Chair, Bob Johnson, City of Lodi Commissioner, Bob Elliott, San Joaquin County Vice Chair, Steve Dresser, City of Lathrop Commissioner, Leo Zuber, City of Ripon Commissioner, Debby Moorhead, City of Manteca Commissioner, Scott Haggerty, Alameda County Commissioner, Christina Fugazi, City of Stockton Commissioner, John Marchand, City of Livermore

Executive Director, Stacey Mortensen

SAN JOAQUIN REGIONAL RAIL COMMISSION

This Agenda shall be made available upon request in alternative formats to persons with a disability, as required by the Americans with Disabilities Act of 1990 (42 U.S.C. § 12132) and the Ralph M. Brown Act ( Government Code § 54954.2). Persons requesting a disability related modification or accommodation in order to participate in the meeting should contact San Joaquin Regional Rail Commission staff, at (209) 944-6220, during regular business hours, at least twenty-four hours prior to the time of the meeting.

All proceedings before the Commission are conducted in English. The San Joaquin Regional Rail Commission does not furnish interpreters and, if one is needed, it shall be the responsibility of the person needing one. Any writings or documents provided to a majority of the Commission regarding any item on this agenda will be made available for public inspection at the Office of the Executive Director located at 949 East Channel Street, Stockton, California, 95202 during normal business hours or by calling (209) 944-6220. The Agenda is available on the San Joaquin Regional Rail Commission website: www.acerail.com.

November 3, 2017 – 8:00 am Robert J. Cabral Station Ohlone Conference Room South Hall Meeting Room 375 Beale Street 949 East Channel Street , CA 94105 Stockton, CA 95202

1 Call to Order, Pledge of Allegiance, Roll Call Chair Johnson

Roll Call: Haggerty, Marchand, Elliott, Fugazi, Moorhead, Zuber, Vice Chair Dresser, Chair Johnson

Ex- Officios: Agar, Chesley, DeMartino

2 Public Comments Persons wishing to address the Commission on any item of interest to the public regarding rail shall state their names and addresses and make their presentation. Please limit presentations to five minutes. The Commission cannot take action on matters not on the agenda unless the action is authorized by Section 54954.2 of the Government Code. Materials related to an item on the Agenda submitted to the Board of Directors after distribution of the agenda packet are available for the public inspection in the Commission Office at 949 E. Channel Street during normal business hours. These documents are also available on the San Joaquin Regional Rail Commission website at www.acerail.com/about-ace/sjrrc-board.html subject to staff’s ability to post the documents prior to the meeting.

949 East Channel Street Stockton, CA 95202 (800) 411-RAIL (7245) www.acerail.com 3 Presentations and Recognitions

4 Consent Calendar

4.1 Minutes of October 6, 2017 ACTION 4.2 Rail Commission/ACE/SJJPA Monthly Expenditure INFORMATION 4.3 ACE Monthly Fare Revenue INFORMATION 4.4 ACE Ridership INFORMATION 4.5 ACE On-Time Performance INFORMATION 4.6 Washington Update INFORMATION

5 Approve Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Adopting Fiscal Year 2017/2018 Budget Amendment #2, Increasing the San Joaquin Joint Powers Authority (SJJPA) Operating Budget in the Amount of $763,597.38, from $52,093,699 to $52,857,297 (Dan Leavitt)

6 Approve Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Authorizing a Three-Year and Eight-Month Contract with Two One-year Options for Operations and Safety Related Services to Finger Lakes Rail Consulting Group for an Amount Not-To-Exceed $360,000 total from November 03, 2017 through June 30, 2021, and Authorizing and Directing the Executive Director to Execute the Agreement (Brian Schmidt & Manny Caluya)

7 Approve Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Approving the First Amendment to the ACE Operations and Maintenance of Equipment Agreement Dated July 1, 2009, and Authorizing and Directing the Chair to Execute the First Amendment (Brian Schmidt)

8 ACEforward EIR Staff Recommendations Preferred Alternative INFORMATION/ACTION Part 1: Improvements for Additional Daily Round Trips & Service Extension (Dan Leavitt)

9 Update on Potential Sharpe Army Depot Land Acquisition INFORMATION/ACTION (Kevin Sheridan) 10 Update on Unmet Transit Needs Open Houses INFORMATION/ACTION (Chris Kay)

11 SJRRC Staff Participation in the Fifth Annual Stockton Cares Coat, INFORMATION/ACTION Blanket, and Sock Drive (Chris Kay)

12 CLOSED SESSION: CONFERENCE WITH LEGAL COUNSEL – DISCUSSION/ACTION EXISTING LITIGATION (Paragraph (1) of subdivision (d) of Section 54956.9)

Name of case: Meghan Berry v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. HG16833329

2 of 54 Name of case: Carmen Aguirre v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. HG16837483

Name of case: Russell Blackmon v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. RG17850293

