Loading...
HomeMy WebLinkAboutReso 32-20 Approving a Project Funding Agreement ACTC Tassajara Rd Arterial Mngmnt ProjectReso No. 32-20, Item 4.2, Adopted 05/05/20 Page 1 of 1 RESOLUTION NO. 32 - 20 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN * * * * * * * * * APPROVING A PROJECT FUNDING AGREEMENT WITH THE ALAMEDA COUNTY TRANSPORTATION COMMISSION FOR THE TASSAJARA ROAD ARTERIAL MANAGEMENT PROJECT WHEREAS, the 2018-2023 Capital Improvement Program includes Citywide Signal Communication Upgrade Project (CIP No. ST0713), which provides for improvements along key arterial corridors; and WHEREAS, CIP No. ST0713 includes upgrading of traffic signal infrastructure along the Tassajara Road corridor; and WHEREAS, the Tassajara Road Arterial Management Project (Project) will add traffic signal coordination on Tassajara Road to the current scope of CIP No. ST0713 ; and WHEREAS, on June 17, 2019, the Alameda County Transportation Commission allocated $146,000 in grant funding to the City of Dublin for the construction of the Project. NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Dublin hereby approves the Project Funding Agreement with the Alameda County Transportation Commission attached hereto as Exhibit A to this Resolution. BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Project Funding Agreement. PASSED, APPROVED AND ADOPTED this 5th day of May 2020, by the following vote: AYES: Councilmembers Goel, Hernandez, Josey, Kumagai and Mayor Haubert NOES: ABSENT: ABSTAIN: Mayor ATTEST: City Clerk DocuSign Envelope ID: 4990D72F-0DC5-43A3-82F1-75C44A48FD05 Alameda CTC Agreement No. A19-0063 Project No. 1511002 PROJECT FUNDING AGREEMENT between ALAMEDA COUNTY TRANSPORTATION COMMISSION and the CITY OF DUBLIN for the TASSAJARA ROAD ARTERIAL MANAGEMENT This Project Funding Agreement ("AGREEMENT"), dated for reference purposes only as of June 17, 2019, is by and between 11L.AMEDA COUNTY I$ANSPORTATION COMMISSION, a joint powers agency ("ALAMEDA CTC"), and the CITY OF DUBLIN, a public agency ("PROJECT SPONSOR"). This AGREEMENT obligates funds from one or more ALAMEDA CTC administered funding programs as indicated below, and as further specified in Appendix A: Project Control Information and Appendix B: Alameda CTC Administered Funds Obligated by this AGREEMENT, for the PROJECT, as such term is defined in Recital K below. ❑ 2000 Measure B ❑ 2014 Measure BB ❑ Vehicle Registration Fee ® Transportation Fund for Clean Air ❑ CMA TIP RECITALS A. The voters of Alameda County, pursuant to the provisions of the Bay Area County Traffic and Transportation Funding Act, Public Utilities Code Section 131000, et seq., approved Measure B at the General Election held in November 1986, authorizing the collection of a one-half cent transaction and use tax over a fifteen (15)-year period to address major transportation needs and congestion in Alameda County and giving Alameda County Transportation Authority ("ACTA") the responsibility for the administration of the proceeds of the tax. The proceeds from the 1986 Measure B tax have been and continue to be used to pay for investments as outlined in the 1986 Alameda County Transportation Expenditure Plan ("1986 TEP"), as it may be amended. Although collection of the 1986 Measure B tax ceased in 2002, capital projects funded wholly or in part by 1986 Measure B funds are still being delivered using these funds. B. The voters of Alameda County, pursuant to the provisions of the Local Transportation Authority and Improvement Act, Public Utilities Code Section 180000, et seq., approved the reauthorization of Measure B at the General Election held on November 7, 2000, authorizing the collection of a one-half cent transaction and use tax to be collected for twenty (20) years beginning April 1, 2002 and giving Alameda County Transportation Improvement Authority ("ACTIA") responsibility for the administration of the proceeds of the tax.. The proceeds from the 2000 Measure B tax have been and continue to be used to pay for investments as outlined in the 2000 Alameda County Transportation Expenditure Plan ("2000 TEP"), as it may be amended. C. The voters of Alameda County, pursuant to Section 65089.20 of the Government Code, approved Measure F, the Vehicle Registration Fee ("VRF"), authorizing Alameda County Congestion Management Agency ("ACCMA") to administer the proceeds from a $10 per year vehicle registration fee on Page 1 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 each annual motor -vehicle registration in Alameda County, starting with registrations effective July 2011 with collection beginning in May 2011, six months following approval of Measure F. Vehicles subject to the VRF include all motorized vehicles, including passenger cars, light -duty trucks, medium -duty trucks, heavy-duty trucks, buses of all sizes, motorcycles, and motorized camper homes, unless vehicles are expressly exempted from the payment of the VRF. D. By resolutions adopted by the ACTA and ACTIA Boards on June 24, 2010, all of ACTA's functions and responsibilities were assigned to, and accepted by, ACTIA. On that same date, the ACTIA and ACCMA Boards took the final actions to create ALAMEDA CTC, a joint powers authority with all responsibilities of ACTIA and ACCMA. Pursuant to resolutions adopted by the ACTIA and ACCMA Boards and the Commission of ALAMEDA CTC, ACCMA and ACTIA were terminated as of the close of business on February 29, 2012, with ALAMEDA CTC designated as the successor entity. All of its predecessors' functions and responsibilities have been assigned to, and accepted by, ALAMEDA CTC. E. 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 Measure BB at the General Election held on November 4, 2014, authorizing the extension of an existing one-half of one percent transaction and use tax scheduled to terminate on March 31, 2022, and the augmentation of the tax by one-half of one percent, and giving ALAMEDA CTC responsibility for the administration of the proceeds of the 2014 Measure BB tax. The duration of the 2014 Measure BB tax will be 30 years from the initial year of collection, which began April 1, 2015, with said tax to terminate/expire on March 31, 2045. The proceeds from the 2014 Measure BB will be used to pay for investments as outlined in the 2014 Alameda County Transportation Expenditure Plan ("2014 TEP"), as it may be amended. F. As the Transportation Fund for Clean Air ("TFCA") Program Manager in Alameda County, ALAMEDA CTC annually programs 40 percent of the TFCA funds collected in Alameda County. ALAMEDA CTC receives these funds from the Bay Area Air Quality Management District (`BAAQMD"), and then distributes these funds on a reimbursement basis to eligible project sponsors. G. ALAMEDA CTC is continuing the implementation of the CMA Exchange Program, originally established by the ACCMA, for the purpose of providing local or otherwise unrestricted funds to ALAMEDA CTC for use in projects and programs adopted into the CMA Transportation Improvement Program ('CMA TIP") by ALAMEDA CTC. H. The funding programs administered by ALAMEDA CTC and available for projects and programs that benefit the Alameda County transportation system, consisting of 1986 Measure B, 2000 Measure B, 2014 Measure BB, VRF, TFCA, and CMA TIP, are collectively defined as and shall be referenced herein as the "ALAMEDA CTC ADMINISTERED FUNDS". Requirements related to 2000 Measure B, VRF and 2014 Measure BB Direct Local Distribution ("DLD") funding distributed pursuant to 2000 Measure B, VRF and 2014 Measure BB Transportation Expenditure Plans are covered by separate agreements between 11L.f1MEDA CTC and DLD recipients. I. Measure B, Measure BB, VRF, and TFCA funds obligated by this AGREEMENT shall be programmed, allocated, and expended for the purpose defined and in accordance with the provisions set forth in the applicable transportation expenditure plans, or the BAAQMD-approved TFCA County Program Manager Policies. Page 2 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 J. ALAMEDA CTC programs and allocates ALAMEDA CTC ADMINISTERED FUNDS through the ALAMEDA CTC Comprehensive Investment Plan ("CIP") that is updated periodically to summarize the programming and allocations of ALAMEDA CTC ADMINISTERED FUNDS, and the policies, procedures and requirements related to the expenditure of ALAMEDA CTC ADMINISTERED FUNDS. K. The PROJECT SPONSOR is implementing a project or program ("PROJECT") that is eligible for ALAMEDA CTC ADMINISTERED FUNDS. The PROJECT and the strategy to implement the PROJECT are described in greater detail in Appendix A: Project Control Information. L. This AGREEMENT obligates funds from one or more of ALAMEDA CTC administered funding programs as specified in Appendix B: Alameda CTC Administered Funds Obligated by this Agreement, for the PROJECT and the phase(s) described in Appendix A: Project Control Information. ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT are available to reimburse eligible costs incurred by PROJECT SPONSOR for the PROJECT and the phase(s) described in Appendix A: Project Control Information. M. The issuance of bonds or another financing mechanism are possible funding options as part of ALAMEDA CTC administered funding programs to meet cash flow requirements of each individual program based on current schedule and project delivery information. NOW, THEREFORE, it is agreed by and between the parties as follows: SECTION I PROJECT SPONSOR AGREES: 1. PROJECT SPONSOR shall implement the PROJECT in accordance with all requirements in this AGREEMENT and the following appendices attached hereto and incorporated herein by reference. a. Appendix A: Project Control Information b. Appendix B: Alameda CTC Administered Funds Obligated by this Agreement c. Appendix C: Alameda CTC Request for Reimbursement and Reporting Requirements d. Appendix D: Local Business Contract Equity Program e. Appendix E: Deliverables and Due Dates f. Appendix F: Project Performance Measures g. Appendix G: Transportation Fund for Clean Air Policies and Requirements 2. PROJECT SPONSOR shall perform the necessary work associated with the PROJECT required to implement PROJECT as described in Appendix A: Project Control Information. 3. PROJECT SPONSOR shall inform ALAMEDA CTC in writing of any changes to the information contained in Appendix A: Project Control Information as soon as PROJECT SPONSOR becomes aware of such changes. Per Section III.2, any change that requires an amendment to this AGREEMENT must be approved by ALAMEDA CTC prior to PROJECT SPONSOR implementing the change. Page 3 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 4. PROJECT SPONSOR shall commit to the timing of ALAMEDA CTC ADMINISTERED FUNDS as described in Appendix B: Alameda CTC Administered Funds Obligated by this Agreement. 5. PROJECT SPONSOR shall expend ALAMEDA CTC ADMINISTERED FUNDS received under this AGREEMENT in accordance with all applicable provisions of law and shall return to ALAMEDA CTC all funds that are not expended in accordance with all applicable provisions of law. 6. PROJECT SPONSOR shall be responsible for costs in excess of the total funding obligations shown in Appendix A: Project Control Information. Costs in excess of the total funding obligations will not be reimbursed with ALAMEDA CTC ADMINISTERED FUNDS unless this AGREEMENT is amended in writing or the parties execute a separate agreement for a subsequent phase of the PROJECT. 7. PROJECT SPONSOR shall return to ALAMEDA CTC, on a pro -rated basis, funds realized from the sale of any vehicle(s) purchased with ALAMEDA CTC ADMINISTERED FUNDS, if the sale of the vehicle(s) is completed prior to the last day of the last year listed as the PROJECT'S "Years of Effectiveness" as identified in either Appendix A: Project Control Information or Appendix G: Transportation Fund for Clean Air Policies and Requirements, as applicable. The amount of sale proceeds required to be returned to ALAMEDA CTC shall be proportional to the percentage of ALAMEDA CTC ADMINISTERED FUNDS originally used to purchase the vehicle(s). 8. PROJECT SPONSOR staff costs for any local agency which receives DLD funding shall not be eligible for reimbursement of staff costs from ALAMEDA CTC ADMINISTERED FUNDS allocated to the PROJECT unless staff costs are specifically identified as eligible in Appendix A: Project Control Information. PROJECT SPONSOR staff costs can be included in the total cost and other funding amounts for the purpose of meeting the cost and risk sharing provisions of this AGREEMENT. 9. Fringe benefits rates applied to PROJECT SPONSOR staff costs shall not exceed a maximum rate of 70% of the hourly wage. PROJECT SPONSOR staff costs may include the individual's actual hourly wage plus a fringe benefit of no more than 70% of the hourly wage as approved by a cognizant agency or an independent auditor, and staff costs also may include direct costs including contracts for services, such as legal counsel, that are considered an extension of the PROJECT SPONSOR'S staff. 10. PROJECT SPONSOR overhead, or "indirect," costs are not eligible for reimbursement from ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT, and shall not be included in the total eligible PROJECT cost calculations used to determine the ALAMEDA CTC ADMINISTERED FUNDS share of such total eligible PROJECT costs. 11. The cost of maintenance, security, or protection performed by PROJECT SPONSOR or third - party contractors during any temporary suspension of activities associated with the PROJECT will not be considered an eligible cost for reimbursement by ALAMEDA CTC. 12. PROJECT SPONSOR shall advertise, award and administer all professional services contracts for PROJECT work not performed by PROJECT SPONSOR. 13. PROJECT SPONSOR shall invite ALAMEDA CTC staff to participate as a voting member of PROJECT SPONSOR's selection panel for the selection of all professional consultants and furnish drafts of all Page 4 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 professional services contracts utilizing Measure B, Measure BB, and Vehicle Registration Fee funds to ALAMEDA CTC for ALAMEDA CTC's review and approval prior to execution. 14. All locally funded contracts approved by PROJECT SPONSOR, funded wholly or in part with Measure B, Measure BB, and/or Vehicle Registration Fee funds administered by ALAMEDA CTC, except for contracts that also include state and/or federal funds or contracts funding non -capital projects (e.g., transit )perations), are required to comply with ALAMEDA CTC's Local Business Contract Equity (LBCE) Program as referenced in Appendix D: Local Business Contract Equity Program. This includes the obligation to report LBE/SLBE/VLSBE participation with all invoices submitted for reimbursement for all contracts partially or wholly funded by ALAMEDA CTC, whether or not the contract requires LBE participation. 15. PROJECT SPONSOR shall require insurance coverage that names ALAMEDA CTC, its governing body, officers, employees and consultants as additional insureds of the PROJECT SPONSOR, professional services consultants and subconsultants, construction services contractors and subcontractors, volunteer service individuals, and any other contractors or subcontractors involved with the PROJECT on all insurance required by PROJECT SPONSOR for PROJECT. PROJECT SPONSOR shall keep and maintain insurance certificates and policy endorsements evidencing the policies on file, and furnish the same to ALAMEDA CTC upon request. ALAMEDA CTC will not be responsible for any premiums or assessments on any policy. If this AGREEMENT includes any TFCA funds, PROJECT SPONSOR shall also comply with the insurance requirements specified in Appendix G: Transportation Fund for Clean Air Policies and Requirements. 16. PROJECT SPONSOR shall provide ALAMEDA CTC with periodic (i.e., monthly, quarterly or semi-annually) progress reports describing the current status of the PROJECT. The required progress reporting frequency schedule and forms are provided in Appendix C: Alameda CTC Request for Reimbursement and Reporting Requirements. Progress reports are due by the last day of each calendar month following the established reporting period in which the work was performed. These reports shall include PROJECT status information such as the scope of work completed to date, total costs incurred, future actions, project performance, issues identification, changes to scope or schedule, and any additional relevant information requested by ALAMEDA CTC. 17. PROJECT SPONSOR shall submit to 111..AMEDA CTC a Request for Reimbursement in accordance with the minimum required invoicing frequency established for the PROJECT, but not more than one such request per month, for reimbursement of eligible PROJECT costs and expenses incurred by PROJECT SPONSOR. The required minimum invoicing frequency and invoice forms are provided in Appendix C: Alameda CTC Request for Reimbursement and Reporting Requirements, If PROJECT SPONSOR does not incur any reimbursable expenses during the minimum invoicing period, in lieu of submitting an invoice, PROJECT SPONSOR shall submit a letter or a statement as part of the required progress report for the same period confirming that no reimbursable costs were incurred during the given period. If PROJECT SPONSOR requests reimbursement for costs incurred as a result of a contract or agreement with a third party that contains a contract value of $50,000 or greater, e.g. a consultant, contractor or other entity, PROJECT SPONSOR shall submit an electronic copy of the fully executed contract or agreement to ALAMEDA CTC prior to ALAMEDA CTC authorizing reimbursement of such costs. Each Request for Reimbursement shall also include detailed supporting documentation for the total PROJECT costs with the reimbursable portion of the total costs clearly identified. Supporting documentation for the Request for Reimbursement packages Page 5 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 includes copies of invoices from vendors, consultants, or contractors and summaries of eligible PROJECT SPONSOR staff time charges. PROJECT SPONSOR may suggest an alternative method, subject to approval in advance by ALAMEDA CTC, to document staff costs charged to the PROJECT. 