and their use, please contact the Project Control Team at 510-893-3347. PSFA for ACTIA 14 FINAL A08-0003 (sg 2008-0826) Issued: 12/16/03 Rev 3: 06/10/08 ACTIA PROJECT REIMBURSEMENT PROCEDURE Reimbursement of SPONSOR eligible costs is contingent upon meeting the terms indicated in the respective funding agreements. The following procedures should be adhered to in order to expedite the reimbursement process. Each funding agreement addresses the project phase funded by ACTIA and the different funding conditions. The following procedures are provided to address these conditions. In the event that unique conditions occur, please contact your ACTIA Project Manager for assistance prior to submittal. Keep in mind that it is the goal of this process to allow ACTIA to track the cost and LBE/SLBE participation for each Contract for each PHASE (as defined in the Agreements) of your project and provide adequate backup information to assure ACTIA that the costs being submitted for reimbursement meet ACTIA's Eligible Cost criteria. Prior to submittal of a Request for Reimbursement (FORM 5), SPONSOR submits a Vendor Contract Phase Information Form (FORM 3) and/or Sponsor Staff Approval Form (FORM 1) to ACTIA for approval. After completing Step 1, SPONSOR can then submit a Request for Reimbursement (FORM 5) for each phase, supported by Sponsor Costs (FORM 2) and/or Vendor Costs (FORM 4) for each contract, including a Project Phase Progress Report (FORM 6). Note: 1. FORM 1 must be approved by ACTIA prior to reimbursement of expenditures shown on FORM 2. 2. FORM 3 must be approved by ACTIA prior to reimbursement of expenditures shown on FORM 4. Instructions and examples for each FORM follow. Issued: 12/16/03 Rev 3: 06/10/08 FORM 1 SPONSOR STAFF APPROVAL FORM INSTRUCTIONS The Sponsor Staff Approval Form will be submitted prior the initial Request for Reimbursement. If there is any change in the status of an employee or the addition of an employee to the project, a revised Sponsor Staff Approval Form must be submitted for approval prior to the submittal of subsequent Request for Reimbursements. Sponsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA and the SPONSOR for which the Request for Reimbursement is being made. Address -The address of the SPONSOR where correspondence and payments are to be sent. Contact Name -Contact person for the SPONSOR to answer questions and coordinate processing of the requests. Phone No. -Phone number of SPONSOR contact person. E-mail - E-mail address of SPONSOR contact person. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTIA Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Employee Name -List the names of all SPONSOR employees (last name first) who may be charging hours to the project. This should include all employees providing reimbursable functions regardless of their management level. If an employee's hourly rate is adjusted, a separate line should be used to report each hourly rate paid during the period reported. Thereafter, the latest two hourly rates should be reported. Title -List the title of each employee. Hourly Rate -List the base hourly rate of each employee. Fringe Benefits -List the Fringe Benefits rate (salary burden only, not to include overhead costs} on an hourly basis for each employee. Sponsor Fringe Benefit Rate -This column has a formula that calculates the fringe benefit percentage of the employee's hourly rate (Fringe Benefits/Hourly Rate=Sponsor Fringe Benef t Rate}. (This cell has a formula which will make the calculation.) Max. Fringe Benefit Allowed -List the Maximum Fringe Benefit Allowed for each employee as defined in the Funding Agreement. This is generally 50% unless exception has been made in the Project Specific Funding Agreement. Agreed Reimbursement Rate -The Agreed Reimbursement Rate is calculated by multiplying the Hourly Rate by either the Sponsor Fringe Benefit Rate or the Maximum Fringe Benefit Allowed. If the Sponsor Fringe Benefit Rate is less than the Maximum Fringe Benefit allowed, the Agreed Reimbursement Rate will be the Hourly Rate multiplied by the Sponsor Fringe Benefit Rate. If the Sponsor Fringe Benefit Rate is greater than the Maximum Fringe Benefit Allowed, the Issued: 12/] 6/03 Rev 3: 06/10/08 FORM 1 Agreed Reimbursement Rate will be the Hourly Rate multiplied by the Maximum Fringe Benefit Allowed. (This cell has a formula which will make the calculation.) Role on the Project -Describe each employee's participation on the project phase. For senior management charges expected to be reimbursed, the role description is extremely important. Senior management will only be approved for reimbursement if the role description is consistent with the ACTIA Policy on Eligible Costs. Period Effective -This is the period the Agreed Reimbursement Rate and Role on Project are effective. If there is a change in the Role on Project or Agreed Reimbursement Rate, the current Role on Project or Agreed Reimbursement Rate and the previous Role on Project or Agreed Reimbursement Rate will be listed so that each employee has no more than two listings. ACTIA Approval -Once the form has been reviewed and approved by ACTIA a signed form will be returned to the Sponsor. ACTIA may require additional information for approval of senior management charges on ACTIA funded phases. Reviewer's Comments -This box is for ACTIA's use only. Issued: 12/16/03 Rev 3: 06/10/08 FORM 2 SPONSOR COSTS INSTRUCTIONS The Sponsor Costs include direct staff costs and other direct non-contract costs charged to the project phase. S onsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA and the SPONSOR for which the Request for Reimbursement is being made. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTIA Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Phase - One of the following as defined in the Funding Agreement being reported: • Scoping - A phase set up specifically for projects without adequate definition to develop an overall project delivery plan for all phases. Scoping efforts, and costs, are typically authorized independently of other phases. Preliminary Engineering/Environmental Studies -This phase includes the engineering and planning efforts necessary to develop the project scope, including details sufficient to support the assessment of impacts necessary to secure environmental approval and to develop a plausible schedule and cost estimate. These efforts may include conceptual engineering, preliminary engineering, technical studies and preparation of environmental document. • Final Design -This phase includes the detailed engineering required to prepare a final, signed set of plans, specifications and estimates (PS&E). Design work for Design-Build projects is not reported here. • Right of Way Support -This phase includes the labor efforts required to acquire the rights of way necessary to advertise and construct the proposed improvements. These efforts include appraisals and legal support. • Right of Way Capital -This phase includes the non-support costs incurred to acquire the rights of way necessary to advertise and construct the proposed improvements, including easements, title reports, insurance, etc. Labor costs associated with acquiring rights of way should be included in the Right of Way Support phase (described above). • Utilities -This phase includes all costs associated with the protection and/or relocation of utilities necessary to advertise and construct the proposed improvements. • Construction Capital -This phase includes non-support costs incurred as a result of a construction contract awarded for the actual construction of the proposed improvements. Labor costs associated with construction (other than labor costs incurred under the construction contract) should be included in the Construction Engineering phase (described below). Design-build projects should be reported under this phase. • Construction Engineering -This phase includes the labor efforts required to administer the construction contract(s) including construction management, inspection, surveying and staking, and claims negotiations. Issued: 12/I 6/03 Rev 3: 06/10/08 FORM 2 • Equipment Purchase -This phase includes all non-support costs incurred as result of procuring equipment necessary to realize the proposed improvements. Support costs related to developing specifications for equipment to be purchased should be included in the Final Design phase (described above). Support costs related to negotiating and administering the procurement of equipment should be included in the Construction Engineering phase (described above). Period -The beginning and ending dates for the period in which the cost were incurred. Sponsor Amount Allocated -This is the portion of the amount allocated by the ACTIA Strategic Plan. SPONSOR STAFF LABOR COST SUMMARY Employee Name -Name of employee working on the phase of the project being reported as approved on the Sponsor Staff Approval Form (FORM 1). Title -List the Title of each employee as shown on FORM I . Agreed Reimbursement Rate -List the agreed hourly reimbursement rate for each employee as determined on FORM 1. This Period Hours -Hours each employee billed to the project during the period being reported. This Period Cost -The hours billed to the project for each employee during the period being reported multiplied by the Agreed Reimbursement Rate. (This column has a formula which will make the calculation). Previously Billed Hours -Cumulative total of hours billed for each employee on previous invoices. Previously Billed Total -Cumulative total amount billed for each employee on previous invoices. Total Hours -Sum of This Period Hours plus Previously Billed Hours. (This column has a formula which will make the calculation). Total Cost -Sum of This Period Cost plus Previously Billed Cost. (This column has a formula which will make the calculation). SPONSOR DIRECT EXPENSES A direct expense is defined as the costs incurred on or directly for the project other than salary costs and general overhead costs. Direct expenses shall include but not be limited to: - Air Travel - Car Rental - Computer - CADD/Modeling - Computer -Graphic Production - Computer -Data Processing - Computer- Word Processing - Local Travel (Mileage) Issued: !2/16/03 Rev 3: 06/10/08 FORM 2 - Color Copying - Photocopying - Postage/Delivery - Reprographics/Printing - Subsistence - Telephone - Traffic Counts/Data Collection - Special Equipment Rental Vendor Name -Name of vendor as shown on the invoice being submitted. Description - Description of services being charged. Invoice No. -Invoice number from the invoice being submitted (copy of the invoice is to be attached to FORM 2). This Period -Amount of invoice being submitted this period. Previousi, B~ filled -Cumulative total of invoices previously submitted. Total -Sum of This Period + Previously Billed. (This column has a formula which will make the calculation). TOTAL IN-HOUSE ELIGIBLE COST This Period -Sum of Sponsor Staff Labor Costs Subtotal This Period plus Sponsor Direct Expenses Subtotal This Period. (This cell has a fornsula which will make the calculation.) Previously Billed -Sum of Sponsor Staff Labor Costs Subtotal Previously Billed plus Sponsor Direct Expenses Subtotal Previously Billed. (This cell has a formula which will make the calculation.) Total -Sum of Sponsor Staff Labor Costs Subtotal -Total + Sponsor Direct Expenses Subtotal Issued: 12/16!03 Rev 3: 06/10/08 FORM 3 VENDOR CONTRACT PHASE INFORMATION FORM INSTRUCTIONS Immediately after the award of any contract providing services to a given phase, a Vendor Contract Phase Information Form (Form 3) shall be submitted, with a copy of the contract being listed. Based on the completed contract information form, ACTIA will assign Vendor ID numbers and return to Sponsor. If there is any change in any information provided regarding any Vendor, or if there is the addition of a Vendor to the project, a revised Contract Information Form must be submitted for approval prior to the submittal of subsequent Request for Reimbursements. SQonsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA and the SPONSOR for which the Request for Reimbursement is being made. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTIA Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Vendor ID No. -This section is to be left blank by the SPONSOR. Vendor numbers are assigned by ACTIA. ACTIA will return the Contract Information Form to SPONSOR once the Vendor ID numbers have been assigned. Vendor Type -One of the following: A=Agency, P=Professional Services, C=Construction, S=Supplier (Supplier is defined as a vendor providing goods or materials for the project that are not chargeable as a direct expense). Vendor Tier -One of the following: P=Prime, T1=Tier 1, T2=Tier 2, etc. (Vendors lower than Tier 1 are only required if they are used to meet participation goals). Vendor Name -Name of company as indicated on the contract. Vendor Address/City/State/Zip -Address where correspondence and payments are sent to the Vendor. Contact -Name of the contact person for the Vendor regarding the contract being reported. Phone/Fax/E-mail -Phone number, fax number and a-mail address for the contact person for the Vendor regarding the contract being reported. Other Business Name -This section is to be left blank by the SPONSOR. This section is solely for the use of ACTIA. ACTIA Certification Expiration -List the date the LBE, SLBE and/or DBE certification will expire. The current listing of ACTIA Certified LBE/SLBE can be obtained form the ACTIA website at www.ACTIA2022.com. For prior certification contact Mason Tillman Associates, at (510) 238-4677. Phase (Check all that apply) - Put a check in the column for each phase the vendor has contracted to work on. ACTIA Approval -Once the form has been reviewed and approved by ACTIA, a signed form will be returned to the Sponsor. Reviewer's Comments -This box is for ACTIA's use only. Issued: 12/16/03 Rev 3: 06/10/08 Foy a VENDOR COSTS INSTRUCTIONS Reimbursements may be made on a monthly basis along with the required documentation for each phase of the ACTIA funded work. A completed Vendor Costs Form (FORM 4) must be submitted for each contract being reported. Sponsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA and the SPONSOR for which the Request for Reimbursement is being made. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTT?. Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Phase -One of the following as defined in the Funding Agreement being reported: • Scoping - A phase set up specifically for projects without adequate definition to develop an overall project delivery plan for all phases. Scoping efforts, and costs, are typically authorized independently of other phases. • Preliminary Engineering/Environmental Studies -This phase includes the engineering and planning efforts necessary to develop the project scope, including details, sufficient to support the assessment of impacts necessary to secure environmental approval and to develop a plausible schedule and cost estimate. These efforts may include conceptual engineering, preliminary engineering and technical studies. • Final Design -This phase includes the detailed engineering required to prepare a final, signed set of plans, specifications and estimates (PS&E). Design work for Design-Build projects is not reported here. • Right of Way Support -This phase includes the labor efforts required to acquire the rights of way necessary to advertise and construct the proposed improvements. These efforts include appraisals and legal support. • Right of Way Capital -This phase includes the non-support costs incurred to acquire the rights of way necessary to advertise and construct the proposed improvements, including easements, title reports, insurance, etc. Labor costs associated with acquiring rights of way should be included in the Right of Way Support phase (described above). • Utilities -This phase includes all costs associated with the protection and/or relocation of utilities necessary to advertise and construct the proposed improvements. • Construction Capital -This phase includes non-support costs incurred as a result of a construction contract awarded for the actual construction of the proposed improvements. Labor costs associated with construction (other than labor costs incurred under the construction contract) should be included in the Construction Engineering phase (described below). Design-build projects should be reported under this phase. • Construction Engineering -This phase includes the labor efforts required to administer the construction contract(s) including construction management, inspection, surveying and staking, and claims negotiations. Issued: 12/16/03 Rev 3: O6/10!08 FORM 4 Equipment Purchase -This phase includes all non-support costs incurred as result of procuring equipment necessary to realize the proposed improvements. Support costs related to developing specifications for equipment to be purchased should be included in the Final Design phase (described above). Support costs related to negotiating and administering the procurement of equipment should be included in the Construction Engineering phase (described above). Period -The beginning and ending dates for the period in which the cost were incurred. Date Submitted -Date the form is submitted to ACTIA for approval. Original Contract Phase Amount -Amount of original contract phase entered into between SPONSOR and Vendor. Current Contract Phase Amount -The sum of the Original Contract Phase Amount plus any amendments made to the contract amount for that phase. Previous],, B~ -Cumulative total of the amount previously billed. Amount of This Invoice -Amount being requested for the period being reported. (Attach supporting documentation). Remaining Budget -The sum of the Current Contract Phase Amount less Previously Billed less Amount of this Invoice. Accrued -This is the amount of Vendor Costs that have been invoiced to the Sponsor that have not been paid or are not currently being processed for reimbursement by ACTIA. Vendor ID No. -Vendor identification numbers are assigned by ACTIA and are shown on the approved Vendor Contract Phase Information Form (FORM 3). Vendor Name -Name of company as indicated on the approved FORM 3. Vendor Tier -All first tier subconsultants/subcontractors are to be listed. Lower tier subconsultants/subcontractors may be included only if they are used in goal achievement and only upon prior authorization from ACTIA. All subconsultants/subcontractors shall be listed as indicated on the approved FORM 3. Certification -Certification of LBE and SLBE shall be from ACTIA's Affirmative Action Consultant as detailed in the "ACTA/ACTIA Local Business Contract Equity Program" available on the ACTIA website at www.actia2022.com/What is ACTIA/LBE/SLBE. Certification of DBE will be from Caltrans, MTC, or another Caltrans approved agency. Mark the appropriate box with an "X". This is crucial for calculation of the formula on Form 4-2 in the "To Date" columns. Current Contract Phase Amount -The current contract phase amount is that amount listed in the contract with the subconsuitant/subcontractor including all amendments, additional task orders, change orders and extra work. Issued: 12/[ 6/03 Rev 3: 06/10/08 FORM 4 Percent of Current Contract Phase Amount -The percent applicable to goals is the percent of the current contract amount awarded to the certified DBEs or LBE/SLBEs. Previously Billed -The total amount invoiced by the Vendor in previous invoices. Current Invoice -The total amount invoiced by the Vendor in the current invoice (Attach supporting documentation). Total Invoiced-to-Date - Tota] amount invoiced by the Vendor as of the date of the invoice. (This column has a formula which will make the calculation). Total Paid-to-Date -Total amount paid to the Vendor by the date of the invoice. of Invoiced-to-Date vs. Contract Amount -Percentage of contract billed to date. Total Invoiced-to-Date divided by respective portion of Contract Amount. (This column has a formula which will make the calculation). Summary of Goal Participation: Vendor ID No. -Vendor identification numbers are assigned by ACTIA and are shown on the approved Vendor Contract Phase Information Form (FORM 3). (This information will automatically fill in through a link to Form 4-1). Tier -All first tier subconsultants/subcontractors are to be listed. Lower tier subconsultants/subcontractors may be included only if they are used in goal achievement and only upon prior authorization from ACTIA. All subconsultants/subcontractors shall be listed as indicated on the approved FORM 3. (This information will automatically frll in through a link to Form 4-I). No entries are necessary to this section of the form. Note: The "To Date "columns have a formula which will calculate the participation to date percentage by using, from Form 4-1 the "Total Invoiced-to-Date "for the vendor against the "Total Invoiced-to-Date"grand total. Record of Payment: Vendor ID No. -Vendor identification numbers are assigned by ACTIA and are shown on the approved Vendor Contract Phase Information Form (FORM 3). (This information will automatically fill in through a link to "Summary of Goal Participation "). Date Last Paid -Date of last payment made to Vendor either by Prime or by Sponsor. Amount Paid to Date -Total amount paid to date to the Vendor either by Prime or by Sponsor. Reviewer's Comments -This box is for ACTIA's use only. Issued: 12/16/03 Rev 3: 06/10/08 FORM 5 REQUEST FOR REIMBURSEMENT INSTRUCTIONS The Reimbursement Request summarizes the information provided on FORM 2 and/or FORM 4. S,~onsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA. and the SPONSOR for which the Request for Reimbursement is being made. Address -The address of the SPONSOR where correspondence and payments are to be sent. Contact Name -Contact person for the SPONSOR to answer questions and coordinate processing of the requests. Phone No. -Phone number of SPONSOR contact person. E-mail - E-mail address of SPONSOR contact person. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTIA Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Phase -One of the following as defined in the Funding Agreement being reported: • Scoping - A phase set up specifically for projects without adequate definition to develop an overall project delivery plan for all phases. Scoping efforts, and costs, are typically authorized independently of other phases. • Preliminary Engineering/Environmental Studies -This phase includes the engineering and planning efforts necessary to develop the project scope, including details, sufficient to support the assessment of impacts necessary to secure environmental approval and to develop a plausible schedule and cost estimate. These efforts may include conceptual engineering, preliminary engineering and technical studies. • Final Design -This phase includes the detailed engineering required to prepare a final, signed set of plans, specifications and estimates (PS&E). Design work for Design-Build projects is not reported here. • Right of Way Support -This phase includes the labor efforts required to acquire the rights of way necessary to advertise and construct the proposed improvements. These efforts include appraisals and legal support. • Right of Way Capital -This phase includes the non-support costs incurred to acquire the rights of way necessary to advertise and construct the proposed improvements, including easements, title reports, insurance, etc. Labor costs associated with acquiring rights of way should be included in the Right of Way Support phase (described above). • Utilities -This phase includes all costs associated with the protection and/or relocation of utilities necessary to advertise and construct the proposed improvements. • Construction Capital -This phase includes non-support costs incurred as a result of a construction contract awarded for the actual construction of the proposed improvements. Issued: 12/16/03 Rev 3: 06/10/08 FORM 5 Labor costs associated with construction (other than labor costs incurred under the construction contract) should be included in the Construction Engineering phase (described below). Design-build projects should be reported under this phase. Construction Engineering -This phase includes the labor efforts required to administer the construction contract(s) including construction management, inspection, surveying and staking, and claims negotiations. Equipment Purchase -This phase includes all non-support costs incurred as result of procuring equipment necessary to realize the proposed improvements. Support costs related to developing specifications for equipment to be purchased should be included in the Final Design phase (described above). Support costs related to negotiating and administering the procurement of equipment should be included in the Construction Engineering phase (described above). Total Accrued -The Accrued Vendor Costs. (This cell contains a formula that links to FORM 4). Request for Reimbursement No. -This number should contain the project number, abbreviation of phase and request number for that particular phase (i.e. 33-ROW-O1). SPONSOR COSTS Period -The beginning and ending dates for the period in which the cost were incurred Staff Labor Cost This Period -Sponsor Staff Labor Cost Summary This Period Subtotal from FORM 2. (This cell has a formula which links it to the Subtotal for This Period from Sponsor Costs (Form 2)). Staff Labor Cost Previously Billed -Sponsor Staff Labor Cost Summary Previously Billed Subtotal from FORM 2. (This cell has a formula which links it to the Subtotal for Previously Billed from Sponsor Costs (Form 2)). Staff Labor Cost Total -The sum of Staff Labor Cost This Period plus Staff Labor Costs Previously Billed. (This cell has a formula which makes the calculation). Direct Expenses This Period -Sponsor Direct Expenses This Period Subtotal from FORM 2. (This cell has a formula which links it to the Subtotal for This Period from Sponsor Costs (Form 2)). Direct Expenses Previous] Billed -Sponsor Direct Expenses Previously Billed Subtotal from FORM 2. (This cell has a formula which links it to the Subtotal for Previously Billed from Sponsor Costs (Form 2)). Direct Expenses Total -The sum of Direct Expenses This Period plus Direct Expenses Previously Billed. (This cell has a formula which makes the calculation). Total Sponsor Costs This Period -The sum of Staff Labor Cost This Period plus Direct Expenses This Period. (This cell has a formula which makes the calculation). Issued: 12/16/03 Rev 3: 06/10!08 FORM 5 Total Sponsor Costs Previousl B~ -The sum of Staff Labor Cost Previously Billed plus Direct Expenses Previously Billed. (This cell has a formula which makes the calculation). Total ~onsor Costs Total -The sum of Total Sponsor Costs This Period plus Total Sponsor Costs Previously Billed. (This cell has a formula which makes the calculation). VENDOR COSTS Period -The beginning and ending dates for the period in which the cost were incurred. Prime Vendor -List each Prime Vendor on a separate line for each contract that is being submitted as indicated on the Vendor Costs Form (FORM 4). This Period -The Total amount shown on each FORM 4 under Current Invoice. Previously Billed -The Total Amount shown on each FORM 4 under Previously Billed. Total -The sum of This Period plus Previously