Name of case: Spencer Ybarra v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. RG17853664

Name of case: Parmjot Bains v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. RG17853668

Name of case: Fumie Kurai v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. RG17857814

Name of case: Kumaresh Balasubramaniam and Vidyah Natarajan Balasubramaniam v. San Joaquin Regional Rail Commission, et al Alameda County Superior Court Case No. RG17869352

13 CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED DISCUSSION/ACTION LITIGATION Significant exposure to litigation pursuant to paragraphs (2) or (3) of subdivision (d) of Section 54956.9: One Case

14 Commissioner’s Comments 15 Ex-Officio Comments

16 Executive Director’s Report

17 Adjournment The next regular meeting is scheduled for: December 1, 2017 – 8:00 am Robert J. Cabral Station 949 East Channel Street, Stockton

3 of 54 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of November 3, 2017

Item 4.1 ACTION Minutes of October 6, 2017 The regular meeting of the San Joaquin Regional Rail Commission was held at 8:00 am, October 6, 2017 at the Robert J. Cabral Station, 949 East Channel Street Stockton, CA 95202. 1 Call to Order/Pledge of Allegiance/Roll Call Chair Johnson called the meeting to order at 8:00 am and led the audience in the pledge of Allegiance. Commissioners Present: Haggerty, Marchand, Elliott, Fugazi, Moorhead, Zuber, Chair Johnson Commissioners Absent: Dresser Ex-Officio Members Present: Mr. Dumas

2 Public Comments Vaughn Wolffe, of Pleasanton, discussed service over the Dumbarton Bridge, and the potential for ACE to trains between Redwood City and Santa Clara. Mr. Wolffe also discussed the Draft 2018 State Rail Plan and the emphasis on Bay Area rail service coordination.

Millicent Kenney, Director of Parking & Transportation at Santa Clara University, provided a history of the ACE discount program at Santa Clara University. Ms. Kenney appealed to the Commission to reconsider terminating the contract.

3 Presentations and Recognitions Ms. Mortensen introduced John Paul Zanaska, the new general for Herzog Transit Services.

4 Consent Calendar 4.1 Minutes of September 1, 2017 ACTION 4.2 Rail Commission/ACE/SJJPA Monthly Expenditure INFORMATION 4.3 ACE Monthly Fare Revenue INFORMATION 4.4 ACE Ridership INFORMATION 4.5 ACE On-Time Performance INFORMATION 4.6 Washington Report

M/S/C (Marchand/Fugazi) Approve the Consent Calendar. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of October 2017 by the following vote to wit:

4 of 54

AYES: 7 Haggerty, Marchand, Elliott, Fugazi, Moorhead, Zuber, Chair Johnson NOES: 0 ABSTAIN: 0

ABSENT: 1 Dresser

5 Approve Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Authorizing a Four-Year and Nine-Month Contract with Two One-year Options for On-Call Controller Services to Infinity Accountancy Group LLP for an Amount Not-To-Exceed $325,352 total from October 6, 2017 through June 30, 2022, and Authorizing and Directing the Executive Director to Execute the Agreement

Ms. Gowan presented on the solicitation process for on-call controller services.

Commissioner Zuber asked whether the on-call controller will be paid the maximum amount no matter what. Ms. Miller responded that payment is made for services rendered.

M/S/C (Marchand/Elliott) Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing a Four-Year and Nine-Month Contract with Two One-year Options for On-Call Controller Services to Infinity Accountancy Group LLP for an Amount Not-To-Exceed $325,352 total from October 6, 2017 through June 30, 2022, and Authorizing and Directing the Executive Director to Execute the Agreement. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of October 2017 by the following vote to wit:

AYES: 7 Haggerty, Marchand, Elliott, Fugazi, Moorhead, Zuber, Chair Johnson NOES: 0 ABSTAIN: 0 ABSENT: 1 Dresser

5 of 54 6 Approve Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Authorizing a Contract with CHS Consulting Group for Short Range Transit Plan Consulting Services for an Amount Not-To-Exceed $75,004 and Authorizing and Directing the Executive Director to Execute the Agreement

Mr. Schmidt presented on the requirements for completing a short-range transit plan (SRTP). Mr. Caluya presented on the solicitation process for SRTP consulting services.

There was no Board discussion on this item.

M/S/C (Haggerty/Zuber) Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing a Contract with CHS Consulting Group for Short Range Transit Plan Consulting Services for an Amount Not-To-Exceed $75,004 and Authorizing and Directing the Executive Director to Execute the Agreement. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of October 2017 by the following vote to wit:

AYES: 7 Haggerty, Marchand, Elliott, Fugazi, Moorhead, Zuber, Chair Johnson NOES: 0 ABSTAIN: 0 ABSENT: 1 Dresser

7 ACEforward EIR: Schedule, Summary of Comments, and Ceres Inclusion INFORMATION/ for Near-Term Project in EIR ACTION

Mr. Leavitt provided on update on the ACEforward environmental process and summarized comments received.