18. PROJECT SPONSOR shall provide a Parcel and Utility Agreement Tracking Log in a format approved by ALAMEDA CTC upon ALAMEDA CTC's request, if the PROJECT includes the acquisition of right-of-way and/or the relocation or protection of utility facilities. PROJECT SPONSOR shall also provide a monthly update of the right-of-way acquisition plan to ALAMEDA CTC. 19. PROJECT SPONSOR shall keep all necessary PROJECT records to demonstrate compliance with this AGREEMENT, including documentation of activities, performance, progress reports, final report, expenses and charges to support invoices submitted to ALAMEDA CTC and other PROJECT reporting requirements as described in Appendix C: Alameda CTC Request for Reimbursement and Reporting Requirements in one central location for a period of not less than five (5) years after the later of (i) ALAMEDA CTC's payment of the final invoice, (ii) the PROJECT SPONSOR'S submittal of the Final Report for ALAMEDA CTC ADMINISTERED FUNDS under this AGREEMENT, and (iii) the end of the PROJECT'S established "Years of Effectiveness" period (as identified in Appendix G: Transportation Fund for Clean Air Policies and Requirements) if any TFCA funds are provided under this AGREEMENT. a. PROJECT SPONSOR and PROJECT 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. b. PROJECT SPONSOR shall allow ALAMEDA CTC or its authorized representatives to inspect, audit, or make copies of any PROJECT records for a period of five (5) years after AI.AMEDA CTC's payment of the final invoice and the PROJECT SPONSOR'S submittal of the Final Report. The same access also shall be granted to BAAQMD or its authorized representatives for TFCA funds obligated by this AGREEMENT. 20. PROJECT SPONSOR shall comply with all of the following publicity requirements to inform the public on the use of ALAMEDA CTC ADMINISTERED FUNDS on the PROJECT. a. PROJECT SPONSOR shall credit ALAMEDA CTC as a funding source and display the approved 1�1.AMEDA CTC logo, where practical, on construction informational signs, vehicles or equipment operated or obtained as part of the PROJECT, and on any publically distributed information (e.g., fact sheets, flyers, brochures, maps, schedules, websites, press releases), created for or associated with the PROJECT. For TFCA funding obligated through this AGREEMENT, SPONSOR shall also credit the BAAQNM as a funding source and display the BAAQMD-approved TFCA logo. b. PROJECT SPONSOR shall provide updated and accurate PROJECT information on the PROJECT SPONSOR'S website, or create such a website if none exists, and provide a link to ALAMEDA CTC website. c. PROJECT SPONSOR shall publish an article in a printed or electronically distributed publication such as a newsletter, local newspaper, e-publications, or website highlighting the Page6of16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 PROJECT and the use of ALAMEDA CTC ADMINISTERED FUNDS at least once per fiscal year. For TFCA funding obligated through this AGREEMENT, SPONSOR shall also credit the BAAQMD as a funding source. d. PROJECT SPONSOR shall document compliance with the publicity requirements and furnish such documentation upon request, and regularly through the progress and final reporting required by this AGREEMENT, through evidence such as photos of construction and vehicle signage, copies of print, electronic and other media published to satisfy this requirement. For TFCA funding obligated through this AGREEMENT, SPONSOR shall also document that the BAAQMD was credited as a funding source and the BAAQNM-approved TFCA logos were displayed. e. PROJECT SPONSOR shall notify ALAMEDA CTC and request an exemption as soon as it is reasonably known that the PROJECT SPONSOR is unable to fulfill the requirements under this Section I.20 due to extraordinary circumstances. 21. PROJECT SPONSOR shall, to the extent not otherwise prohibited by law, and to the extent required by the California Public Records Act (California Government Code section 6250 et seq.), place in the public domain any software, written document, or other product developed with ALAMEDA CTC ADMINISTERED FUNDS received through this AGREEMENT. 22. PROJECT SPONSOR shall participate, upon the request of 1�L,AMEDA CTC, in a Public Awareness Program in partnership with ALAMEDA CTC and/or its community advisory committees as a means of informing the public of the benefits derived from the use of ALAMEDA CTC ADMINISTERED FUNDS. 23. PROJECT SPONSOR shall obtain all state, local and federal permits and approvals fox work, including environmental approvals m accordance with the National Environment Policy Act (NEPA) and the California Environmental Quality Act (CEQA), as applicable. PROJECT SPONSOR will comply with all applicable state and federal laws and regulations. 24. PROJECT SPONSOR shall render a report or answer any and all inquiries, upon ALAMEDA CTC's request, in regards to its receipt of ALAMEDA CTC ADMINISTERED FUNDS, compliance audit findings, and usage of ALAMEDA CTC ADMINISTERED FUNDS before the ALAMEDA CTC Commission, Independent Watchdog Committee, and/or community advisory committees, as applicable. 25. For TFCA funds obligated by this AGREEMENT, a PROJECT SPONSOR who has failed a BAAQNID financial or performance audit for the PROJECT will be excluded from receiving an award of any TFCA funds for five (5) years from the date of BAAQNID's final audit determination. Existing TFCA funds already awarded to the SPONSOR will not be released until all audit recommendations and remedies have been satisfactorily implemented. A failed BAAQNM financial audit means a final audit report that includes an uncorrected audit finding that confirms an ineligible expenditure of TFCA funds. A failed BAAQNID performance audit means that the PROJECT was not implemented in accordance with the AGREEMENT. SPONSOR shall be afforded a reasonable amount of time to address/cure adverse audit findings. 26. For TFCA funds obligated by this AGREEMENT, PROJECT SPONSOR shall return to ALAMEDA CTC, on a pro -rated basis, TFCA funds received under this Agreement if PROJECT is not Page7of16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 maintained and/ operated throughout, and at least until the conclusion of, its "Years of Effectiveness" as identified in Appendix G: Transportation Fund for Clean Air Policies and Requirements. 27. For TFCA funds obligated by this AGREEMENT, PROJECT SPONSOR shall submit a TFCA Final Report to the ALAMEDA CTC. The required content for the TFCA Final Report is identified in the TFCA Final Report Form referenced in Appendix G. SECTION II ALAMEDA CTC AGREES: 1. 1�LAMEDA CTC shall make a good faith effort to provide all ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT. 2. AT.AMEDA CTC shall assist PROJECT SPONSOR when able, upon request and as necessary, in resolving issues related to the PROJECT. 3. ALAMEDA CTC shall provide a copy of its approved logo for PROJECT SPONSOR to use as required by this AGREEMENT. 4. ALAMEDA CTC shall provide notice to the PROJECT SPONSOR of any and all expenditures made by PROJECT SPONSOR, which are not in compliance with the AGREEMENT or the applicable ALAMEDA CTC ADMINISTERED FUNDS promptly after ALAMEDA CTC becomes aware of any such expenditures. 