Billed. (This cell has a formula that will make the calculation.) Total Vendor Costs This Period -The sum of all charges This Period for the combined of all Vendors being reported. (This cell has a formula that will make the calculation.) Total Vendor Costs Previousl B~ filled -The sum of all charges Previously Billed for the combined of all Vendors being reported. (This cell has a formula that will make the calculation.) Total Vendor Costs Total -The sum of Total Vendor Costs-This Period plus Total Vendor Costs-Previously Billed. (This cell has a formula that will make the calculation.) TOTAL AMOUNT REQUESTED Total Amount Requested This Period -The sum of Total Sponsor Costs This Period plus Total Vendor Costs This Period. (This cell has a formula that will make the calculation.) Total Amount Requested Previousl B~ -The sum of Total Sponsor Costs Previously Billed plus Total Vendor Costs Previously Billed. ('T'his cell has a formula that will make the calculation.) Total Amount Requested Tota_I -The Sum of Total Amount Requested This Period plus Total Amount Requested Previously Billed. ('T'his cell has a formula which makes the calculation.) Project Manager's Assurance -This statement of trueness and accuracy must be certified by signature of the SPONSOR Contact Person. ALLOCATION STATUS ~onsor Amount Allocated -Amount available for Sponsor Costs as allocated by Funding Agreement and/or Strategic Plan. (This cell has a formula which links to the Sponsor Amount Allocated on the FORM2.) Issued: ]2/16/03 Rev 3: 06/10/08 FORM 5 ~onsor Costs This Period -Total amount of Sponsor costs for the phase being reported during the period being reported. (This cell has a formula which links to the Total Sponsor Costs This Period.) ~onsor Previously Billed -Cumulative total amount previously billed by Sponsor for the phase being reported. (This cell has a formula which links to the Total Sponsor Costs Previously Billed.) ~onsor Total -Sum of Sponsor Costs This Period plus Sponsor Previously Billed. (This cell has a formula which makes the calculation.) Sponsor Remainin>; -Sum of Sponsor Amount Allocated less Sponsor Total. (This cell has a formula which makes the calculation.) Vendor Amount Allocated -Amount available for Vendor Costs as allocated by Funding Agreement and/or Strategic Plan. (This cell has a formula which links to the Sponsor Amount Allocated on the FORM4.) Vendor-Costs This Period -Total amount of Vendor costs for the phase being reported during the period being reported. (This cell has a formula which links to the Total Vendor Costs This Period.) Vendor-Previousl Bled -Cumulative total amount previously billed by Vendor for the phase being reported. (This cell has a formula which links to the Total Vendor Costs Previously Billed.) Vendor-Total -Sum of Vendor Costs This Period plus Vendor Previously Billed. (This cell has a formula which makes the calculation.) Vendor-Remainins? -Sum of Vendor Amount Allocated less Vendor Total. (This cell has a formula which makes the calculation). ACTIA-Amount Allocated -Amount allocated by Funding Agreement and/or Strategic Plan. ACTIA-Costs This Period -Total amount of ACTIA costs for the phase being reported during the period being reported. (This information is to be obtained from the Project Coordinator.) ACTIA-Previously Billed -Cumulative total amount previously billed by ACTIA for the phase being reported. (Phis information is to be obtained from the Project Coordinator.) ACTIA-Total -Sum of Sponsor-Costs This Period plus Sponsor Previously Billed. (This cell has a formula which makes the calculation.) ACTIA-Remaining -Sum ofACTIA-Amount Allocated less ACTIA-Totai. (This cell has a formula which makes the calculation.) ACTIA Approval -This is for ACTIA use only for verification that the Request for Reimbursement has been reviewed for accuracy, is complete and contains the pertinent back-up information. Reviewer's Comments -This box is for ACTIA's use only. Issued: 12/16/03 Rev 3: 06/10/08 FORM 6 PROJECT PHASE PROGRESS REPORTING PROCEDURE Project Phase Progress Reports shall be submitted for each phase on a monthly basis, or quarterly basis if defined in funding agreement. The Project Phase Progress Report form is available from ACTIA in Microsoft Word 7.0 Format. Details for filling in the report are as follows. Sponsor -The name of the SPONSOR as indicated on the Funding Agreement (i.e. Project Specific, Letter Agreement, etc.) between ACTIA and the SPONSOR for which the Request for Reimbursement is being made. ACTIA Project No. -The ACTIA Project No. as indicated on the Funding Agreement. ACTIA Agreement No. -The number of the Funding Agreement between ACTIA and the SPONSOR for which the request is being made. Phase -One of the following as defined in the Funding Agreement being reported: • Scoping - A phase set up specifically for projects without adequate definition to develop an overall project delivery plan for all phases. Scoping efforts, and costs, are typically authorized independently of other phases. • Preliminary Engineering/Environmental Studies -This phase includes the engineering and planning efforts necessary to develop the project scope, including details, sufficient to support the assessment of impacts necessary to secure environmental approval and to develop a plausible schedule and cost estimate. These efforts may include conceptual engineering, preliminary engineering and technical studies. • Final Design -This phase includes the detailed engineering required to prepare a final, signed set of plans, specifications and estimates (PS&E). Design work for Design-Build projects is not reported here. • Right of Way Support -This phase includes the labor efforts required to acquire the rights of way necessary to advertise and construct the proposed improvements. These efforts include appraisals and legal support. • Right of Way Capital -This phase includes the non-support costs incurred to acquire the rights of way necessary to advertise and construct the proposed improvements, including easements, title reports, insurance, etc. Labor costs associated with acquiring rights of way should be included in the Right of Way Support phase (described above). • Utilities -This phase includes all costs associated with the protection and/or relocation of utilities necessary to advertise and construct the proposed improvements. • Construction Capital -This phase includes non-support costs incurred as a result of a construction contract awarded for the actual construction of the proposed improvements. Labor costs associated with construction (other than labor costs incurred under the construction contract) should be included in the Construction Engineering phase (described below). Design-build projects should be reported under this phase. Issued: 12/16/03 Rev 3: 06/10/08 FORM 6 • Construction Engineering -This phase includes the labor efforts required to administer the construction contract(s) including construction management, inspection, surveying and staking, and claims negotiations. • Equipment Purchase -This phase includes alt non-support costs incurred as result of procuring equipment necessary to realize the proposed improvements. Support costs related to developing specifications for equipment to be purchased should be included in the Final Design phase (described above). Support costs related to negotiating and administering the procurement of equipment should be included in the Construction Engineering phase (described above). A separate report is required for each active phase if more than one phase is underway during the reporting period. Project Name -The project name is shown on the Project Specific Funding Agreement or as furnished by ACTIA. Date -The date indicates the month(s) for which the information included in the report is valid. Status -Short statements indicating project progress, meetings, highlights and setbacks. Actions -Information regarding formal actions or schedule milestones achieved. Anticipated Actions -Discuss scheduled activities that begin during the next reporting period, items that may need further action, or any action that was not originally necessary but has become necessary. Schedule Chan es -Use the check boxes to indicate schedule status. If the schedule has been modified, a new schedule must be attached. Scope Changes -Use the check boxes to indicate Project Scope Status. If the project scope has changed, updated information must be included. Potential Claims -Use the check boxes to indicate the status of potential claims against the project. General -Use the check boxes to indicate problem areas. It is important that these problems be pointed out early. The description of the problem shall be as detailed as necessary to assist problem solution. Note -Problems on the project should be reported immediately, as they occur, to ACTIA project coordinators verbally and/or in writing. This reporting form is for record purposes and early problem identification is imperative to project success. Do not wait to report project problems. Signals -Use the check boxes to indicate whether signal modifications are part of the project. If so, ACTIA's policy regarding traffic signal enhancement requires the consideration or implementation of audible pedestrian signals, adjustable pedestrian timings, and emergency vehicle pre-emption on all projects. Please indicate consideration and/or inclusion in the appropriate boxes. Issued: 12/16/03 Rev 3: 06/10/08 FORM 1 Sponsor Name: Address: Contact Name: Phone No.: E-mail: SPONSOR STAFF APPROVAL ACTIA Project No.: ACTIA Agreement No.: Employee Name Title Hourly Rate (S) Fringe Benefits (S) Sponsor Fringe Benefit Rate Max. Fringe Benefit Allowed' 0 Agreed Reimbursement Rate (S) Role on Project Period Effective 50.00°k $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 SO.OOok $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 50.00% $0.00 so.oo% So.oo so.oo% $o.oo so.oo% So.oo 50.00% $0.00 50.00°/a $0.00 50.00% $0.00 50.00% $0.00 50.00% 50.00 50.00% 50.00 50.00% 50.00 50.00% 50.00 50.00% $0.00 50.00°h $0.00 50.00% $0.00 'Generally 50% unless exception has been matle through Project Spedfic Funtling Agreement ACTIA Approval Reviewer's Comments Date Inuca: tvtdm Copy of ExhiGl C - ACTIA Req Reim Forms Rev 3 (sg 200e-0&26) -FORM 1 Rev 3: ONIO/OB FORM 2 SPONSOR COSTS Sponsor. 0 ACTIA Project No.: 0 ACTIA Agreement No.: 0 Phase: Period: Sponsor Amount Allocated: a vuav~ .~wu ~ Agreed Reimbursement This Period PreviouslyBi/led TOTAL Em to ee Name Title Rate Hours Cost Hours Cost Hours Total Cost so.oo so.oo o.oo so.oo so.oo so.oo o.oo $o.oo so.ao $o.oo a.oo $o.oo so.oo so.oo o.oo so.oo $o.oo so.oo o.oo so.oo so.oo so.oo a.oo so.oo so.oo $o.oo o.oo so.oo so.oo $o.oo o.oo so.oo so.oo ao.oo o.oo so.oo so.oo $o.oo o.oo so.oo so.oo sa.oo a.oo $o.oo so.oo $o.oo o.oo $o.oo so.oo so.oo o.oo $o.ao so.oo $o.oo so.oo so.oo o.oo o.oo so.oo so.ao so.ao so.oo o.oo so.ao so.oa so.oo $o.oo so.oo o.oo o.oo $o.oo so.oo so.oo so.ao o.oo so.oo $o.oo so.oo o.oo $o.oo so.oo so.oo o.oa So.oo so.oo so.oo o.oo so.oo so.oo $o.oo o.oo so.oo so.oo so.oo o.oo $o.oo SUBTOTAL $0.00 50.00 $0.00 ~ VIfSVr /If tl4l FA e Vendor Name Descri lion Invoice No. Date This Period Previously Billed TOTAL $0.00 $0.00 50.00 $0.00 $0.00 $D.00 SO.00 $o.oo $o.oo so.oo SUBTOTAL $0.00 50.00 S0.00 ~ TOTAL IN-HOUSE ELIGIBLE COST = I au.vul w.wt +~•~~r • Direct Expenses Include but are not limited to the fallowing: -Air Travel -Car Rental - Computer - CADD/Modeling - Computer -Graphic ProducOon - Computer -Data Processing - Computer -Word Processing - Local Travel (Mileage) - Color Copying - Photocopying - Poslage/DeBvery - ReprographicslPrinling - Suhsislence -Telephone -Traffic Counts/Data Cdlection - Special Equipment Rental Reviewer's Comments taped: rvl6ro~ Copy or Exhi08 C - ACTIA Req Reim Foens Rav 3 (sg 2009-0328) -FORM 2 Ra~ l: 06/10/08 FORM 3 Sponsor. 0 ACTIA Prokot No.: 0 ACTIA Agreement No,: 0 VENDOR CONTRACT PHASE INFORMATION FORM __ ,'~'q''~ AC71ACe Nbcatlon E x iratlan Ph ase ( Che ckof f tllat app ly) ';di r' ~ ~ 'r': .. ~ ~ ~ g p v e ii'.:Z'~: Ji 3' ' $ e F _ ~ yR ~ i u ~ a L r5 Vflft(J~, ~Iffy4~' KMOI Typ VvMVr TkY' Venter acme vaacor mare., CW Sute Zlp Donup Flwne Fvv • _ E~rrud LBE EIRE DBE 4 y < r- :;t P:"•'~ . ~ ~ ?h' ?4t,%: ~- q^.,t' .4.a _- ,.. ;a'°' .=rr«~s. Vie. ~;,~.~. ,:r:. .l,.. ~: <y~ `a_W -r NF /~3 _ '-h This farm shall be subMtled for each Conoact or carefree! Amendment. 