There was no Board discussion on this item.

6 of 54 8 Update on AB 758 (Eggman/Baker) INFORMATION/ ACTION Ms. Mortensen presented on the status of Assembly Bill (AB) 758 and outlined the content of the current legislation.

Commissioner Elliott asked what would happen to the Board make-up of the Tri-Valley-San Joaquin Valley Regional Rail Authority if the Mountain House community were to incorporate. Mr. Schroeder said the process of incorporation takes several years, and there will be plenty of time for an amendment to the statute to ensure Mountain House is able to remain a member.

9 Project Delivery Update on SB1/SB132 INFORMATION/ ACTION Mr. Pennino provided a brief update on SB 1/SB 132 project delivery. Mr. Pennino discussed all the coordination efforts underway with the state, counties, and railroad partners. Commissioner Elliott asked about the new maintenance facility. Mr. Pennino responded that it will be a repair facility capable of storing two trainsets, and will include an administrative and crew building.

10 Update on Parking Issues at the Lathrop/Manteca Parking Lot INFORMATION/ ACTION Mr. Schmidt provided some background on parking related issues experienced at the Lathrop/Manteca Station. Mr. Crary presented on additional efforts underway to address parking issues at other stations, such a distributing color coded parking passes. Ms. Mortensen recommended staff work with SJCOG to expand van and car pool options for residents. Commissioner Marchand mentioned developing park and ride lots for commuters. Commissioner Fugazi mentioned the need to expand parking facilities up, instead of out, to better utilize space. Mr. Schmidt discussed the inclusion of parking lot expansions in the Draft Environmental Impact Report. Commissioner Moorhead discussed the importance of expanding public transit to connect to stations, and will work to get an item included on the Manteca City Council agenda to expedite Manteca Transit to the Lathrop/Manteca Station.

11 CLOSED SESSION: CONFERENCE WITH LEGAL COUNSEL – DISCUSSION/ ANTICIPATED LITIGATION ACTION

Significant exposure to litigation pursuant to paragraph (2) or (3) of subdivision (d) of Section 54956.9: Multiple Potential Cases

Legal Counsel reported, no reportable action was taken by the Board in Closed Session.

7 of 54 12 CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION DISCUSSION/ ACTION Paragraph (1) of subdivision (d) of Section 54956.9

Name of case: Said Jallad v. San Joaquin Regional Rail Commission, Santa Clara County Superior Court Case No. 17CV306410

Legal Counsel reported, no reportable action was taken by the Board in Closed Session.

13 Commissioner’s Comments

Commissioner Haggerty mentioned the “Stroll and Roll” event that took place in over the weekend, and recognized Daniel Krause and AECOM staff for their participation.

14 Ex-Officio Comments

Mr. Dumas mentioned an upcoming planning grant through Caltrans that is due October 20th.

15 Executive Director’s Report

Ms. Mortensen reported on the continued increase in ridership that ACE service is experiencing and the need to address capacity issues. Chair Johnson asked how riders are kept informed about capacity and overcrowding issues. Ms. Mortensen said a large portion of riders are aware of ACEforward efforts to expand the capacity of existing service.

16 Adjournment –

The meeting was adjourned at 9:10 am. The next regular meeting is scheduled for: November 3, 2017 – 8:00 am Robert J. Cabral Station 949 E. Channel Street, Stockton CA

8 of 54 Item 4.2

San Joaquin Regional Rail Commission Altamont Corridor Express Operating and Capital Expense Report September 2017 25% of Budget Year Elapsed

SJRRC EXPENSE % ACE EXPENSE % FY 17-18 TO SPENT FY 17-18 TO SPENT OPERATING EXPENSES ALLOCATION DATE TO DATE ALLOCATION DATE TO DATE

Project Management, Services & Supplies Subtotal 687,019 123,120 18% 4,715,405 887,448 19% Contracted Services Subtotal 441,811 93,100 21% 16,431,128 2,933,187 18% Shuttle Services 1,269,855 384,822 30% TOTAL OPERATING EXPENSES 1,128,830 216,220 19% 22,416,388 4,205,457 19%