5. ALAMEDA CTC shall provide timely notice to PROJECT SPONSOR prior to conducting an audit of expenditures made by PROJECT SPONSOR to determine whether such expenditures are in compliance with this agreement or the applicable ALAMEDA CTC ADMINISTERED FUNDS. SECTION III IT IS MUTUALLY AGREED AS FOLLOWS: 1. That ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT may be shifted between the phases of the PROJECT or between activities in the same phase of the PROJECT, so long as each of the following occurs: 1) PROJECT SPONSOR submits a written amendment request that provides revised and updated Appendix A: Project Control Information forms documenting the requested funding obligation shift and demonstrating to ALAMEDA CTC's satisfaction that the phase or activity from which the funds were shifted remains fully funded, and 2) the parties execute an amendment to this AGREEMENT incorporating the revised and updated Appendix A forms as described above, which amendment shall be approved by ALAMEDA CTC pursuant to applicable ALAMEDA CTC policies. 2. ALAMEDA CTC and the PROJECT SPONSOR may jointly authorize an "Administrative Amendment" for any minor schedule revisions, deliverables, or budget revisions that do not increase the total ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT. Any change in the PROJECT scope Page8of16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 of work must be approved by ALAMEDA CTC prior to implementation of the change by the PROJECT SPONSOR. Administrative amendment requests sent to ALAMEDA CTC must include a revised Appendix A: Project Control Information which reflects the requested changes by the PROJECT SPONSOR. 3. For the purposes of this AGREEMENT, (i) a "Contract" shall mean and refer to a third party agreement with the PROJECT SPONSOR for services related to PROJECT, including agreements with another public agency, consultant firm, contractor or entity; (ii) "PROJECT SPONSOR Staff' costs include costs related to staff dedicated directly to management, oversight, or development work on the project and may include direct costs including contracts for services, such as legal counsel, that are considered an extension of PROJECT SPONSOR Staff; (iii) "Capital" with respect to any Right -of -Way Capital phase shall mean and refer to the cost to acquire real property, access rights and other property interests; and (iv) "Agreement Expiration Date" shall mean and refer to the expiration date of this AGREEMENT. 4. Funds expended for work directly related to the phases of the PROJECT covered by this AGREEMENT prior to the applicable allowable start date identified in Appendix B: Alameda CTC Administered Funds Obligated by this Agreement will not be considered for reimbursement pursuant to this AGREEMENT. In all cases, reimbursable costs will be limited to those costs shown in Appendix A: Project Control Information. 5. ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT are subject to fund availability and any new requirements and policies imposed by ALAMEDA CTC. The AGREEMENT shall be amended, as necessary, to reflect the applicable requirements. 6. If additional local, state or federal funding is obtained to partially offset ALAMEDA CTC ADMINISTERED FUNDS planned for the PROJECT, ALAMEDA CTC ADMINISTERED FUNDS will not be transferred from the PROJECT until after it is ensured that all phases of the PROJECT can be fully delivered. AI.AMEDA CTC ADMINISTERED FUNDS offset by additional local, state or federal funding shall be available for PROJECT only after all other funding planned for PROJECT, as described in Appendix A: Project Control Information, has been committed and/or encumbered to the PROJECT. 7. 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 AGREEMENT. 8. For TFCA funds obligated by this AGREEMENT, this AGREEMENT is subject to the current BAAQMD-approved TFCA County Program Manager Fund Policies included in Appendix G: Transportation Fund for Clean Air Policies and Requirements and any new requirements imposed by the BAAQMD upon ALAMEDA CTC with respect to the TFCA funds distributed hereunder. ALAMEDA CTC will only distribute TFCA funds under this AGREEMENT to the extent the documented project costs are eligible under the applicable BAAQMD TFCA Policies. 9. The laws of the State of California shall govern this AGREEMENT. 10. All correspondence and communications will contain ALAMEDA CTC project number and name for PROJECT in a clearly identifiable location. For projects with TFCA funds obligated by this Page 9 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 AGREEMENT, all correspondence and communications will also contain the TFCA project number as identified in Appendix G: Transportation Fund for Clean Air Policies and Requirements. 11. ALAIvIEDt1 CTC reserves the right to conduct technical and financial audits of PROJECT work and records when determined to be necessary or appropriate and PROJECT SPONSOR agrees, and shall require its contractors and subcontractors to agree, to cooperate with ALAMEDA CTC by making all appropriate and relevant PROJECT records promptly available for audit and copying. 12. PROJECT costs incurred by PROJECT SPONSOR are only eligible for reimbursement on a pro- rated basis unless specifically provided for in Appendix A: Project Control Information, and PROJECT SPONSOR is expected to concurrently seek reimbursement from the other sources shown in Project A: Project Control Information. Pro -rated basis, as used herein, equals the amount of ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT to a phase, divided by the total funding for the phase, as shown in Appendix A: Project Control Information. For any Request for Reimbursement which includes such expenditures, PROJECT SPONSOR shall (i) report the total expenditures during the reimbursement period, (ii) indicate the percentage of the total expenditures for the phase expected to be funded by ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT, and (iii) request reimbursement for the dollar amount which equals the product of such total expenditures and such percentage. 13. ALAMEDA CTC approval of PROJECT SPONSOR submitted Requests for Reimbursement will be contingent on the submittal of progress reports and deliverables by PROJECT SPONSOR as required by this AGREEMENT. In the event that progress reports and deliverables are not complete and current, approval of Requests for Reimbursement shall be withheld until an acceptable remedy has been implemented and approved by ALAMEDA CTC. If PROJECT SPONSOR fails to submit the required deliverables or otherwise fails to meet the reporting and invoicing requirements of this AGREEMENT, ALAMEDA CTC may deobligate funds from the PROJECT and this AGREEMENT. Not less than thirty (30) days prior to the effective date of any such action, ALAMEDA CTC will endeavor to notify PROJECT SPONSOR in writing that the required deliverables, invoicing and reporting is overdue. 14. Request for Reimbursements submitted after the Agreement Expiration Date identified in Appendix B: Alameda CTC Administered Funds Obligated by this AGREEMENT will not be considered for reimbursement by ALAMEDA CTC unless an exception is requested by the PROJECT SPONSOR no less than sixty (60) days before the Agreement Expiration Date, and the exception is approved by ALAMEDA CTC. ALAMEDA CTC will deobligate any remaining ALAMEDA CTC ADMINISTERED FUNDS from PROJECT and this AGREEMENT. 15. Each Right -of --Way transaction which is funded either wholly or in part with ALAMEDA CTC ADMINISTERED FUNDS shall be subject to repayment or reimbursement to AL,EiMEDA CTC under ALAMEDA CTC Policies in effect as of the effective date of this AGREEMENT, irrespective of the party holding title to the real estate which is the subject of the Right -of -Way transaction in question. The parties agree that Section III.16(a) through Section III.16(f), the provisions of which are intended to provide further detail regarding the application of such Policies, shall govern the extent to which such repayment is required and the conditions applicable to any such repayment. If such Policies are amended after the effective date of this AGREEMENT by ALAMEDA CTC, the PROJECT SPONSOR and ALAMEDA CTC shall execute an amendment to this AGREEMENT which references the revised Policies. Page 10 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 16. For the purposes of the following provisions, "ALAMEDA CTC Share" shall mean the percentage share of the original property purchase price funded by ALAMEDA CTC ADMINISTERED FUNDS (i.e., if the purchase was fully funded by ALAMEDA CTC ADMINISTERED FUNDS, ALAMEDA CTC Share shall equal 1000/6); any appraisal required under Section III.16(a) and Section III.16(o only, shall be conducted at no cost to ALAMEDA CTC; "Fair Market Value" of a given property shall mean the net proceeds from the sale of such property