7Ms lorrrr sha//be nsubMfhd N these is any change in anyd she in(ormatlon required /w'this /orm, Vendor Twe Vendor Tier' A = Agenry P = Pdme P a Professional Services T7 = Tfer t C = Consouetion 72 = Tier2 S = 8upplfer T3 = Tler 3 'SuDPlier is debnetl as a vendor providing gouda "Vandws bwYr than Tier 1 ere only required M be fisted amey ere used to mestpartlGpabon goals, or matadak not chargeade as a direct expense. ACTIA Approval Date Reviewer's Commen6 I.wN~. IblVOa Gpy of FxNaY C •ACTIA sea Raxn Forms Rav ] (ie ZOM-0Olf) - FOAM a Aw l; Oa'Ieef FORM 4-1 VENDOR COSTS Sponsor. ACTIA Project No.: ACTIA Agreement No.: Phase: period: Date Submitted: 0 0 0 Original Vendor Phase Amount Allocated: Current Vendor Phase Amount Allocated: Previously Billed: $0.00 Amount of this Invoice: $0.00 Remaining Budget $0.00 Accrued: Vendor ID No. endor Name Vendor Tier Certification Current Contract Phase Amount ($) Current Vendor Phase Contract Amount (°~) Previously Billed ($) Current Invoice ($) Total Invoiced- to-Date ($) Total Paid-to- Date ($) Invoiced-to- Date Vs. Current Contract Amount (%) L S D $0.00 $O.OD $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $ 0.00 $0.00 $O.DO $0.00 $0.00 $0.00 TOTAL $0.00 $0.00 $0.00 $0.00 $0.00 Reviewers Comments I~~a: rznam a~,•3: oalaas Copy of 6thibil C -ACTIA Req Relm Forms Rev 3 (sg 200&0826) -FORM 4 FORM 4-2 VENDOR COSTS Sponsor: 0 ACTIA Project No.: 0 ACTIA Agreement No.: 0 Phase: 0 Period: 0 Date Submitted: 01!00/00 Aummarv of [Anal Partir_ioatinn'*• Original Vendor Phase Amount Allocated: SD.00 Current Vendor Phase Amount Allocated: 50.00 Previously Billed: 50.00 Amount of this Invoice: 50.00 Remaining Budget: 50.00 Record of Payments LBE SLBE DBE"'" Vendor Name Tier'' Goal (1) To Date (2) Goai (1) To Date (2) Goal (1) To Date (2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 TOTALS 70.00% 0.00% 30.00% 0.00% 0.00% 0.00% •Fumishad by ACTIA ''Breakdown to Tiar 1 subcontractors unless a lower tier if used in goal achievement '''When appGCabk: ••'•DBE Goals may not be required on all wntracts Note 1 -Goals based on Current ContnG Phase Amount Note 2 -Based upon irnoieed to date ACTIA USE ONLY -Supporting documents reviewed and approved for payment Signature Dale Vendor Name Date Last Paid Amount Paid ,~ Date 0 0 a 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Reviewer's Comments Issued: 12/tG/03 Copy of ExhiCil C -ACTIA Req Reim Forms Rev 3 (ap 20Db0a28) -FORM 4 cont. ~" 3' oWituos FORM 5 REQUEST FOR REIMBURSEMENT Sponsor: Address: Contact Name: Phone No.: E-mail: SPONSOR COSTS 0 0 0 0 0 Total Accrued: $0.00 Request for Reimbursement No.: Period Description This Period Previously Billed TOTAL Staff Labor Cost $0.00 $0.00 $0.00 Direct Ex enses $0.00 $0.00 $0.00 TOTAL SPONSOR COSTS: $0.00 $0.00 $0.00 VENDOR COSTS Period Prime Vendor This Period Previously Billed TOTAL $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $o.oo $o.oo $o.oo $o.Do $D.00 $0.00 $0.00 $0.00 TOTAL VENDOR COSTS: $0.00 $0.00 $0.00 TOTAL AMOUNT REQUESTED $0.00 $0.00 $0.00 Project Manager's Assurance: 1 hereby certify that the information included in this Request for Reimbursement is true and accurate and that the claimed expenses have been paid as of the date of Phis request. Signature Date ALLOCATION STATUS Amount Allocated Costs This Period Previously Billed Total Remaining 5 onsor $0.00 $0.00 $0.00 $0.00 $0.00 Vendors $0.00 $0.00 $0.00 $0.00 $0.00 ACTIA $0.00 $D.00 TOTAL $0.00 $0.00 $0.00 $0.00 $0.00 ACTIA USE ONLY Supporting documents reviewed and approved for payment Signature Date ACTIA Project No.: 0 ACTIA Agreement No.: 0 Phase: 0 Reviewer's Comments Issued: 12/16/03 Copy of Exhibit C -ACTIA Req Reim farms Rev 3 (sg 21106-0826) -FORM 5 Rev I: O6I10f08 FORM 6 PROJECT NAME Project Phase Progress Report (Date) STATUS ACTIONS ANTICIPATED ACTIONS SCHEDULE CHANGES The project remains on its published schedule. The revised project schedule is attached for review and confirmation. SCOPE CHANGES The project scope is unchanged. The scope of the project has been modified and is attached for review and confirmation (include CCO's over $20,000 on construction and professional service contracts). POTENTIAL CLAIMS [] There are no Notices of Potential Claim on file. We anticipate a claim regarding the following: There are presently _ Notice(s) of Potential Claim on file. Those not previously forwarded are attached for review and comment. GENERAL At this time we anticipate no problems on the project. We anticipate problems in the following area and would appreciate any assistance you could offer: We anticipate problems in the following area but do not feel we need your assistance at this time: SIGNALS Signal modifications are not part of the Project. Signal modifications are part of the Project. Considered Included (please check the appropriate boz) (~ ~ Audible Pedestrian Signals Adjustable Pedestrian Timing Emergency Vehicle Pre-Emption EXHIBIT D PHASE FUNDING CHANGE FORM S onsor: Alameda Coun Con estion Mana ement A enc ACCMA Pro'ect No.: 14 Pro'ect Descri tion: I-580 Auxiliar Lanes PSFA No.: Date Executed: PHASES : PE/Env, Desi n, Construction Su ort and Construction Ca ital Segment A - Measure B Fundin Obli ations Construction Su ort/Ca itaI Phase 05/06 06/07 07/08 08/09 TOTAL Contracts/City of Dublin $ $ $ $ $ SPONSOR Staff $ $ $ $ $ PHASE TOTAL $ $ $ $ $ Segment B - PE/Env Measure B Fundin Obli ations Phase 05106 06/07 07/08 08/09 TOTAL Contracts $ $ $ $ $ SPONSOR Staff $ $ $ $ $ PHASE TOTAL $ $ $ $ $ Segment B -Design Measure B Fundin Obli ations Phase 05/06 06/07 07/08 08/09 TOTAL Contracts $ $ $ $ $ SPONSOR Staff $ $ $ $ $ PHASE TOTAL ~ $ $ $ $ Segment B - Measure B Fundin Obli ations Construction Su ort/Ca ital Phase 05/06 06/07 07/08 08/09 TOTAL Contracts $ $ $ $ $ SPONSOR Staff $ $ $ $ $ PHASE TOTAL $ $ $ $ $ Measure B Fundin Obli ations ALL PHASES 05/06 06/07 07/08 TOTAL SPECIFIC AGREEMENT $ $ $ $ TOTAL ALAMEDA COUNTY TRANSPORTATION AUTHORITY AND ALAMEDA COUNTY TRANSPORTATION IMPROVEMENT AUTHORITY LOCAL BUSINESS CONTRACT EQUITY PROGRAM DATE 01/17/2008 TABLE OF CONTENTS Page I. POLICY ............................................................................................................................. 1 A. POLICY STATEMENT ........................................................................................ 1 B. BACKGROUND ................................................................................................... 1 C. OVERVIEW .......................................................................................................... 2 II. PROGRAM IMPLEMENTATION PROCEDURES ........................................................ 4 A. GOALS AND PREFERENCES ............................................................................ 4 B. WAIVER OF GOALS ........................................................................................... 5 C. USE OF SPONSOR PARTICIPATION POLICY ....................................... 6 D. ELIGIBILITY AND CERTIFICATION ............................................................... 6 E. STATUS MONITORING AND COMPLIANCE ................................................. 7 F. CONTRACT COMPLIANCE ............................................................................... 8 G. MEANS TO INCREASE LBE, SLBE AND VSLBE PARTICIPATION............ 9 III. REPORTING AND OTHER REQUIREMENTS ........................................................... 12 A. REPORTING REQUIREMENTS ....................................................................... 12 B. RECORDS MAINTENANCE ............................................................................. 12 C. PROMPT PAYMENT ......................................................................................... 13 D. PENALTIES AND SANCTIONS ....................................................................... 13 E. PROGRAM REVIEW ......................................................................................... 14 F. SEVERABILITY .................................................................................................14 G. CONFIDENTIALITY ..........................................................................................14 -i- APPENDICES A Definitions B Responsibilities of Sponsoring Agencies C GFE for Construction Contracts D Outline of Construction and Professional Services Contract Process E List of Certifying Agencies F. Certification Application and Supplemental Forms G Summary of Procurement Policy H. Responsibilities of Finance and Administration Manager I. Project Team Disclosure Statement tt I. POLICY A. POLICY STATEMENT It is the policy of the Alameda County Transportation Improvement Authority and Alameda County Transportation Authority (collectively, the Authority) to encourage businesses to locate and remain in Alameda County, to employ residents of Alameda County and to spend ACTIA/ACTA funds for goods and services within the County. The tax collected by the Authority was imposed by Alameda County voters on themselves for retail sales made within the County. The revenues are exclusively directed toward improving the transit and transportation systems within the County. In addition they have determined that small and local businesses not only provide economic and social vitality to our communities, they also help the Authority accomplish its purchasing objectives. As a result, the Authority has established this Local Business Contract Equity Program (Program) to benefit Local Business Enterprise (LBE), Small Local Business Enterprise (SLBE) and Very Small Local Business Enterprise (VSLBE). This Program applies to contracts funded solely by Measure B funds or a combination of Measure B and local funds. Contracts that include state and federal funds must adhere to state and federal requirements. The participation of local and small local businesses in the Authority's Contracts is consistent with the voter mandate, and generates other economic benefits for the residents of Alameda County and adds to the sales tax revenues for the Authority. To qualify for inclusion in the Authority's Program, an applicant must be a Local Business Enterprise or Small Local Business Enterprise (as such terms are defined in Appendix A). This Program is neutral as to race, ethnicity, national origin, age, sex, religion, and sexual orientation. B. BACKGROUND The Authority adopted a preference Program in 1986 with the inception of the first Measure B. Initially the program goal was to ensure participation of minority and women- owned businesses, as well as local firms. Over the years the program has evolved to reflect changes in statutes and court rulings associated with contract equity issues at both the state and federal levels. In 2000 and 2001, the Authority formally adopted the LBE/SLBE Program with the specific purpose of encouraging businesses of all sizes to locate and remain in Alameda County, as well as to employ County residents, and to spend Measure B funds for goods and services within Alameda County. In 2007, the Authority added the VSLBE program along with other policy changes designed to further improve the program. The Authority administers over $100 million of Measure B funds annually for area-wide transportation capital projects, local streets and roads, mass transit projects, bicycle and pedestrian safety, special transportation for seniors and the disabled, and transit center development. These funds translate into significant dollars in transportation-related contracts for Alameda County based firms. It is the Authority's objective to identify and include qualified Alameda County based businesses in the purchases of products and services required by the Authority and its staff, The Authority welcomes all potential vendors who can fulfill our certification and procurement requirements. C. OVERVIEW The purpose of the Program is to increase the opportunities for firms located in Alameda County to provide their products and services to the Authority. 1. Benefits • Encourages firms to locate in Alameda County and employ residents of Alameda County. • Certified LBE and SLBE firms can more effectively compete for contract opportunities above $50,000, while certified VSLBE firms are given preference on administrative contracts under $50,000. • Certified LBE, SLBE or VSLBE firms are eligible to be listed in the ACTIA's directory of certified businesses, which other businesses may use to identify partners. 2. Eligibility For a business (sole proprietorship, partnership, corporation, or joint venture) to be eligible under this program, it must meet the following criteria: • Must have an operating business located in Alameda County. • Serve a "Commercially Useful Function" and have customers. • The specific requirements to qualify for LBE, SLBE or VSLBE certification are described fully under Appendix A-Definitions. 3. How to apply Go to the Authority's website: www.actia2022.com/opportunities.htmt for application and certification information. 4. Policy Applicability Applies to all Authority contracts and sponsor capital projects over $50,000. • The VSLBE preferences apply to Authority Administrative contracts under $50,000. Administrative, Professional and Construction Contracts. 2 • Authority contracts funded completely or partially with Measure B and local dollars (excludes state and federal funding) • Subject to Waiver Provisions and Sponsor Participation Policy section. TABLE 1 Summary of Goals Type of Contract LBE SLBE VSLBE Participation (Counts (Counts towards LBE towards and SLBE) LBE) Construction 60% Contract Specific Professional 70% 30% Administrative 70% 30% Preference for Contracts under $50,000 3 II PROGRAM IMPLEMENTATION PROCEDURES A. GOALS AND PREFERENCES The LBE and SLBE goals apply to Authority contracts over $50,000, and Sponsor capital project contracts over $50,000. LBE Goals. The LBE Goals are to award sixty percent (60%) of all Construction contract dollars, and seventy percent (70%) of all Professional Services contracts over $50,000 that are completely or partially funded with Measure B and local funds, to businesses that are certified as a LBE. SLBE and VSLBE participation also counts in fulfilling the applicable LBE participation goals. The LBE Goal for Construction Contracts can be met through the participation of Prime Contractor and /or Subcontractor(s). If a bidder fails to meet the LBE Goals on a construction contract, they shall not be awarded the contract unless the GFE requirements are met (see Appendix C). The LBE Goal for Professional and Administrative Services contracts applies to the Prime Contractor on each Professional Services contract in excess of Fifty Thousand Dollars ($50,000) awarded by the Authority or Sponsoring Agency. A bidder who fails to meet the LBE Professional Services Goals shall not receive the applicable credit in the evaluation process. The applicable credit for meeting the LBE goals is 5% of the total evaluation points. 