CAPITAL EXPENSE % FY 17-18 TO SPENT CAPITAL PROJECTS ALLOCATION DATE TO DATE

1 SJ COG Loan Repayment 1,118,012 1,118,012 100% 2 A1 & A2 Bond Repayment 3,035,912 660,125 22% 3 UPRR Capital Access Fee 3,242,516 1,621,258 50% 4 UPRR Capitalized Maintenance Projects 4,000,000 - 0% 5 Platform Extension Projects 3,000,000 - 0% 6 ACE Forward (Project Manager approves invoices for ACEforward - Project funded directly by State) 8,600,000 1,091,300 13% 7 ACE Expansion 250,000 - 0% 8 Cabral Station Boiler 75,000 - 0% 9 Locomotives (5) 15,000,000 - 0% 10 Mid Life Overhaul of 1 Locomotive 875,000 - 0% 11 Cabral Track Extension 5,000,000 5,935 1% 12 eTicketing 844,623 14,715 2% 13 Positive Train Control 3,726,880 27,727 1% 14 Capital Spares/Upgrades for Passenger Cars and Locomotives 1,125,000 - 0% 15 RMF - Wayside Power 200,000 - 0% 16 Sunol Quiet Zone Project 800,000 46,269 6% 17 SJJPA - Mid-Corridor Layover Facility 1,750,000 2,046 1% 18 San Joaquin Intercity Minor Capital Project (Funded by State of California) 1,600,000 9,129 1% TOTAL CAPITAL PROJECTS 54,242,943 4,596,516 8%

9 of 54 Status of Capital Projects 1 SJ COG Loan Repayment - Annual payment made July 1, 2017 per SJCOG amended loan agreement.

2 Bond Repayments - Bond repayments are made bi-annually. The first payment for FY17/18 is due October 2017.

3 UPRR Capital Access Fee - Annual payment for trackage rights is due January 2018.

4 UPRR Capitalized Maintenance Projects - Multi-year project is budgeted at $4,000,000 for the year.

5 Platform Extension Projects - Multi-year project to extend the existing Lathrop/Manteca, Tracy and Pleasanton platforms. 6 ACE Forward – For FY 17-18, the primary tasks for ACE forward between August 2017 – September 2017 have been public outreach to support the ACEforward program/Draft EIR, project-level engineering and environmental analysis for the extension between Modesto and Ceres, the project description, environmental analysis, and planning work for the potential ACE extension to Sacramento, and project management.

7 ACE Expansion - Engineering and project support for the expansion of ACE service to Modesto, Ceres and Merced. Awaiting ACE Forward EIR certification.

8 Cabral Station Boiler - New boilers for Cabral Station being installed. Boiler Installation to begin end of October 2017.

9 Locomotives (5) - Multi-year project to procure up to five Tier 4 locomotives for ACE service. The RFP has been released. 10 Mid Life Overhaul of 1 Locomotive - locomotive is currently being shipped to Stockton. Scheduled to arrive in November 2017. 11 Cabral Track Extension Phases 1-3 - Cabral Track Extension is currently under negotiation with Union Pacific for final design and is scheduled to be completed over several fiscal years.

12 eTicketing Project - RFP has been issued and interviews are being scheduled.

13 Positive Train Control -Multi-year project is currently ongoing. Components arrived and installation is beginning.

14 Capital Spares/Upgrades for Passenger Cars and Locomotives - Preventative Maintenance is ongoing. 15 RMF Wayside Power - Construction of two wayside power panels is currently ongoing. Engineering contract awarded.

16 Sunol Quiet Zone - Project has transitioned to a Quiet Zone project sponsored by Alameda County and is in the design and approval phase. 17 SJJPA Mid-Corridor Layover Facility - Project will allow the San Joaquin's to initiate an early morning train in Fresno to serve Sacramento bound commuters. 18 San Joaquin Intercity Minor Capital Project (Funded by State of California) - Agreements have been executed with .

10 of 54 San Joaquin Joint Powers Authority Operating Expense Report September 2017 25% of Budget Year Elapsed

SJJPA EXPENSE YTD FY 17-18 TO PERCENT OPERATING EXPENSES ALLOCATION DATE EXPENDED

Project Management, Services & Supplies Project Management, Services & Supplies Subtotal 1,888,664 335,381 18% Contracted Services Subtotal 50,205,035 10,967,687 22%

TOTAL OPERATING EXPENSES 52,093,699 11,303,068 22%

11 of 54 Fare Revenue Item 4.3 900,000

800,000

700,000

600,000

500,000

400,000

300,000 FY Jul‐17 Aug‐17 Sep‐17 Oct‐17 Nov‐17 Dec‐17 Jan‐18 Feb‐18 Mar‐18 Apr‐18 May‐18 Jun‐18 TOTAL FY 17‐18 Fare Revenue 762,515 858,809 787,700 ‐‐‐‐‐‐‐‐‐2,409,023 FY 16‐17 Fare Revenue 646,429 826,273 861,289 748,351 726,178 664,632 831,621 607,406 809,833 740,133 727,026 712,791 8,901,962

% of Budget Year Elapsed: 25% FY 17‐18 % of Budgeted Fare Revenue Received to Date: 26.8% Projected Annual Fare Revenue: $9,000,000