if such sale occurs in an open market transaction or by auction, or the value of the property determined by an independent third -party appraisal of the property if some or all of the property is retained by PROJECT SPONSOR or otherwise transferred to any other party without an auction or open market transaction; and "CPI" means the Consumer Price Index, All Items for All Urban Consumers, San Francisco - Oakland, San Jose, CA. a. If any property is acquired for the PROJECT using ALAMEDA CTC ADMINISTERED FUNDS to finance some or all of the acquisition, and the PROJECT is cancelled or otherwise does not begin construction within three (3) years after the effective date of AGREEMENT (as such deadline may be extended by agreement between the parties hereto), then PROJECT SPONSOR shall, within one (1) year after such cancellation decision or the expiration of such three (3) year period, reimburse ALAMEDA CTC for the greater of the following: ALAMEDA CTC Share of the property's Fair Market Value or the full amount of ALAMEDA CTC ADMINISTERED FUNDS used to acquire the property, as escalated by the increase in the CPI during the most recent period for which CPI data is available which is equal in length to the period between the date ALAMEDA CTC ADMINISTERED FUNDS were paid to PROJECT SPONSOR and the date reimbursement is made to ALAMEDA CTC. b. If any property is acquired for the PROJECT using ALAMEDA CTC ADMINISTERED FUNDS to finance some or all of the acquisition and only a portion of the acquired property is required for the PROJECT, and if the PROJECT begins construction within three (3) years after the effective date of this AGREEMENT (as such deadline may be extended by agreement between the parties hereto), then PROJECT SPONSOR shall, within one (1) year after PROJECT completion, reimburse ALAMEDA CTC for ALAMEDA CTC Share of the Fair Market Value of any property determined to be "excess property". c. If the PROJECT begins construction within three (3) years after the effective date of this AGREEMENT (as such deadline may be extended by agreement between the parties hereto), then except as provided in subparagraph (d) below, no reimbursement is due with respect to any property interest acquired for the project using ALAMEDA CTC ADMINISTERED FUNDS if the entirety of the acquired property is required for the PROJECT. d. If PROJECT SPONSOR anticipates receiving net revenues (i.e., rental or other income generated by the property, less reasonable costs for insurance, maintenance and related items) from any property acquired using ALAMEDA CTC ADMINISTERED FUNDS, PROJECT SPONSOR shall notify ALAMEDA CTC on how PROJECT SPONSOR will use such revenue to offset other project costs, and document such revenue separately in project reimbursement requests. e. If PROJECT is suspended, PROJECT SPONSOR shall pay all property management costs. Page 11 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 £ Property that is required for the PROJECT and acquired wholly or in part with ALAMEDA CTC ADMINISTERED FUNDS shall be available for PROJECT construction within ten (10) years of ALAMEDA CTC reimbursement to the PROJECT SPONSOR. If, after ten (10) years, PROJECT has not been completed, PROJECT SPONSOR shall reimburse ALAMEDA CTC 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 ALAMEDA CTC, within one (1) year after the expiration of this ten (10) year period. 17. If condemnation procedures are required to obtain possession to Right -of --Way, ALAMEDA CTC will consider the required deposit as an eligible cost and reimburse the PROJECT SPONSOR upon request. PROJECT SPONSOR shall submit documentation of the final order of condemnation settlement within ninety (90) days after the date of the court recording of the final order of condemnation. If the amount of ALAMEDA CTC reimbursement to the PROJECT SPONSOR is higher than ALAMEDA CTC Share of the amount of settlement in the final order of condemnation, the PROJECT SPONSOR shall pay ALAMEDA CTC the difference between the amount reimbursed and ALAMEDA CTC Share of the amount settled plus ALAMEDA CTC Share of the interest accrued to the deposit account within one (1) year of the final order of condemnation. 18. PROJECT SPONSOR shall not initiate condemnation of any property until full funding for the construction of the PROJECT has been secured. 19. Reimbursement to PROJECT SPONSOR by ALAMEDA CTC for PROJECT Right -of -Way is limited to the following (and net of any relocation payments provided by other sources): a. The cost to purchase all real property required for the PROJECT free and clear of liens and/or conflicting easements, including the costs for preparation of documents, negotiations and legal services. b. The cost of damages to owners of the remainder of real property not actually taken but injuriously affected by PROJECT. c. The cost of relocation payments and services provided to owners and occupants pursuant to the appropriate State laws and regulations when the PROJECT displaces an individual, family, business, farm operation or nonprofit organization. d. The cost of demolition and/or the sale of all improvements on the right -of --way. Proceeds from the sale of any such improvements shall be credited to the PROJECT and used to offset PROJECT costs. e. The cost of all unavoidable utility relocation, protection or removal necessary for the completion of the PROJECT. f. The cost of all necessary hazardous material and hazardous waste treatment, encapsulation or removal and protective storage for which PROJECT SPONSOR accepts responsibility and where the actual generator cannot be identified and recovery made. Page 12 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 20. If PROJECT SPONSOR materially breaches this AGREEMENT, including but not limited to failing to deliver the PROJECT within the schedule defined by this AGREEMENT without compelling reason, failing to file required progress reports in the time specified by this AGREEMENT, or failing to comply with applicable regulations, ALAMEDA CTC may either terminate this AGREEMENT or suspend payments to PROJECT SPONSOR until such time as PROJECT SPONSOR makes reasonable efforts to comply with this AG1EEMENT9 21. Neither ALAMEDA CTC, nor its governing body or 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 PROJECT SPONSOR in connection with the PROJECT. It is also understood and agreed, pursuant to Government Code Section 895.4, PROJECT SPONSOR shall fully defend, protect, indemnify and hold harmless ALAMEDA CTC, its governing body, and all its officers, employees, agents, representatives, and successors -in - interest, against any and all liability, loss, expense, including reasonable attorneys' fees, or claims for injury (as defined in Government Code Section 810.8) or damages occurring by reason of anything done or omitted to be done by PROJECT SPONSOR in connection with PROJECT, including the performance of the PROJECT or operation or use of the equipment that is subject to this AGREEMENT. If TFCA funds are obligated by this AGREEMENT, PROJECT SPONSOR shall also fully defend, protect, indemnify and hold harmless BAAQMD, its governing body, and all its officers, employees, agents, representatives, and successors -in -interest, from any liability imposed on BAAQMD for injury (as defined in Government Code Section 810.8) occurring by reason of anything done or omitted to be done by PROJECT SPONSOR in connection with PROJECT. 22. Neither PROJECT SPONSOR, nor its governing body or 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 ALAMEDA CTC under or in connection with any work, authority or jurisdiction delegated to ALAMEDA CTC under this AGREEMENT. It is also understood and agreed, pursuant to Government Code Section 895.4, ALAMEDA CTC shall fully defend, protect, indemnify and hold harmless PROJECT SPONSOR, its governing body, and all its officers, employees, agents, representatives, and successors -in -interest, against any and all liability, loss, expense, including reasonable attorneys' fees, or claims for injury (as defined in Government Code Section 810.8) or damages occurring by reason of anything done or omitted to be done by ALAMEDA CTC in connection with PROJECT, including the performance of the PROJECT or operation or use of the equipment that is subject to this AGREEMENT. 23. Nothing in the provisions of this AGREEMENT is intended to create duties or obligations to or rights in third parties not party to this AGREEMENT. This AGREEMENT gives no rights or benefits to anyone other than ALAMEDA CTC and PROJECT SPONSOR and has no third -party beneficiaries. 