2. SLBE Goals. The SLBE Goals are set on acontract-specific basis for all Construction Contracts. Subcontracts which are counted as part of meeting the applicable SLBE Goal also count toward meeting the applicable LBE Goal. If a bidder fails to meet the contract-specific SLBE Goals on a construction contract, they shall not be awarded the contract unless the GFE requirements are met (see Appendix C). The SLBE Goals are thirty percent (30%) on all Professional Services Contracts and Administrative contracts over $50,000. Subcontracts which are counted toward meeting the applicable SLBE Goal also count toward meeting the applicable LBE Goal. The SLBE Professional Services Goals can be met by the participation of either the Prime and/or Subcontractors. VSLBE participation may also be used to meet the SLBE Goals. A bidder who fails to meet the Professional Services or Administrative Services SLBE Goals shall not receive the applicable credit in the evaluation process. The applicable credit for meeting the SLBE goals is 5% of the total evaluation points. 4 3. VSLBE Preferences. VSLBE preferences apply to administrative contracts between $25,000 and $50,000 awarded by the Authority. A bidder who fails to meet the Administrative Services VSLBE target shall not receive the applicable credit in the evaluation process. The applicable credit for meeting the. VSLBE goals is 20% of the total evaluation points. On administrative contracts under $25,000, the Authority will target VSLBEs. B. WAIVER OF GOALS Any request to waive the goals must be approved by the Authority. The Authority or a Sponsor through a council/board resolution, is authorized to recommend that a contract be advertised without LBE and/or SLBE Goals. The recommendation must be reviewed and approved by the Authority Board. Before making a recommendation to waive the goals, the following due-diligence steps must be completed: 1. Define the draft scope of work, items of work and estimated value of work items. 2. Review the Authority certification database and the certification database of other Alameda County Certifying Agencies for businesses which are ready and available to provide the listed items of work and who could become certified. 3. Conduct focused outreach to identify Alameda County businesses that are willing and able to perform the listed items of work. 4. Post the "Intent to Waive Goals" notice and the description of the draft scope of work and items of work on the Authority's website at least 45 days before advertising the contract so that LBE, SLBE or VSLBE contractors have ample time to notify the Authority of their availability. If the Authority determines after completing the due diligence steps listed above that there are no LBEs and/or SLBEs available to perform the items of work, a recommendation shall be submitted to the Board of Directors for permission to advertise without one or both goals. The Board report shall contain a detailed description of the due diligence steps taken to identify LBE/SLBEs to perform the items of work. C. USE OF SPONSOR PARTICIPATION POLICY Sponsor may request a substitution of its own local business preference program in lieu of the Authority's Policy. Such a request must be approved by the Authority Board. Prior to presentation to the Authority Board for approval, such a request must demonstrate that: 1. Over half of the project's funding is from Sponsor's own resources, 2. The sponsor's local preference program complies with applicable laws, and satisfies all provisions of its contractual obligations with the Authority, 3. The policy and the request have been approved by the sponsor's council/board and documented by means of a resolution, 4. Agree that sponsor shat! bear the full responsibility and cost related to the implementation and defense of its program. 5. Agreement to comply with Authority's semi-annual reporting requirements. D. ELIGIBILITY AND CERTIFICATION 1. Certification Procedure. Businesses must submit Common Application or available certification documents. from one of the regional agencies, along with applicable supplemental documents as described in Appendix F. LBEs, SLBEs, and VSLBEs must be certified prior to submission of bid/proposal, to determine whether the Prime Contractor has met the applicable LBE, SLBE, and VSLBE Goals. Each business seeking certification under this Program shall submit the Common Application form and an ACTIA Supplemental Questionnaire (Appendix F) along with the required supporting documents. If deemed appropriate, the Authority may conduct a site visit before certifying the firm. The Authority will endeavor to notify the business of the certification status promptly after the application is received. Z. Recertification. Authority certifications are valid for two (2) years from the month of certification and must be renewed biennially. If the certification lapses or a recertification is denied, a complete certification application must be submitted. 3. Investigations and Challenges of LBE, SLBE, or VSLBE Status. The Authority may investigate any written communication on the certification status of a business. The communication must clearly delineate the reasons, including any evidence, on which the validity of a certification is questioned. Firms determined to have falsified their status as an LBE, SLBE or VSLBE wilt be decertified and shall be debarred from bidding on future Authority work for a period of up to three years. 6 4. Status Changes. Firms that no longer meet the certification requirements due to address or size change or other reasons may be decertified or have their status changed from one category to another. The Authority shall inform regional certifying agencies of decertification and debarment, and may notify the regional agencies of the status changes. 5. Regional Certification Acceptance. Please refer to Appendix E for a List of Alameda County Certifying Agencies and required documents. E. STATUS MONITORING AND REPORTING Measurement. Only the value of the work actually performed by LBEs, SLBEs and VSLBEs will be counted towards the applicable Goals and/or Preferences. The Authority will count expenditures to LBEs, SLBEs and VSLBEs when the firm is performing a Commercially Useful Function on that Contract. The entire amount of that portion of a Contract that is performed by the LBE's or SLBE's or VSLBE's own workforce will be counted. This includes the cost of equipment, supplies, and materials obtained by the LBEs, SLBEs and VSLBEs for work on the Contract. 2 Commercially Useful Function. To perform a Commercially Useful Function, the business must perform or exercise responsibility for at least 30 percent of the total cost of its contract with its own workforce. If the business subcontracts a greater portion of the work on a contract than would be expected on the basis of normal industry practice, it will be presumed that it is not performing a Commercially Useful Function. When a business is presumed in terms of performing a Commercially Useful Function as provided above, the business may present evidence to rebut this presumption. The Authority will make the final determination whether the firm is performing a Commercially Useful Function given the type of work involved and normal industry practices. 3 Changes in Status. When a firm looses its certification status after the award of the contract, the participation reported at the time of the contract award will remain unchanged. However, any additional work given to a contractor (through a contract amendment) after it has lost its certification, shall not count towards the goal. 4 Joint Ventures. For Joint Ventures, the Authority will count the total Participation dollar value (Participation ratio times the total project cost) of the LBE, SLBE or VSLBE Contract(s) equal to the distinct, clearly defined portion of the work of the Contract that the LBE, SLBE, or VSLBE performs toward the Goals/Preferences. The Participation ratio will be based on the average of LBE/SLBE/VSLBE revenue share and the profit share, if different, attributed to the LBE, SLBE or VSLBE. When a joint venture subcontracts part of the work on its Contract to another firm, the value of the subcontracted work may be counted toward the LBE, SLBE, or VSLBE goal if the Subcontractor(s) are certifed as such. Subcontracts to non-certified firms do not count toward the LBE, SLBE, or VSLBE Goals. The dollar amount of the Joint Venture, which is to apply towards the goals for LBE, SLBE or VSLBE participation, is calculated using the following formula: DOLLAR PERCENT OF VALUE OF X LBE/SLBE/VSLBE JOINT JOINT VENTURE VENTURE FINANCIAL CONTRACT PARTICIPATION IN THE CONTRACT DOLLAR VALUE = OF JOINT VENTURE CONTRACT APPLICABLE TO GOALS Whenever a Joint Venture involves a LBE, SLBE or VSLBE, the Prime Consultant shall provide the Authority with a full account of the nature of the LBE, SLBE, or VSLBE, the basis for creation regarding the Joint Venture, and the responsibilities of the interested parties. Such Joint Venture shall ensure that the participating LBE, SLBE, or VSLBE have a commensurate share of the profit or loss to be realized from the Joint Venture. The agreement establishing the Joint Venture shall be in writing. The Authority shall have the right to review same and determine if such arrangement is proper and within the requirements and intent of this Program. F. CONTRACT COMPLIANCE Prime Contractors shall maintain the LBE, SLBE, or VSLBE participation levels achieved at the time the Contract is awarded throughout the term of the Contract. Any modification to the original participation level shall be approved by the Authority. No substitution of a listed LBE, SLBE, or VSLBE Subcontractor can be made without the prior written approval of the Authority or Sponsoring Agency with agreement of the Authority. If an LBE, SLBE, or VSLBE subcontractor is unable to perform successfully, they will be replaced and the Spansoring Agency or the Prime Contractor shall notify the Authority. The Authority may investigate the circumstances surrounding the request for substitution. The Prime Contractor shall make its best efforts to replace the original LBE, SLBE, or VSLBE with another LBE, SLBE, or VSLBE, respectively. The Authority shall monitor compliance with the requirements of this Program during the term of the Contract. If the Authority determines that a Prime Contractor or Subcontractor has failed to comply with the Program, the Authority shall so notify the Contractor and the Sponsoring Agency. The Authority may require such reports, information, and documentation from Prime Contractors, Subcontractors, bidders, and the Sponsoring Agency, as are reasonably necessary to determine compliance with this Program. The Authority may hold a hearing to evaluate potential non-compliance issues. On a case-by-case basis, the Authority may mediate disputes between Prime Contractors and Subcontractors, as well as between the contractor and the Authority. Any party may contact the Authority and request assistance towards resolution of issues. The Authority shall investigate the matter and work with all parties to resolve the dispute. An independent mediator may be engaged by the Authority at its discretion. If the Authority is a party to the dispute, the Executive Director shall engage an independent mediator in resolving the dispute. G. MEANS TO INCREASE LBE, SLBE, AND VSLBE PARTICIPATION The Authority will use the following means to increase LBE, SLBE, and VSLBE participation: 1 Pre-Advertising Activities a. Hold periodic workshops to inform businesses of upcoming contracts and ongoing assistance opportunities. b. Provide information on contracting procedures and specific contract opportunities (e.g., ensuring the inclusion of LBE, SLBE, or VSLBE and other small businesses on recipient mailing lists for bidders; ensuring the dissemination of the list of potential subcontractors to bidders regarding prime contracts; provision for information to be available in languages other than English, where appropriate). c. Maintain a listing of bonding and financial institutions that have demonstrated a willingness to work with LBEs and SLBEs, and provide a copy of this list to any individual, firm or organization upon request. d. Maintain a list of insurance companies who have represented that they will provide competitive pricing to small business enterprises for workers' compensation, liability and other business insurance, and provide copies of this list to any person, firm or organization upon request. e. Provide ongoing assistance to construction contractors. f. To the extent practicable, unbundling large contracts to make them more accessible to small businesses. 