12 of 54 Ridership Item 4.4

130,000

120,000

110,000

100,000

90,000

80,000

70,000

60,000

50,000

40,000

30,000

20,000

10,000

‐ Jul‐17 Aug‐17 Sep‐17 Oct‐17 Nov‐17 Dec‐17 Jan‐18 Feb‐18 Mar‐18 Apr‐18 May‐18 Jun‐18 FY TOTAL FY 17/18 Ridership 99,462 128,439 116,712 ‐‐‐‐‐‐‐‐‐344,613 FY 16/17 Ridership 99,371 120,142 115,172 118,580 107,241 90,720 107,595 74,701 119,288 103,205 126,309 117,393 1,299,717

13 of 54 ACE ON TIME PERFORMANCE

100

90

80

70

60

50

OTP% 40

30

20

10

0 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Monthly OTP % 91.07 89.88 84.31 80.63 83.85 77.68 85.25 91.25 85.71 94.22 92.86 92.93 96.23 YTD OTP % 89.11 89.19 88.78 88.13 83.85 81.32 82.71 84.93 85.1 86.74 88.01 88.55 89.38

14 of 54

San Joaquin Regional Rail Commission Monthly Report – October 2017

SJRRC and VSA Items • VSA participated in several conference calls with SJRRC. • VSA provided information regarding the Republican tax plans that were released in late September. • VSA provided information regarding the Administration’s Executive Order on drones. • VSA coordinated and solicited letters of support for SJRRC’s TIGER grant application from Members of the CA delegation. Thus far, Reps. Swalwell and Denham and Senator Feinstein have submitted letters of support. Support letters from Reps. Denham and Costa and Senator Harris are in-process. VSA will continue to monitor the drafting of these letters and share copies with SJRRC as they are available. • VSA has also begun reaching out to the CA Congressional Delegation regarding support letters for SJRRC’s INFRA grant application. • VSA will schedule meetings with Congressman Denham and potentially Senator Feinstein’s staff to discuss the Sharpe Army Depot project.

DOT Leadership • Elaine Chao was nominated by the President to serve as Secretary of Transportation. Chao is a former Secretary of Labor (President George W. Bush) and a former Deputy Secretary of DOT and former Chairman of the Federal Maritime Commission. She is also married to Senate Majority Leader Mitch McConnell. • Her nomination was reported out of the Senate Commerce Committee on January 24, 2017, by a voice vote. She was confirmed by the full Senate on January 31, 2017, by a vote of 93-6. • On May 16, 2017, the Senate confirmed Jeffrey Rosen to be Deputy Secretary of Transportation. Rosen was previously general counsel at DOT under President George W. Bush. As Deputy Secretary for DOT he will be second in command to Secretary Chao. • The President nominated Derek Kan to be Undersecretary of Transportation for Policy. His nomination was approved by the Senate Commerce Committee on June 29th by voice vote. Kan was a Lyft general manager working in Los Angeles and a member of Amtrak’s board. From 2008 to 2010 he was a policy advisor for Senate Majority Leader Mitch McConnell. • Additionally, Michael Britt has been tapped to be senior advisor for FAA modernization and James Ray (previously a principal at KPMG) has been tapped to

15 of 54 lead DOT’s task force on infrastructure. Geoff Burr will replace Britt becoming acting chief of staff. Matt Kopko will be counselor to the deputy secretary. • Heath Hall, former president of Strategic Marketing Group, has been sworn in as FRA Deputy Administrator. He is currently serving as Acting Administrator. • The President nominated Ron Batory, formerly President and COO of Conrail, as Administrator of FRA. Batory has over 40 years of experience working for Class 1 freight railroads or enterprises owned by them. His nomination has been approved by the Senate Commerce Committee, but has not been agreed to by the full Senate. • VSA will monitor for additional DOT nominations. DOT remains lightly staffed, especially regarding political appointments.

Fiscal Year 2018 Budget and Appropriations

FY18 Congressional Budget: • On October 26th, the House passed the Senate’s version of an FY18 budget resolution by a narrow margin (216-212). Twenty Republicans joined all Democrats in voting in opposition. Opposition from these Republicans came primarily from concern that a tax overhaul (for which the budget resolution provides a path) could eliminate the popular state and local tax deduction. • Passage of the budget resolution by both Chambers allows Republicans to pursue a partisan tax code overhaul on Thursday through reconciliation which sidesteps any threat of a Democratic filibuster in the Senate. • The budget resolution allows for annual deficits to grow by $1.5 trillion over the coming decade to help pay for tax cuts. The details of any tax overhaul await future legislation. A mark-up in the House Ways and Means Committee is scheduled for November 1st on a tax bill.