24. All legal actions by either party against the other arising from this AGREEMENT, or for 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. 25. Should it become necessary to enforce the terms of this AGREEMENT, the prevailing party shall be entitled to recover reasonable expenses and attorneys fees from the other party. 26. This AGREEMENT shall terminate upon the Agreement Expiration Date identified in Appendix B: Funds Obligated by this AGREEMENT unless this AGREEMENT is extended by mutual agreement of the parties. Notwithstanding the foregoing, Sections I.7, I.19, III.21 and III.22 shall survive the termination or expiration of this AGREEMENT. Page 13 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 27. This AGREEMENT, including its Recitals and Appendices, constitutes the entire AGREEMENT. This AGREEMENT may be changed only as allowed in Sections IIIA and Section III.2 of this AGREEMENT or by a written amendment executed by both parties. [Signatures on the nextpageJ Page 14 of 16 CITY OF DUBLIN (PROJECT SPONSOR) By: Linda Smith City Manager Approved as to Legal Form: Date John Bakker Date Legal Counsel to CITY OF DUBLIN Alameda CTC Agreement No. A19-0063 Project No. 1511002 ALAMEDA COUNTY TRANSPORTATION COMMISSION (ALAMEDA CTC) By: Tess Lengyel Executive Director Recommended By: Gary Huisingh Deputy Executive Director of Projects Reviewed as to Budget/Financial Controls: By: Patricia Reavey Deputy Executive Director of Finance and Administration Approved as to Legal Form: By: Date Date Wendel Rosen LLP Date Legal Counsel to ALAIviEDA CTC Page15of16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 LIST OF APPENDICES APPENDIX A: PROJECT CONTROL INFORMATION Appendix A-1 Project Description Appendix A-2 Project Scope Detail By Phase Appendix A-3 Project Milestone Schedule Appendix A-5 Project Funding Summary by Phase and Fund Source Appendix A-6 Project Phase Cost Detail APPENDIX B: ALAMEDA CTC ADMINISTERED FUNDS OBLIGATED BY THIS AGREEMENT APPENDIX C: AI.AMEDA CTC REQUEST FOR REIMBURSEMENT AND REPORTING REQUIREMENTS APPENDIX D: LOCAL BUSINESS CONTRACT EQUITY PROGRAM APPENDIX E: DELIVERABLES AND DUE DATES APPENDIX F: PROJECT PERFORMANCE MEASURES APPENDIX G: TRANSPORTATION FUND FOR CLEAN AIR POLICIES AND REQUIREMENTS Appendix G-1 TFCA Project Number and "Years of Effectiveness" Appendix G-2 BAAQMD-approved TFCA County Program Manager Fund Policies Appendix G-3 Minimum required insurance for TFCA-funded projects Appendix G-4 Reporting Forms to BAAQMD for TFCA-funded projects Note: Appendix G is only included and attached to this AGREEMENT if TFCA fundr are obligated and applicable to AGREEMENT. Page 16 of 16 Alameda CTC Agreement No. A19-0063 Project No. 1511002 JUDIORIBIwalval PROJECT CONTROL INFORMATION Appendix Index Appendix A-1 Project Description Appendix A-2 Project Scope Detail by Phase with Funds Obligated by the Agreement Appendix A-3 Project Milestone Schedule Appendix A-4 Project Funding Summary by Phase and Fund Source Appendix A-5 Project Phase Cost Detail Appendix A —Page 1 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX A-1 PROJECT DESCRIPTION Project Title: Tassajara Road Arterial Management Project Description: This project will implement traffic signal upgrade & coordination in the City of Dublin along Tassajara Rd - Santa Rita Rd. The project will conduct traffic signal tuning analysis to develop and implement signal coordination plans during the AM, midday, and PM peak periods for the 11 signals along the Tassajara/Santa Rita corridor, as follows: • Tassajara and Fallon • Tassajara and Gleason • Tassajara and Corporate Way • Tassajara and North Dublin Ranch • Tassajara and Quarry Lane School • Tassajara and Silvera Ranch • Tassajara and South Dublin Ranch • Tassajara and Central Pkwy • Tassajara and The Shops • Santa Rita and Westbound Ramps • Santa Rita and Eastbound Ramps The Project will also upgrade signal controllers at 4 intersections; upgrade Battery Backup Units, Malfunction Management Units, video detection, and 1 GPS clock at I-580 ramp for synchronization between Dublin, Pleasanton and Caltrans signals. Appendix A —Page 2 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX A-2 PROJECT SCOPE DETAIL BY PHASE The ALAMEIDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT are to support the project phases) identified and described below: CONSTRUCTION • The AT,AMF.DA CTC ADMINISTERED FUNDS obligated by this AGREEMENT are to support the construction phase of the project. Eligible activities include development and implementation of signal timing plans, equipment purchase and installation, and collection of pre- and post -project speed and volume data. Appendix A —Page 3 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX A-3 PROJECT MILESTONE SCHEDULE Phase/Milestone Begin Mo/Yr End Mo/Yr Preliminary Engineering/Environmental Studies NA NA Final Design (Plans, Specifications and Estimate (PS&E) 4/2020 3/2021 Construction 6/2021 8/2021 Final Invoice/ Closeout 11/2021 Appendix A —Page 4 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX A4 PROJECT FUNDING SUMMARY BY PHASE AND FUND SOURCE PROJECT FUNDING SUMMARY BY PHASE AND FUND SOURCE PHASE Alameda CTC Administered Funds Matching Funds Total Funding Reimbursement Ratio Percentage TFCA CPM 2019/20 Sponsor Staff/Labor Cost - $223000 $22,000 NA Construction Capital - $153000 $15,000 NA Construction Capital $1465000 - $146,000 100% Total Funding $146,000 $37,000 $183,000 Notes: PROJECT SPONSOR shall be reimbursed eligible costs in the percentage of Total ALAMEDA CTC ADMINISTERED FUNDS to Total Funding per the Reimbursement Ratio Percentage for each phase. Each Alameda CTC Administered Fund amount identified is a not -to -exceed amount. The Reimbursement Ratio is defined as ALAMEDA CTC ADMINISTERED FUNDS divided by the Total Funding. 2. Non -Alameda CTC administered funding sources are included for informational purposes. Appendix A —Page 5 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX A-5 PROJECT PHASE COST DETAIL This Project Phase Cost Detail summarizes the total cost for each phase with ALAMEDA CTC ADMINISTERED FUNDS obligated in this AGREEMENT. PHASE COST DETAIL CONSTRUCTION PHASE TFCA CPM Matching Total 2019/20 Funds Cost Sponsor Staff/Labor Cost $0 $22,000 $22,000 Contracts)/Other Direct Cost' $146,000 $153000 $161,000 Total Phase Cost $146,000 $37,000 $183,000 (Staff + Contract Costs) Notes: i. Contracts funded with any combination of Measure B, Measure BB, Vehicle Registration Fee and local funds that do not contain State or federal funds are subject to Alameda CTC's Local Business Contract Equity Program (refer to Appendix D). Appendix A —Page 6 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX B ALAMEDA CTC ADMINISTERED FUNDS OBLIGATED BY THIS AGREEMENT The following Table B-1 identifies the ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT and establishes a unique allowable start date for each obligated fund source. TABLED-1 FUNDS OBLIGATED BY THIS AGREEMENT AND ALLOWABLE START AND EXPENDITURE DEADLINE DATES Fund Commission Towable Expenditure Obligated Source Fund Subset Phase Approval Start Date Deadline Date Amount Date 11/1/21 TFCA 19/20 CPM Construction 6/17/19 7/1/19 Estnnateddate $146,000 (See Notes 6 & 7) Total Alameda CTC Administered Funds Obligated by AGREEMENT: $146,000 Agreement Expiration Date: December 31, 2022 Notes: 1. ALAMEDA CTC reimbursement amounts by fund source for PROJECT shall not exceed the total amount obligated by this AGREEMENT, by fund source. 2. The Commission Approval Date is the date of the meeting at which the Commission approved the allocation. 3. The Allowable Start Date identified for each fund source is the earliest date at which costs eligible for reimbursement by the fund source indicated may be incurred. Any costs incurred on the PROJECT before this date will not be eligible for reimbursement under this AGREEMENT. 4. The Expenditure Deadline Date is the last date by which eligible reimbursable costs may be incurred. Any costs incurred on the PROJECT after this date will not be eligible for reimbursement under this AGREEMENT. 5. The Agreement Expiration Date shall mean and refer to the expiration date of this AGREEMENT. 6. For TFCA funds obligated by this agreement, the Expenditure Deadline Date in the above table is two (2) years from the date when ALAMEDA CTC first received funds from BAAQMD, unless an extended deadline is approved at the time of programming or an extension has been approved by the ALAMEDA CTC. An estimated deadline date is noted in the above table if at the time of this agreement the Alameda CTC has yet to receive funds from BAAQMD. Extended deadlines will be reflected in an amended Table B-1, once approved. 