9 2 Pre-bid Opening Activities a. Schedule times for the presentation of proposal bids, quantities, specifications, and delivery schedules in ways that facilitate LBE, SLBE, or VSLBE and other small business participation. b. Encourage Prime Contractors to subcontract portions of work that they might otherwise perform with their own forces. c. Provide assistance in overcoming limitations such as inability to obtain bonding or financing by such means as simplifying the bonding process, reducing bonding requirements, and providing services to help LBE, SLBE, or VSLBE, and other small businesses, to obtain bonding and financing. d. Provide assistance to sponsoring agencies by evaluating bids and ways to achieve program goals. e. Provide the following technical assistance for construction contracts; i. Access to a public plans room to review plans and specifications prior to bid opening. ii. Hands-on assistance in identifying items of work for subcontracting opportunities. iii. Assist in helping the Subcontractor put together a bid package. iv. Conduct construction site walk-through to help the Subcontractor determine his/her capacity before submitting a bid. v. Provide a list of all plan holders to Subcontractors who request this list. vi. Assist in preparing bond and loan documents. vii. Hold periodic workshops providing information on topics such as bonding and underwriting standards and procedures for Subcontractors; business planning; record keeping; capital formation; financial counseling; equipment utilization; technical assistance on performing highway construction, material supply, engineering or other transportation related businesses; plan interpretation; estimating; bidding; cost accounting methods; understanding and preparing project/contract documentation (i.e. required forms, work schedules, and productions schedules); safety regulations; and networking and marketing. l0 3 Post Award Activities a. Notifying all Subcontractors of change orders to ensure that the LBE, SLBE, or VSLBE Goals are met in reporting amendments and change orders. b. Help Subcontractors on the procedures and provide assistance in completing the paperwork for submitting change orders. c. Assist with mobilization support by providing the Subcontractors with logistic information regarding storing their equipment and supplies on the job site. d. Monitor the Prime contractor process by requiring proof of Subcontractor consent to amendments or contract change orders and allowing sufficient time for contacting Subcontractors and "demonstrations" of Good Faith Efforts by Prime Contractors. e. Review achievements of project sponsors. III REPORTING AND OTHER REQUIREMENTS Reporting Requirements The Authority shall submit an LBE, SLBE, and VSLBE Utilization Report to the Board on asemi-annual basis. The report shall include expenditures made by the Authority and sponsoring agencies during the reporting period on all active Measure B contracts. The expenditures will show award amount and payments to the primes and subcontractors by certification status. The sponsoring agencies shall provide this information on asemi-annual basis or when requesting reimbursement from the Authority, which ever occurs first. The information shall list the total payments made on each active contract during the reporting period, in addition to awards, modifications, and payments to each LBE, SLBE, VSLBE, prime, and subcontractor. 2. Records Maintenance The Awarding agency shall maintain accurate records for each Contract awarded. The records shall include dollar values, the nature of the goods or services to be provided, the name of the Prime Contractor awarded the Contract, the efforts the Prime Contractor employed to solicit bids from LBEs, SLBEs and VSLBEs. In addition, the information shall include all subcontracts awarded by the Prime Contractor, identifying for each its dollar value, the nature of the goods or services provided, and the name of the Subcontractor. Prime Contractors are required to maintain certain records and documents for three years following the performance of a Contract. Such records shall include the following: a. The name and address of each first-tier Subcontractor. b. The name and business address, regardless of tier, of every LBE, SLBE and VSLBE Subcontractor. c. The date of payment and the total dollar amount paid to each Subcontractor. d. The date of work perfornned by their own forces along with the corresponding dollar value of the work claimed toward the applicable Goal. These records will be made available for inspection upon request by any authorized representative of the Authority. 12 3. Prompt Payment Prime Contractors will be paid within thirty (30) days of submitting an acceptable invoice, including all required supporting documentation. Accompanying the request for payment, a Prime Contractor will submit a Payment Request Form summarizing Subcontractors payments. When it pays the Prime Contractor, the Authority will include a Payment Request Form that reflects all approved items. Prime Contractors will enclose a photocopy of this Form with their payments to Subcontractors. The Authority shall ensure that the following clauses or equivalent will be included in each Contract subject to this Program: The Prime Contractor agrees to pay each Subcontractor under this prime contract for satisfactory performance of its contract no later than 10 days from the receipt of each payment the Prime Contractor receives from Authority or project sponsor. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Authority. This clause applies to LBE, SLBE, and VSLBE and non- LBE, SLBE and VSLBE Subcontractors. The Prime Contractor agrees further to release retainage payments to each Subcontractor within 30 days after the Subcontractor's work is completed and accepted. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval by the Authority. This clause applies to LBE, SLBE, and VSLBE and non- LBE, SLBE and VSLBE Subcontractors. 4. Penalties And Sanctions When the Awarding Agency awards a Contract subject to this Program and the Authority and/or Sponsoring Agency has cause to believe that any bidder, Prime Contractor, or Subcontractor has willfully failed to comply with any of the provisions of this Program either may conduct an investigation. Based on this investigation, if the Authority or the Sponsoring Agency (with the advice and consent of the Authority) finds non-compliance, the investigating entity will provide the Prime Contractor or Subcontractor with written notice and an opportunity to be heard, and the Authority and Sponsoring Agency may impose the sanctions described below for each violation of this Program. In order to complete its investigation, the Authority may require such reports, information and documentation from bidders, Prime Contractors, Subcontractors, and the Sponsoring Agency as are reasonably necessary to determine compliance with the requirements of this Program. If the Authority investigates and finds willful non-compliance, the Authority shall send a written notice to the Sponsoring Agency, if any, that a determination of a bad faith non-compliance has been made. 13 The sanctions that may be imposed for each violation of this Program are as follows: a. Imposing a fine; b. Suspending the Contract until violation is cured; c. Canceling the Contract; d. Disqualifying a bidder, contractor, or other business from eligibility for providing goods or services to the Authority, for a period not to exceed three years. ~f'~z_l'rirr~e_~'()nYt-actESF~c~r~:wu~JC(}i3€~1,.rc:t~~• [iis )tit tes a [lete€wirtatlt~tian of 1)a_[f_ fat_t~ t)()tI~6(:iin IFhiI['d' or'r1RF' ~~IlCti[)n ICYtj}OSe[l :iS_it C'E'Sit~t_()~.titE(:ll it dCYCYIIt[nation,~ tfaE•. E'a•inlt' C:ortYactor t)r'slil)eotltt-~ic.tor Ina~• ~t. )E)eal tllc' ~-.uthoi•it~~staf'f's [letcrlnittati[)n n~r sancti(rI) tc) tl).e [3()hrd of'ttle ~.ut_ltorit~~_~C"I'~A or AC'T':, ats tl)e case mst~~ 1)e} ~'o tae cc~t~si[Rcr_ect_bttle. Iioai•[tl qtly suclt_at)ne~I ttstlGt 1)e 5[ibntltt(:d III ~,i'i"itlE)~ t(1 ~'lI(' ,'~.ItfliC)E'itl' ai2[l ttlttSt i)e r(`CeI4'Cd by tllC !)s.it1'li()E"[fit' tt`it~tlIt ~(1 CIaE'S after iS~iiR~tIC.C ()~' ~~)_(' C~C~CCFnt[iI€ti[.)Fit~ t)tt(1 f_,~Ilttll t)f.)il- rorlld)tia~ICe by thE~ Atitlitirit~~. _. 5. Program Review This Program will be reviewed periodically by the Authority. The Authority may make such changes in the Program which are required to implement its goals and objectives. Program changes shall be submitted to the Authority Board for approval. 6. Severability The provisions of this Program are declared to be separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section or portion of this program, or the invalidity of the application thereof to any person or circumstances shall not affect the validity of the remainder of this Program, or the validity of its application to other persons or circumstances. 7. Confidentiality The Authority and its consultants shall safeguard from disclosure to third parties information that may reasonably be regarded as confidential business information, consistent with federal, state, and local law. 14 APPENDIX A DEFINITIONS The terms used in this Program are defined in the list below. The terms are in alphabetic order. Acceptable Alameda County Certifying Agencies. These are local Alameda County certifying agencies whose certifications are accepted by the Authority along with supplemental information as a substitute for a full certification application with the Authority. Please refer to Appendix E for the list of acceptable certifying agencies and documentation requirements. Administrative Services. Services of an administrative nature such, but not limited to legal, accounting, public relations, project control and policy support services. Administrative services exclude engineering, architectural and construction-related services, which are classified as Professional services. Authority. Respectively, the Alameda County Transportation Authority and Alameda County Transportation Improvement Authority. The Authority is responsible for the implementation of the voter approved half-cent sales tax measure for transportation projects in Alameda County. Awarding Agency. Authority or sponsoring agency responsible for advertising, awarding and administering the contract. Bid. A quotation, proposal, or offer by a contractor to provide labor, material, or equipment to the Authority or a Sponsoring Agency for a price. Caltrans. State of California Department of Transportation. Capital Project. A project specifically listed in the Measure B Expenditure Plan. Capital Projects Fund. Funds reserved for capital projects in the Authority's Expenditure Plans Certification. A status granted to firms qualified through the certification application process. A firm may qualify as an LBE, SLBE, or a VSLBE, which are further defined below. Certification List. List of certified LBEs, SLBEs, and VSLBEs maintained on the Authority's website. Commercially Useful Function. A business that is directly responsible for providing the materials, equipment, supplies or services to the Authority as required by the bid solicitation. The Authority will evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing, as well as the credit claimed for its performance of 15 the work, and other relevant factors in determining whether a business is performing a commercially useful function. Construction Contract. A legally binding agreement between the Authority or a Sponsoring Agency and a person or firm to provide labor, materials, or equipment for Construction Work. Contract. A legally binding agreement obligating a seller to furnish supplies or services (including, but not limited to, construction and professional services) and the buyer to pay for them. Contractor. A business entity with a current business license issued by a city or county. Construction Work. Services performed by a person or firm to build or construct structures, roadways, or roadway appurtenances for the Authority or the Sponsoring Agency. Goals. See LBE, SLBE and VSLBE Goals. Good Faith Effort. The steps set forth in Appendix C of this Local Business Contract Equity Program, undertaken to comply with the goals and requirements imposed by the Authority for participation of LBEs and SLBEs as Subcontractors on construction contracts. GFE Points. This is the evaluation methodology to assess whether a business that failed to meet the LBE or SLBE goals on a construction bid made acceptable efforts towards attaining the goals. Joint Venture. An association of two or more businesses to carry out a single business enterprise for profit for which purpose they combine their property, capital, efforts, skills, and knowledge. Local Business Enterprise (LBE). An Alameda County business that has the following characteristics: 1. A fixed business location with a commercial or residential address in Alameda County where administrative, clerical, professional and productive work is performed. The location cannot be a moveable office, post office address, telephone answering service or mailing address in an executive office suite; 2. For a business located solely in Alameda County, a valid business license issued by Alameda County or a city within the county. If the business has an office solely in Alameda County, the location of the business must have been within. Alameda County for at least (1) one year prior to bid opening date; 3. If the business has one or more offices outside Alameda County, it must have at least one fulltime equivalent employee in the Alameda County office and a business license valid for one year prior to the bid opening date; 16 4. If the business has an office solely in Alameda County, the requirements in (3) above do not apply; 5. The business must have proof of a fully executed contract containing the Alameda County business address and a lease or proof of ownership of real property for the business location. LSE Goals. The targeted level of Participation for LBEs established by the Authority for Contracts awarded by the Authority and Sponsoring Agencies funded completely or partially by the Authority and other local funds. LBE/SLBE Program. The Authority's Local Business Enterprise, Small Local Business Enterprise Program was adopted in the Year 2000. The new Local Business Contract Equity Program replaces the previous LBE/SLBE Program. Measure B. The local initiatives approved by the voters of Alameda County in 1986 and 2000 to levy aone-half (1/2) cent sales and use tax on purchases within the County to finance certain capital transportation and transit projects as set forth in the Expenditure Plans attached and incorporated by reference into this program. The measure authorized the creation of the Authority