FY18 Congressional Appropriations: • The Congressional Appropriations process is underway for FY18, despite the lack of a budget resolution. • The House Appropriations Committee marked up and passed out of committee the FY18 Transportation, Housing and Urban Development (THUD) Appropriations bill on July 17, 2017. The bill includes the following items that may be of interest: o $17.8 billion for discretionary funding at DOT ($646 million below FY17 level and $1.5 billion above the President’s request) o The FRA is funded at $2.2 billion ($360 million over FY17 level and $1.1 billion above the President’s request) . $1.4 billion for Amtrak, of which $328 million is for the northeast corridor grants and $1.1 billion is to support the national network . Prohibits funding for HSR in CA, the CA High Speed Rail Authority and for FRA to administer a grant agreement with the Authority that contains a tapered match. . Federal-State partnership for State of Good Repair program is funded at $500 million and will go toward the $38 billion backlog for state of good repair improvements in the Northeast Corridor.

16 of 54 o $11.75 billion for the FTA ($662 million below FY17 level and $526 million above the President’s request) . Transit formula grants total $9.7 billion, $4.75 billion of which is for Capital Investment Grants . Core capacity projects receive $145 million . “Small Starts” receive $182 million . $400 million is for new projects that provide both public transportation and inner-city passenger rail service . The federal match for New Start projects is limited to 50% o The bill eliminates the TIGER grant program ($500 million in FY17) • The Senate Appropriations Committee marked up and passed out of committee the FY18 Transportation, Housing and Urban Development (THUD) Appropriations bill on July 27, 2017. The bill includes the following items that may be of interest: o $19.47 billion in discretionary appropriations for DOT ($978 million above FY17 levels) o The FRA is funded at $1.974 billion ($122 million over FY17 level) . $1.6 billion for Amtrak, continuing service for all current routes . $250 million for FRA safety and operations and research and development activities . $92.5 million for the Consolidated Rail Infrastructure Safety Improvement grants program, of which $35.5 million is for initiation or restoration of passenger rail, $26 million is for Federal-State Partnership for State of Good Repair grants and $5 million is for Restoration and Enhancement grants o $12.129 billion for the FTA ($285 million below FY17 enacted level) . Transit formula grants total $9.733 billion, consistent with the FAST Act . $2.133 billion for Capital Investment Grants (New Starts), fully funding all current “Full Funding Grant Agreement” transit projects o Funds the INFRA grant program (new FASTLANE grant program) at $900 million (level authorized in FAST Act) o The TIGER grant program is funded at $550 million ($50 million over FY17 levels)

• The House passed a “security-bus” on the floor before adjourning for the August recess. This package of bills includes four appropriations bills – Defense, Military Construction/VA, Energy and Water, and Legislative Branch (member security) – along with $1.6 billion in funding for the southwest border wall. The Senate did not consider this measure (and is not expected to do so). • On September 14th, the House passed a spending package that included the remaining 8 spending bills. It is unlikely that the Senate will consider this legislation in its current form. • In early September, Congress passed and the President signed into law a Continuing Resolution that keeps the government operational until December 8th. We expect

17 of 54 Congress to continue working on an overall budget deal in the hopes of advancing an omnibus or Consolidated Appropriations package before December 8th.

FY18 Administration Budget: • The Administration released their full budget proposal to Congress on May 23rd. This is in follow up to the release of the “skinny” budget that was submitted to Congress from the Administration in March 2017. • The President’s $4.1 trillion budget for the federal government proposes to eliminate the federal deficit in 10 years through spending cuts and new revenue generated by economic growth. The budget also proposes a $54 billion increase in base discretionary defense spending in FY 2018, offset by an equal cut to nondefense discretionary spending. • The President’s budget includes $76 billion for the Department of Transportation (DOT). In total, this is roughly the same funding level as FY 2016. However, DOT’s discretionary budget would be $16.2 billion which is a 12.4% decrease from the FY17 enacted level. The FY 2018 budget request also includes $200 billion to support President Trump’s infrastructure proposal. This funding was not included in the DOT request, but was included in the overall budget request. • Below are some items contained in the FY18 DOT budget proposal that may be of interest: o Eliminates the TIGER grant program o The President’s budget requests $1.05 billion for the Federal Railroad Administration (FRA), which is $802 million below FY 2017 levels. . $199 million for FRA safety and operations. This includes resources to monitor compliance with the implementation of positive train control, and enable FRA to improve its automated track inspection program. . $39.1 million for research and development . $760 million in subsidies for Amtrak, $735 million less than FY 2017 levels. This includes elimination of subsidies for all long-distance routes, and $235 million for the Northeast corridor, which is $93 million less than the FY 2017 level . The budget request eliminates funding for restoration and enhancement grants which were funded at $5 million in FY 2017 o The President requests $11.2 billion for the Federal Transit Administration (FTA). This includes the full $9.733 billion in spending from the mass transit account (MTA) of the HTF, but drastically reduces spending from general fund transit programs. . $9.7 billion for transit formula grants, this is equal to the FAST Act funding level . $1.2 billion for Capital Investment Grants, which includes New Starts, Small Starts, and Core Capacity projects. This is a decrease from the FY 2017 level of $2.4 billion. The budget request only funds projects that currently have a full funding grant agreement (FFGA) and proposes to phase out the program stating that “future investments in new transit projects would be funded by the localities that use and benefit from these localized projects”. . The budget eliminates funding for transit research programs. . The budget proposal eliminates general funds for the FTA’s technical assistance and training account.