7. ALAMEDA CTC may approve up to two one-year extensions to the Expenditure Deadline Date. Any additional extensions require approval from both ALAMEDA CTC and BAAQMD. Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX D (CONT.) Reimbursement or ALAMEDA CTC ADMINISTERED FUNDS obligated by this AGREEMENT shall be in accordance with the Drawdown Limitation Schedule below. TABLE B-2 ALAMEDA CTC ADMINISTERED FUNDS REIMBURSEMENT - DRAWDOWN LIMITATION SCHEDULE Drawdown Cumulative No. Fiscal Year Quarter Fund Limitation Drawdown Source Amount Limitation Amount 1 FY 2019-20 NA TFCA $30,000 $305000 2 FY 2020-21 NA TFCA $1165000 $146,000 Notes: 1. Fiscal Year (FY) begins July 1 and ends June 30. 2. Quarter 1 begins July 1 and ends September 30; Quarter 2 begins October 1 and ends December 31; Quarter 3 begins January 1 and ends March 31; and Quarter 4 begins April 1 and ends June 30. 3. ALAMEDA CTC shall endeavor to transmit payments to PROJECT SPONSOR following the receipt and approval of a complete Request for Reimbursement(s) submitted by the PROJECT SPONSOR, 4. Actual reimbursements from ALAMEDA CTC to the PROJECT SPONSOR shall not exceed the Cumulative Drawdown Limitation Amount without Alameda CTC's written approval. Any portion of a reimbursement request, which exceeds the applicable Cumulative Drawdown Limitation without such prior approval by ALAMEDA CTC shall be deferred until the following quarter or until sufficient capacity in the cumulative drawdown limitation amount is achieved. Appendix B -Page 2 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX C REQUEST FOR REIMBURSEMENT AND REPORTING REQUIREMENTS The below table establishes the required m,num frequency for Requests fox Reimbursement and Progress Reports. Requests for Reimbursements and Progress Reports are required either monthly, quarterly, or semi-annually, as indicated below with an "X". REQUEST FOR REIMBURSEMENT AND PROGRESS REPORTING FREQUENCY AND DUE DATES Frequency Required Minimum Frequency Period Covered Due Dates as checked Monthly One month By 30 days following the end once evety month of billed activity Quarterly Quarter 1: 7/1— 9/30 By October 315Y (once every 3 months) Quarter 2: 10/1 — 12/31 By January 31St Quarter 3: 1/1— 3/31 By April 30th Quarter 4: 4/1— 6/30 By July 315t Semi-annually Quarters 1 & 2: 7/1 —12/31 By January 315t ® (once every 6 months) Quarters 3 & 4: 1/1 — 6/30 By July 31St Annually Fiscal Year: 7/1 — 6/30 By July 31St ® (TFCA Annual Report) Final Request for Any work period eligible Must be submitted prior to the ® Reimbursement under Appendix B. Agreement Expiration Date Notes: i. For all projects, the maximum frequency for Requests for Reimbursement is one (1) per month. 2. If no costs were incurred during the reporting period, a progress report for the corresponding period is still required. 3. TFCA funding requires annual reporting to BAAQMD in addition to the minimum required frequency for Alameda CTC progress reports and invoices. 4. Requests for Reimbursement must be submitted prior to the Agreement Expiration Date in order to be eligible for reimbursement. REQUEST FOR REIMBURSEMENT AND REPORTING FORMS Any PROJECT SPONSOR awarded ALAMEDA CTC Administered Funds shall use the following forms included in the link below for progress reporting, final reporting, request for reimbursements, and requests for amendments to this funding agreement. Note that the format and required content of these forms is subject to change. List of Downloadable Forms: https://NkT\v\v.alamedactc.org/funding/reporting=and-grant-forms/ 1. Request for Reimbursement (RFR) Form 2. Alameda CTC Progress Report Form 3. Alameda CTC Final Report Form 4. Transportation Fund for Clean Air Program Reporting Forms (Interim and Final Report) 5. Amendment Request Form Appendix C —Page Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX D LOCAL BUSINESS CONTRACT EQUITY PROGRAM As noted in Section I.14, PROJECT SPONSOR is obligated to comply with all applicable provisions of the Alameda CTC Local Business Contract Equity (LBCE) Program, incorporated herein by reference as if attached hereto. The following resources are available to guide Project Sponsors through the LBCE Program requirements for procurement and contracting processes: • Sample template language for professional and construction services is available from ALAMEDA CTC's website: https://www.alamedactc.org/�et-involved/contract-equity • The LBCE Program Guidelines, available at the above link, includes a Project Sponsor Responsibility Checklist. Appendix B of the LBCE Program Guidelines identifies the Responsibilities of Sponsor Agencies. • Direct inquiries about the LBCE Program to ALAMEDA CTC's LBCE Liaison Officer: Seung Cho Director of Procurement and Information Technology Alameda County Transportation Commission Email: schoQalamedactc.org Phone: (510) 208-7472 Appendix D —Page 1 Alameda CTC Agreement No. A19-0063 Project No. 1511002 DELIVERABLES AND DUE DATES Project Deliverables and Due Dates: The Deliverables and Due Dates table below shows deliverables and due dates, if any, for the phases listed in Appendix A-2 Project Phase Descriptions that contain ALAMEDA CTC ADMINISTERED FUNDS. Deliverables and DueDates Deliverable Deliverable Deliverable Due Date to Alameda CTC 1 FY 2020/21 Certificate of Insurance, per Appendix G-3 July 31, 2020 2 Alameda CTC Progress Report #1: January — June, 2020 July 31, 2020 3 FY 2019-20 TFCA Interim Report (for BAAQMD) July 31, 2020 4 Alameda CTC Progress Report #2: July — December, 2020 January 31, 2021 5 FY 2021/22 Certificate of Insurance, per Appendix G-3 July 31, 2021 6 Alameda CTC Progress Report #3: January — June, 2021 July 31, 2021 7 FY 2020-21 TFCA Interim Report (for BAAQMD) July 31, 2021 8 Final Invoice Within 3 months of project completion, but no later than the agreement expiration date. 9 TFCA Final Report (for BAAQMD) (To include collected pre- and port project peed and volume data and documentation of inquired funding agency credit/logo usage.) 10 Alameda CTC Final Report Note: 1. Alameda CTC shall withhold payment of reimbursement requests until past due deliverables are received and approved. Appendix E -Page 1 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX F PROJECT PERFORMANCE MEASURES Project Performance Measures: The Project Performance Measures and Targets describes what outcome - based performance measure(s) the PROJECT SPONSOR plans to evaluate to ensure that the project/program is meeting its objectives. Project Performance Measures and Targets Segment Performance Measure Target 1 Increase travel speeds on Tassajara Rd, from the I-580 EB ramps to Increase of an average Dublin Boulevard, during the Mid -day (11am —1pm) and PM (3- of 22.9% or greater. 6pm) periods in both directions and during the AM (6-9am) period in the Southbound direction. 1 Increase travel speeds on Tassajara Rd, from the I-580 EB ramps to Increase of 15.4% or Dublin Boulevard, during the AM period in the northbound greater. direction. 2 Increase travel speeds on Tassajara Rd, from Dublin Blvd to Fallon Increase of an average Rd, during AM and Mid -day periods in both directions and during of 23.3% or greater. the PM period in the Southbound direction. 2 Increase travel speeds on Tassajara Rd, from Dublin Blvd to Fallon Increase of 8.9% or Rd, in the northbound segment during the PM period. greater. Notes: 1. It is expected that Project will achieve the performance measures targets and/or project outcomes as established herein. 