to administer the implementation of Measure B. A copy of both Measure B documents, including the Expenditure Plans, are available at the Authority's office and the website www.actia2022.com. Mediator. A neutral third party assigned to assist adverse parties in resolving their disputes without going to court. Pass-Through Funds. Measure B funds granted to Alameda County cities and other government agencies for their own projects and programs. This includes funds that are maintained with the Authority for future program services and grants. Participation. Instance in which a Prime Contractor utilizes one or more LBEs or SLBEs to meet the Authority's LBE and SLBE subcontracting requirements, the Prime Contractor may only count towards its subcontracting goals those expenditures to LBEs and SLBEs firms that perform a Commercially Useful Function. Prime Contractor. Any person(s), firm, partnership, corporation, or Joint Venture who submits a Bid to perform and/or enters into a Contract with a Sponsoring Agency or the Authority to perform Construction Work or professional services. Prime Contractors shall perform at least thirty percent (30%) of the Construction Work or professional services under the Contract. Program Services. Services rendered to Alameda County residents under Measure B, paid through the Pass-Through Funds. Procurement Process. Contracts over $50,000 are subject to a competitive selection process, contracts between $50,000 and $25,000 require three to five competitive bids and contracts under $25,000 require one bid. This process is described in Appendix G 17 Professional Services Contract. Any Contract between the Authority and a person or firm to provide labor, materials, or equipment for professional services including, but not limited to architects, engineering and construction-related services. Small Local Business Enterprise (SLBE). An LBE with less than a stated amount of average gross annual revenue over the most recent three (3) years. For any business to qualify as an SLBE for non-construction contracts, it must have average annual gross revenue under $5 million over the most recent 3 year period. For a business to qualify as an SLBE for construction contracts, it must have average annual gross revenues under $10 million. SLBE Goal. The targeted level of Participation for SLBEs established by the Authority for Contracts awarded by the Authority and Sponsoring Agencies, which are completely or partially funded by the Authority and other local funds. The Authority board shall approve the contract-specific SLBE Goal for each construction contract. The goals for professional and administrative contract over $50,000, is 30%. Sponsoring Agency. Any public entity receiving funds from Measure B, to implement capital projects, as defined in the Authority's 1986 and 2000 Measure B Expenditure Plans. The Expenditure Plans are available for review at the Authority's office or on the Authority's web page (www.actia2022.com). This Program shall only be applied to Contracts for capital projects awarded by the Sponsoring Agency which are completely or partially funded by the Authority and other local funds. Please refer to Appendix B for Responsibilities of Sponsoring Agencies. Subcontractor. Any individual, partnership, corporation, or other legal entity entering into a contract with a Prime Contractor to perform a portion of the Construction Work or professional services under a Contract with the Authority or a Sponsoring Agency, including but not limited to truckers, manufacturers, suppliers and owner-operators of equipment. Very Small Business Local Enterprise (V5LBE). An SLBE with gross revenues averaging less than $2 million per year over the most recent 3 year period will be given preference on Authority administrative contracts under $50,000. On administrative contracts under $25,000, the Authority will target VSLBEs. 18 APPENDIX B RESPONSIBILITIES OF SPONSORING AGENCIES l . Advertise, award and administer any professional services contract for work on Measure B capital projects not performed by Sponsor's own forces. 2. Invite the Authority staff and/or consultants to participate as a voting member in the selection of professional consultants and to furnish copies of the professional services RFPs and contracts to Authority for review prior to approval by the Sponsor on contracts utilizing Authority funds. 3. Advertise, award and administer the construction and utility relocation contracts for Projects in accordance with the applicable requirements of the Local Agency Public Construction Act and the California Labor Code, including its prevailing wage provisions. Sponsor shall obtain applicable wage rates from the State Department of Industrial Relations and shall adhere to the applicable provisions of the State Labor Code. Violations shall be reported to the State Department of Industrial Relations. 4. Comply with the Authority's Local Business Contract Equity Program when selecting all professional consultants and construction contractors on phases of Capital Projects funded by the Authority, where no federal or state funds are used, unless the Sponsor has received approval for the Waiver the Goals provisions or the use of Sponsor Participation Policy from the Authority. 5 Meet Authority's Goals when selecting all construction and utility relocation vendors on phases of the Projects where no federal or state funds are used. In the event that LBE or SLBE goals are not met, Sponsor will make a good faith effort and require contractors and vendors to use Good Faith Efforts using the process as set forth in this Program. 6 Utilize the Sponsor's DBE goal, plan, and policies if federal or state federalized funds are used on any phases of the Project. 7 Work with Authority to achieve the Authority's objectives and clarify the required participation goals in the specific agreement in the event that Sponsor is bound by other mandated contract participation requirements. 8 On Projects where Sponsor hires a consultant to administer a phase of the work funded by the Authority, Sponsor will provide the Authority with a list of prime and subcontractors showing tasks and dollar values, Progress Reports by Project phase, when requesting reimbursement or on asemi-annual basis, which ever comes first. These reports shall describe the current status of the Project, actions and eligible costs expended or incurred during the previous month, actions expected to be taken during the next month, an updated schedule with estimated completion, scope changes Project related issues, any unexpected legal, environmental, engineering or construction difficulties, notices of potential claim, DBE, SLBE and LBE participation from prime and first tier subconsultants/ subcontractors, and any additional relevant information requested by the Authority. 19 APPENDIX C GOOD FAITH EFFORT FOR CONSTRUCTION CONTRACTS It is the Authority's intent and policy to fulfill its goals for LBE and SLBE participation. If a bidder fails to meet the LBE or SLBE Goals, the Authority must determine whether the bidder made a good faith effort (GFE) to meet the LBE and SLBE Goals. Efforts that are merely pro forma shall not be deemed a Good Faith Effort. Documentation of the contractor's GFE shall be submitted with the bid documents, if the bid does not meet the LBE and/or SLBE goals. 1. GOOD FAITH EFFORT CRITERIA. A Prime Contractor shall provide documented evidence with their bid that it took the following actions in order to establish that it made a reasonable GFE to meet the Authority's LBE and SLBE Goals. The Prime Contractor's GFEs to reach out to LBEs and SLBEs shall be determined by the level of effort put into achieving the twelve (12) criterions as outlined below. Failure to meet LBE/SLBE/VSLBE goals will not by itself be the basis for disqualification or determination of non-compliance with the LBE/SLBENSLBE Program. However, failure to include supporting documentation of a GFE and failure to achieve 70 out of 100 Good Faith evaluation points will render the bid non-responsive and will result in its rejection. (a) Attend pre-bid meetings scheduled by the Authority to inform all bidders of the LBE/SLBE/VSLBE Program requirements for the project for which the Contract will be awarded. The Authority must have a record of the Prime Contractor's sign-in on the attendance sheet. GFE Points = 5 (b) Identify specific items of work to be performed by LBEs and SLBEs in order to increase the likelihood of meeting the LBE and SLBE Goals, including breaking down contracts into constructible units. This includes, where appropriate, breaking out contract work items into economically feasible units to facilitate LBE and SLBE participation. The Prime Contractor must complete a Request for Potential LBE and SLBE Work Break-out Analysis, the format of which will be furnished by the Authority as part of the contract document. This Analysis will be used in determining if the Prime Contractor has met this specific GFE criterion. GFE Points = 15 (c) Provide written notice of interest and results in soliciting bids on the Contract to LBEs and SLBEs. Written notice shall specify which items of work the Prime Contractor has identifed pursuant to Iteml b above. This notice shall be provided to LBEs and SLBEs within 5 calendar days after the pre-bid meeting or pursuant to the notice period set forth in the specifications for a given Contract. These solicitations shall include a description of the specific items of work to be performed by the LBEs and SLBEs and all related conditions of the work. The Prime Contractor 20 will also be required to provide written documentation of the LBEs' and SLBEs' responses to these solicitations, i.e. dates of written notice, response and results, phone logs, meetings, conference calls, etc., as well as records of discussions with LBEs and SLBEs regarding the solicitations. GFE Points =15 (d) Follow-up on the written initial solicitations of interest by contacting the owner or other manager of the LBEs and SLBEs to determine with certainty whether the enterprises were interested in performing specific items of the project. The Prime Contractor is required to document the follow-up activities and provide written documentation stating the date and method of contact, the reason for not using the subcontractor and copies of all communications. GFE Points = 15 (e} Make the project plans, specifications, and requirements for the selected subcontracting or material supply work available for review by interested LBEs and SLBEs. The Primary Contractor is required to document and provide proof of receipt on the names and addresses of LBEs and SLBEs whom the project information was made available to. GFE Points = 5 (f) Where needed, advise and make efforts to assist interested LBEs and SLBEs in obtaining lines of credit, or required insurance. GFE Points = 5 (g) Negotiate in good faith with LBEs and SLBEs subcontractors. The Prime Contractor shall provide evidence that negotiations with LBEs and SLBEs were done in good faith by documenting and providing names and addresses of LBEs and SLBEs that were considered. To the extent that the Prime Contractor negotiated with the LBEs and SLBEs and did not select the LBEs and SLBEs for the work, the Frime Contractor shall provide written documentation detailing why the agreement could not be reached with the LBEs and SLBEs. GFE Points = 25 (h) Contact the Authority, identifying the LBEs and SLBEs contacted and explaining any problems securing LBE and SLBE bidders and request assistance at least fifteen (15) working days prior to the bid due date. GFE Points = 5 (i) Advertise, not less than twenty (20) working days before the date the Bids are opened, in one or more daily or weekly newspapers, trade association publications, trade oriented publications, trade journals, or other media, that may be specified by the Authority to solicit LBEs and SLBEs that are interested in participating in the project. This paragraph applies only if the Authority gives public notice of the project not less than thirty (30) calendar days prior to the date the Bids are opened. GFE Points = 5 21 (j) Documented assistance from contractors' groups or other organizations that provide assistance in the recruitment and placement of LBEs and SLBEs, if any are available. Documentation of this solicitation must be provided. GFE Points = 5 2. GOOD FAITH EFFORT REVIEW. The GFE Evaluation Process consists of a two-tiered review process: Interdisciplinary Review Team: The initial review/analysis of the GFE documents will be performed by the appropriate contract equity consultant. This initial report will be presented to the Interdisciplinary Review Team (IRT), nominated by the Executive Director, which determines if a GFE was demonstrated. A written evaluation report will be submitted to all bidders, stating whether the apparent low bidder has complied with the GFE requirements. To protest the IRT decision, a bidder has five working days to file a written objection. In the event a hearing is deemed appropriate by the Executive Director, all bidders shall be given at least a five day notice of the hearing. The IRT shall make its findings within 10 working days after the hearing. The IRT's decision may be appealed by the bidder or other interested parties, as defined in the bid document. GFE Review Committee: Review of a decision of the IRT that is appealed will be conducted by a Good Faith Effort Review Committee (Committee), which will be comprised of two (2) Authority Board members and an outside independent appointee. The two Authority Board members will be appointed by the Chair of the Authority Board. The outside independent appointee will be retained by the Authority Executive Director. The Committee shall hold a hearing in Alameda County. All Subcontractors listed on the Good Faith Report and all bidders and their subcontractors that participated in the bidding process will be given notice of the hearing at least ten (10) days before it takes place. The Committee will review evidence at the hearing and other factors relevant to the case to determine whether the apparent low bidder made a GFE to meet the LBE and SLBE Goals. The Committee shall review and keep confidential any information revealing a Prime Contractor's proprietary interests and shall exclude the public from the hearing for that limited purpose. The Committee shall give all bidders and all Subcontractors participating in bids on the project an opportunity to present evidence relating to the apparent low bidder's GFE to meet the LBE and SLBE Goals. The Committee makes a final determination whether a GFE was demonstrated The Authority or Sponsoring Agency will rely on the decision of the Committee, and the Authority will hold the Sponsoring Agency harmless for implementing the decision of the Committee. 