18 of 54 Tax Reform • This week, the House passed a Senate-passed budget resolution that includes reconciliation instructions for tax reform. This sets the stage for Republicans to pass their tax package without Democratic votes and bypass a Senate filibuster. • The House Ways and Means Committee is scheduled to reveal legislative text and mark up the text of a tax package on November 1st. The package is predicted to mirror an agreement between the “big 6” negotiators, the framework of which was released last month. • As a result of ongoing meetings between the “big 6,” senior Republicans (McConnell, Ryan, Hatch, Brady, Cohn and Mnuchin) a framework for tax reform was released in late September. The framework includes an outline of principles and concepts that the group would like to see included in a comprehensive tax reform package. It will be up to the Congressional Committees to actually draft legislation to reflect (or not) this framework. Below, please find some of the general principles included in the framework: . 20% corporate rate (down from 35%) and a new special rate of 25% for pass-through businesses that pay taxes through the individual system . Consolidate the current seven tax brackets into three (12%, 25% and 35%) . Top tax rate for individuals would be 35% (down from 39.6%) and the bottom rate would increase to 12% (from 10%) . Standard Deduction would go up dramatically . Estate Tax eliminated . Alternative Minimum Tax eliminated . Eliminates most itemized deductions, but keeps mortgage interest and charitable contributions • The “big 6” framework differs somewhat from the Trump Administration’s principles for tax cuts outlined on Wednesday, April 26th. Most notably, the Administration’s April proposal calls for a 15% rate applied to both large corporations and small businesses (versus a 20% rate in the “big 6” framework). • VSA will continue to follow developments on tax reform and will keep SJRRC updated as more information becomes available.

Infrastructure Investment • There is no significant infrastructure investment proposal being considered by Congress. While the Administration and Congress continue to discuss the issue publicly, most in DC expect infrastructure to be congressionally-driven and considered in the fall, at the earliest.

Administration: • The Trump Administration has made bold promises to invest $1 trillion in infrastructure over ten years. The President’s budget request does include a blueprint for a $1 trillion infrastructure investment funded through a combination of $200 billion of new federal funding, incentivized non-federal funding, and newly prioritized and expedited projects. • Key principles of the infrastructure proposal include:

19 of 54 o Make targeted federal investments – focusing federal dollars on the most transformative projects (stresses the use and benefit of taxpayer funds) o Encourage self-help – support more communities moving toward a model of independence o Align infrastructure investment with entities best suited to provide sustained and efficient investment – Administration will look for opportunities to appropriately divest from certain functions, which will provide better services for citizens, and potentially generate budget savings o Leverage the private sector – P3s will not be solution to all infrastructure projects, they can help advance the most important, regionally significant projects • In addition to the $200 billion in federal funding, these proposals are also included in the FY 2018 budget to support the infrastructure initiative: air traffic control (ATC) corporatization; increase infrastructure flexibility at the Department of Veterans Affairs (VA); divestiture of the Power Marketing Administration’s (PMA) transmission assets; reform laws governing the inland waterways trust fund. • The infrastructure proposal includes the following policy proposals: o Expand the Transportation Infrastructure Finance and Innovation Act (TIFIA) – increase TIFIA subsidies by $1 billion annually for 10 years, leveraging $140 billion in credit assistance and expand TIFIA eligibility o Lift cap on private activity bonds (PABs) and expand eligibility to other non- federal infrastructure o Incentivize innovative approaches to congestion mitigation – this includes congestion pricing, enhanced transit services, increased telecommuting and flex scheduling, and deployment of advanced technologies o Liberalize tolling policy and allow private investment in rest areas o Fund the Water Infrastructure Finance and Innovation Act (WIFIA) program o Encourage the use of Army Corps of Engineers contributed/advanced funding authorities o Establish a federal capital revolving fund – this mandatory revolving fund would help finance federally-owned civilian capital assets o Partnership grants for federal assets – a private partner may wish to build or improve a federal facility and donate it to the government in exchange for the right to retain revenue from the associated activities. The Administration is developing a proposal to offer those partners grants in lieu of loans to buy down the cost of a federal asset improvement. o Environmental review and permitting process enhancements • Secretary Chao made comments in April about moving an infrastructure package more quickly than previously suggested. Chairman Shuster and others in Congress still think that a late fall timeframe is more realistic.

Congress: • Over the August recess, several Senators have begun talking publicly about working in a bipartisan manner to push some infrastructure bills through Congress. These are primarily Members of the Senate EPW and Senate Commerce Committees.