2. Targets are consistent with the assumptions provided in the funding application for Project, up to a maximum proposed speed increase of 25%. Appendix F —Page 1 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX G TRANSPORTATION FUND FOR CLEAN AIR POLICIES AND REQUIREMENTS The contents ofAppef, G is only included and attached to this AGAEEA4ENT of TFCA funds are obligated and applicable to AGREEAITENT Appendix Index Appendix G-1 TFCA Project Number and "Years of Effectiveness" Appendix G-2 BAAQMD-approved TFCA County Program Manager Fund Policies Appendix G-3 Minimum required insurance for TFCA-funded projects Appendix G-4 Reporting Forms to BAAQMD for TFCA-funded projects Appendix G —Page 1 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX G-1 TFCA PROJECT NUMBER AND "YEARS OF EFFECTIVENESS" The PROJECT's established TFCA Project Number is to be included on all PROJECT reports and invoices. The PROJECT's established period for TFCA "Years of Effectiveness" is used by Alameda CTC and BAAQMD to evaluate the cost effectiveness of the PROJECT and represents the minimum period of time PROJECT SPONSOR is to maintain and/or operate the PROJECT, per BAAQMD requirements. It is not intended to reflect the number of years a capital project is expected to last. TFCA Project Number: • 20AI.A04 TFCA "fears of Effectiveness": • 2 years Appendix G —Page 2 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX G-2 BAAQMD-APPROVED TFCA COUNTY PROGRAM MANAGER FUND POLICIES Projects awarded TFCA County Program Manager funding by Alameda CTC are to be consistent with the BAAQMD's Board -Adopted TFCA County Program Manager Fund Policies. The following policies apply to the BAAQMD TFCA County Program Manager funding awarded to PROJECT: • BAAQMD Board Adopted TFCA County Program Manager Fund Policies for FYE 2020 • These Policies are available for view and download from the Alameda CTC's website: • https: / /\tT%T,nv.alamedactc.org/Lvp- content/uploads/2019/07/FI'E 2020 TFCA CPM Policies onl�r.pdRx33781 Note: The above link provides a copy of Appendix D: Board Adopted TFCA County Program Manager Fund Policies for FYE 2020 from BAAQMD's TFCA County Program Manager Fund Expenditure Plan Guidance, Fiscal Year Ending 2020. As incorporated into this AGREEMENT, (i) the term "Air District" in the policies shall be deemed to mean and refer to BAAQMD, (ii) "Program Manager" shall be deemed to mean and refer to ALAMEDA CTC, and (iii) "GRANTEE" shall be deemed to mean and refer to SPONSOR. Appendix G —Page 3 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX G-3 TFCA INSURANCE REQUIREMENTS [See Below and Attached) Note: The below Alameda CTC insurance requirements for TFCA projects are followed by a copy of BAAQMD's Insurance Guidelines, Appendix F of BAAQMD's TFCA County Program Manager Fund Expenditure Plan Guidance, Fiscal Year Ending (17YE) 2020. As incorporated into this Agreement, (i) the term "Air District" in the attached shall be deemed to mean and refer to BAAQMD, (ii) "County Program Manager" shall be deemed to mean and refer to ALAMEDA CTC, and (iii) "Grantee" shall be deemed to mean and refer to SPONSOR. INSURANCE REQUIREMENTS Verification of Coverage SPONSOR is required to provide certificates and/or other evidence of the required insurance coverage prior to the execution of a fund -transfer agreement and annually thereafter throughout and until project completion. Certificates, policies and other evidence provided shall specify that the ALAMEDA CTC and BAAQMD shall receive 30 days advanced notice of cancellation from the insurers. Additionally, SPONSOR is to require all professional services consultants, contractors and subcontractors involved with the PROJECT to name ALAMEDA CTC, its officers, employees and consultants as additional insured on all insurance required by SPONSOR for PROJECT. Minimum Scope of Insurance Throughout the Term of the AGREEMENT, SPONSOR shall obtain and maintain in full force and effect the Liability Insurance and Property Insurance as set forth below: 1. Liability Insurance: with a limit of not less than $1,000,000 per occurrence. Such insurance shall be of the type usual and customary to the business of SPONSOR, and to the operation of the vehicles, vessels, engines or equipment operated by Sponsor. 2. Property Insurance: in an amount of not less than the insurable value of SPONSOR's vehicles, vessels, engines or equipment funded under the Agreement, and covering all risks of loss, damage or destruction of such vehicles, vessels, engines or equipment. 3. Workers Compensation Insurance: As required by California law and employers' insurance with a limit not less than $1 million. Acceptability of Insurers Insurance is to be placed with insurers with a current Aa Best's rating of no less than A: VII. The ALAMEDA CTC may, at its sole discretion, waive or alter this requirement or accept self-insurance in lieu of any required policy of insurance. Appendix G —Page 4 Alameda CTC Agreement No. A19-0063 Project No. 1511002 County Program Manager Fund Expenditure all Guidance FYE 2020 Appendix F: Insurance Guidelines This appendix provides guidance on the insurance coverage and documentation typically required for TFCA County Program Manager Fund projects. Note that the Air District reserves the right to specify different types or levels of insurance in the Funding Agreement. The typical Funding Agreement requires that each Grantee provide documentation showing that they meet the following requirements for each of their projects. The County Program Manager is not required to meet these requirements itself, unless it is acting as a Grantee. 1. Liability Insurance: Corporations and Public Entities - a limit of not less than $1,000,000 per occurrence. Such insurance shall be of the type usual and customary to the business of the Grantee, and to the operation of the vehicles, engines or equipment operated by the Project Sponsor. Single Vehicle Owners - a limit of not less than $750,000 per occurrence. Such insurance shall be of the type usual and customary to the business of the Grantee, and to the operation of the vehicles, engines or equipment operated by the Grantee. 2. Property Insurance: New Equipment Purchases - an amount of not less than the insurable value of Grantee's vehicles, engines or equipment funded under this Agreement, and covering all risks of loss, damage or destruction of such vehicles, engines or equipment. Retrofit Projects - 2003 model year vehicles or engines or newer in an amount of not less than the insurable value of Grantee's vehicles, engines or equipment funded under this Agreement, and covering all risks of loss, damage or destruction of such vehicles, engines or equipment. 3. Workers Compensation Insurance: Construction projects —including but not limited to bike/pedestrian paths, bike lanes, smart growth and vehicle infrastructure, as required by California law and employers' insurance with a limit not less than $1 million. 4. Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII. The Air District may, at its sole discretion, waive or alter this requirement or accept self-insurance in lieu of any required policy of insurance. The following table lists the type of insurance coverage generally required for each project type. The requirements may differ in specific cases. County Program Managers should contact the Air District liaison with questions, especially about unusual projects. BAAQMD Transportation Fund for Clean Air —County Program Manager Page 25 Appendix G —Page 5 Alameda CTC Agreement No. A19-0063 Project No. 1511002 County Program Manager Fund Exaenditure Plan Guidance FYE 2020 Project Category Liability Property Workers Compensation Vehicle purchase and lease X X Engine retrofits X X Operation of shuttle services X X Operation of vanpools X Construction of bike/pedestrian path or overpass X X Construction of bike lanes X X Construction of cycle tracks/separated bikeways X X Construction of smart growth/traffic calming projects X X Construction of vehicle fueling/charging infrastructure X X X Arterial management/signal timing X X Purchase and installation of bicycle lockers and racks X X X Transit marketing programs X Ridesharing projects X X Bike Share projects X X X Transit pass subsidy or commute incentives X Guaranteed Ride Home Program X BAAQMD Transportation Fund for Clean Air —County Program Manager Appendix G —Page 6 Alameda CTC Agreement No. A19-0063 Project No. 1511002 APPENDIX G-4 REPORTING FORMS FOR TFCA-FUNDED PROJECTS TFCA Interim Report Form: The latest electronic version of the BAAQMD TFCA Interim Report form is available from the Alameda CTC's website at: htWs://Nvww.alimedactc.org/funding/reporting-and-grant-forms/reimbursement-and- reporting-forms / TFCA Final ReFort Form: The latest electronic version of the BAAQMD TFCA Final Report forms are available from the Alameda CTC's website at: https://Nv\v\v.alamedactc.org/funding/reporting-and-grant-forms/reimbursement-and- reportiiig-forms / Note: There are four TFCA report form templates. Use the appropriate form, as follows: • Form 1 -Trip Reduction Projects, for shuttles/feeder bus operations, ridesharing and transportation demand management (IDM) programs, and Smart Growth projects • Form 2 - Alternative Fuel Vehicles, for all vehicle projects • Form 3 - Bicycle Projects, for bicycle lanes, bike sharing, lockers and racks • Form 4 - Arterial Management, for signal timing coordination and upgrades and transit signal priority (TSP) Appendix G —Page 7