22 APPENDIX D OUTLINE OF CONSTRUCTION AND PROFESSIONAL SERVICES CONTRACT PROCESS A. Bidding Process for Construction Contracts Distribution of Certified Lists. The Authority will make available a directory or list of certified LBE, SLBE and VSLBE Prime Contractors and subcontractors conducting business in Alameda County who are willing to perform types of subcontract work and provide materials generally required during construction. Current copies of the list will be made available by the Authority or Sponsoring Agency at the same time requests for Bids are distributed. Additionally, the list shall be made available to any individual, firm or organization upon request. Pre-bid Conference. Not less than fifteen (15) days before Bids are due on each Contract subject to this Program; the Authority shall hold apre-bid conference in Alameda County that invites all prospective Prime Contractors and Subcontractors including LBEs, SLBEs and VSLBEs. During the conference, the Authority will explain the Contract to be performed, the provisions of this Program, and the process for bidding. Available data on the LBEs, SLBEs and VSLBEs interested and/or capable of engaging in the prospective Contract shall be made available to prospective bidders, Prime Contractors and Subcontractors at the conference. Solicitation of LBE and SLBE Bids. Prime Contractors shall notify local contractor associations and business development centers of their intention to solicit LBE, SLBE and VSLBE Participation in a Contract at least twenty (20) working days, prior to the Bid opening. Such notification shall be by registered or certified mail or other suitable means such as facsimile copy. Bid Opening. Prime Contractors must submit a LBE, SLBE and VSLBE Utilization Form as applicable with their Bids. This form will identify the particular LBEs, SLBEs and VSLBEs to be utilized in performing the Construction Contract, specifying for each the dollar value of the Participation, the type of work to be performed and such information as may reasonably be required to determine the responsiveness of the Bid. This Form will be available for public review immediately upon submission. Prime Contractors must submit with their Bid an Affidavit ofNon-Disciplinary or Investigatory Action attesting that no adverse action has been taken against them by the Equal Opportunity Commission, State of California Department of Fair Employment and Housing or the U.S. Department of Labor Contract Compliance Program or provide an explanation for any such actions, except where legal action is pending. Prime Contractors shall submit with their Bids a letter of intent signed by the Subcontractor or an executed contract for each Subcontractor who is included in the Bid. Prime Contractors must submit a proposed draft copy of their contract with each Subcontractor that will be working on a project to the Authority or Sponsoring Agency within ten (10) days of 23 being notified that they have been awarded the Construction Contract and a copy of the executed contract with the Subcontractor prior to the commencement of Construction Work. B. Professional Services Contracts: Submittal of Qualifications and Proposals Consultants interested in Professional Services Contracts shall submit project specific qualification statements and proposals as prescribed by the Authority's "Policy on Selection Procedures for Procurement of Engineering and Related Professional Services" or as prescribed by the Authority or the Sponsoring Agency, with the Authority's approval, for the particular service required. Project Specif c Qualification Statements shall include the plan in which a firm or team plans to meet the requirements of this Program. Therefore, although assignment of tasks is not required at this stage, firms wishing to be considered further must clearly establish the plan to comply with this Program. Firms invited to propose (Prime Contractors) shall complete the Project's Consultant Team Form (see Appendix C). A Professional Services Questionnaire must also be completed by the Prime Contractors and each Subcontractor (see Appendix D). The Project Consultant Team Form the Professional Services Questionnaire must be submitted at the time the Prime Contractor submits the project proposal to the Authority or the Sponsoring Agency. 24 APPENDIX E LIST OF CERTIFYING AGENCIES There are two ways to get certified with the Authority. First is the submission of a copy of the Common Application (used by most Alameda County agencies) and Supplemental Questionnaire for ACTIA as shown on the Authority website www.actia2022.com, to the Authority's contract equity consultant. Second, provide the Authority's contract equity consultant a copy of a valid certification from certifying agencies Iisted below plus the Supplemental Questionnaire where indicated. Certification Matrix Certifying LBE SLBE VSLBE Agency Port of Oakland Copy of Port Copy of Port Certification Copy of Port VSBE Certification * and Supplemental Certification showing Questionnaire Alameda County Address County of Copy of County Copy of County SLEB Copy of County SLEB Alameda Certification * Certification and Certification and Supplemental Supplemental Questionnaire Questionnaire City of Oakland Copy of Oakland Copy of Oakland Copy of Oakland Certification * Certification and Certification and Supplemental Supplemental Questionnaire Questionnaire If the business is Common Common Application and Common Application not certified with Application Supplemental and Supplemental agencies listed Questionnaire Questionnaire above * Additional information may be required to determine if a business meets ACTIA criteria. 25 APPENDIX F CERTIFICATION APPLICATION AND SUPPLEMENTAL FORMS 26 APPENDIX G SUMMARY OF PROCUREMENT POLICY Authority Procurement Process The Authority enters into contracts in three ways: • Contracts exceeding $50,000 require a formal Request-for-Proposal (RFP) process, and approval by the Authority Board. • Contracts between $25,000 and $50,000 require solicitation of at least three competing bids solicitation, formal agreement with the successful bidder and approval by the Executive Director, under authority granted in the Procurement Policy adopted by the Authority. • Contracts below $25,000 require one informal quote, documentation of the contract, and approval by the Executive Director, under authority granted in the Procurement Policy adopted by the Authority. • Construction contracts go through a formal process requiring competitive bids, which is outlined in Appendix D. Roles and Responsibilities • The Authority Board. Sets policy, reviews semi-annual compliance reports and approves contracts over $50,000 administered by the Authority. • Executive Director. Overall compliance with policy, liaison with the contracting community and developing and recommending policy improvements to the Board _and awards contracts under $50,000. • Finance and Administration Manager. Assist Executive Director in the compliance efforts, Iiaison and policy improvement recommendations. • Contract Equity Consultants. Assists Authority Staff in the implementation of the Program. • Project Sponsors. Implementation of the Program on applicable Authority funded projects. 27 APPENDIX H RESPONSIBILITIES OF FINANCE AND ADMINISTRATION MANAGER The Authority's Finance and Administration Manager is primarily responsible for implementing all aspects of the Program. The Finance and Administration Manager has direct, independent access to the Executive Director of the Authority concerning Program matters. The Finance and Administration Manager may be assisted by outside consulting firms. A list of the Finance and Administration Manager's responsibilities with respect to this Program can be found below. The contact information for the Finance and Administration Manager is as follows: Alameda County Transportation Authority and Alameda County Transportation Improvement Authority Finance and Administration Manager 1333 Broadway, Suite 300, Oakland, CA 94612-4395 S 10-893-3347 x101 Aazad@actia2022.com FINANCE AND ADMINISTRATION MANAGER'S RESPONSIBILITIES The specific duties and responsibilities of the Finance and Administration Manager under this LBE/SLBE/VSLBE Program shall include, but not be limited to, the following: 1. Analyzing and assessing the available resources and evidence for the establishment and achievement of overall annual Goals each year; 2. Developing, monitoring and evaluating the Program, and preparing supplemental written procedures and guidelines to implement the Program; 3. Maintaining and updating the Bidders List; 4. Conducting measures to facilitate the participation of local and small business concerns through outreach and other community programs, training and business development programs, restructuring contracting opportunities, simplifying bonding, surety and insurance requirements; 5. Participating in the Contract bid and award process, reviewing Contract specifications, attending pre-bid conferences and participating in the process of evaluating bids for contractor responsiveness, responsibility and GFEs; 6. Ensuring that bid notices and requests for proposals are available to LBEs, SLBEs and VSLBEs in a timely manner; 28 7. Monitoring specific Contract performance and actual participation and Contract payments; 8. Monitoring overall participation, adjusting the overall Goals and means of achievement, assessing areas of over-concentration of participation, identifying ways to improve progress and reporting to the Authority as needed; 9. Providing LBEs, SLBEs and VSLBEs with information and assistance in preparing bids, obtaining bonding and insurance; 10. Planning and participating in LBE, SLBE and VSLBE training seminars; 11. Providing outreach to LBEs, SLBEs and VSLBEs and community organizations to advise them of opportunities; and 12. Maintaining all appropriate records and documentation of the Program, including gathering and reporting statistical data and other 29 APPENDIX I PROJECT TEAM DISCLOSURE STATEMENT Names of all Firms Participating on the Project (incl. Prime and Subconsultants Check if Firm is: LBE SLBE Nature of Partici ation Percent of Project Work Name -Authorized Officer of Prime Consultant Firm (Print or Type) Signature -Authorized Officer of Prime Consultant Firm (Submit with Proposal) 30 Attachment C -Letter from ACTIA Re: Local Business Contract Equity Compliance AtT'/.I~ .o~ ~.~~~a~c~~ A1AMfDA COUNTYTRANSPORTATiON IMPROVEhffNT AUTHOR/TY 1333 Broadtivay Suite 300 November 6, 2008 ~~1/ (} ~ 208 Oakland, CA 9•!6!1 - Telephone .i10l893-33-f7 Mr. Steve Haas Facsimile: Protect Manager .110/893-6.189 Alameda County Congestion Management Agency 1333 Broadway, Suite 220 {r%bpage.• Oakland, CA 94612 tvwtiv.ACT1A2012.com Subject: I-~80 Westbound Auxiliary Lane Project Alice Lai-Bitke,•, Chai,, Supervisor, Disr,•icr 3 Fallon Road to Tassaj ara Road Construction Change Order Project :dark Green, Y'ice-Cftair Local Business Contract Equity Compliance ~Lfayor, City of Union City Keith Carson Dear Mr. Haas, Supervisor, District .i Henry Chang, Jr. The I-580 Auxiliary Lane Project, specifically the westbound segment Vice tfaayor, City of Oakland between Fallon Road and Tassajara Road, will be constructed as a Construction Change Order to the construction project currently being Supetrviso~eDisb•ict 1 administered by the City of Dublin. Given that the City of Dublin's existing construction contract with was not advertised using the Authority's Local Beverly Johnson Business Contract Equity program, since at the time there were no Measure ,tifayor, City ofAlan:eda B funds on that project, the project is considered to be exempt from the Authority requirement to include Local and Small Local businesses. ,Llarsl:all Kamena tifayor, City of Livermore Although the Auxiliary Lane project being sponsored by the Alameda Janet Lockliort County Congestion Management Agency (ACCMA) is considered exempt ~Lfayor, City ofDublin from the requirement, the Authority does encourage the use of local and small local businesses and will require reporting on a quarterly basis for our Hale Miley Supervisor, District ~ overall reporting our Board. Anthony Santos If you have any further questions, please do not hesitate to call. Mayor, City of San Leandro Gail S[eele Sincerely, Supervisor, District 2 ~t 1` C~~-~. C~ ~~C G~----. Christine A~/onsen Michele Bellows ~.re~:wive Director ACTIA Capital Program Manager cc: Art Dao, Deputy Director -ACTIA Stefan Garcia, Project Controls Team -ACTIA ACTIA 14A Project Files Chron. File