20 of 54 While there is no formal package being pushed by these Members, it’s clear that they are growing impatient with the lack of focus from the Administration on the issue. • In late January, Senate Democrats outlined an ambitious proposal to spend $1 trillion on a broad range of infrastructure projects over the next ten years. Since the announcement, neither the President nor Congressional Republicans have responded in any significant way to the Democrats’ offer. • The proposal suggests the following investments:

Reconstruct Roads & Bridges $100B Improve Airports $30B Revitalize Main Street $100B Address Ports & Waterways $10B Expand TIGER $10B Build Resilient Communities $25B Rehabilitate Water and Sewer $110B 21st Century Energy Infrastructure $100B Modernize Rail Infrastructure $50B Expand Broadband $20B Repair & Expand Transit $130B Invest in Public Lands & Tribal Infrastructure $20B Vital Infrastructure Program $200B Modernize VA Hospitals $10B Rebuild Public Schools $75B Provide Innovative Financing Tools $10B

• Congressional Republicans continue to discuss a desire to provide more funding for infrastructure, but have not offered a formal proposal or a specific time as to when they may draft a proposal. Some continue to look at repatriation of corporate foreign income as a (at least partial) funding source, while others suggest those funds should be used for tax reform. There is little to no talk of Congress simply using deficit spending to fund infrastructure.

FY17 Appropriations • On May 5th, the President signed into law an omnibus package for the remainder of FY17. The omnibus included legislation for the remaining 11 appropriations bills (Military Construction/VA was enacted in September). • In terms of DOT, the bill includes $58.58 billion for FY17 (the FY16 enacted level was $57.60 billion). Below are some items that may be of interest to SJRRC: o $2.4 billion for Capital Investment Grants for subways, light rail and transit systems ($236 million more than FY16 enacted level) o $1.5 billion for Amtrak ($105 million more than FY16 enacted) o $500 million for TIGER grants (level with FY16 enacted) o $218 million for FRA Safety and Operations ($19 million more than FY16 enacted) o $199 million for PTC on commuter railroads o The bill does NOT include a rider that prevents the FRA from administering a grant agreement for high speed rail in CA

21 of 54 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of November 3, 2017

STAFF REPORT

Item 5 ACTION Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Adopting Fiscal Year 2017/2018 Budget Amendment #2, Increasing the San Joaquin Joint Powers Authority (SJJPA) Operating Budget in the Amount of $763,597.38, from $52,093,699 to $52,857,297

Background:

On June 2, 2017, the San Joaquin Regional Rail Commission (“SJRRC”) approved the FY 2017/2018 SJRRC/ACE/SJJPA Operating and Capital Budgets. As part of the budget approval process, the Executive Director is responsible for, and authorized to implement, the adopted budget. The Executive Director’s authority is limited to the major category levels identified in the budget and is subject to the Commission’s authorized expenditure limits, except for those expenditures that are routine in nature and are required in order to conduct the ordinary day-to-day activities of the Commission or the ACE Service. These ongoing expenditures are approved through the adoption of the budget. Budget increases, amendments, or transfers between major budget categories are submitted to the Board for approval in accordance with Section 7.2 of the SJRRC Joint Powers Agreement.

Details of the changes are described below. A budget spreadsheet, which includes the proposed revisions (shown in green) is also attached to this staff report.

This amendment adds $763,597.38 to the San Joaquin Joint Powers Authority (SJJPA) Operating Budget including the following: • $150,000 to the SJPPA Administrative Budget Professional Services line for use in planning work related to the 8th Daily Round Trip; • $500,000 to the SJJPA Marketing Budget for use in marketing and advertising the new Morning Express Service to Sacramento; and • $113,597.38 to the SJJPA Marketing Budget from carryover funds from FY 2016/2017 Marketing Budget. The additional $650,000 in new funding (excluding carryover funds) was approved by State Transportation Agency (CalSTA) as part of the 2017 SJJPA Business Plan Update.

Fiscal Impact:

This amendment increases the SJPPA Administrative Budget by $150,000 and the Marketing Budget by $613,597.38 for FY 2017/2018, for a total increase in the Operating Budget from $52,093,699 to $52,857,297.

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Recommendation:

Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Adopting Fiscal Year 2017/2018 Budget Amendment #2, Increasing the San Joaquin Joint Powers Authority (SJJPA) Operating Budget in the Amount of $763,597.38, from $52,093,699 to $52,857,297.

23 of 54 RESOLUTION SJRRC-R-17/18-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION ADOPTING FISCAL YEAR 2017/2018 BUDGET AMENDMENET #2, INCREASING THE SAN JOAQUIN JOINT POWERS AUTHORITY (SJJPA) OPERATING BUDGET IN THE AMOUNT OF $763,597.38, FROM $52,093,699 TO $52,857,297

WHEREAS, the San Joaquin Regional Rail Commission Joint Powers Agreement (“JPA”) requires approval of all amendments to the capital and operating budget; and

WHEREAS, on June 2, 2017 the Board of Commissioners of the San Joaquin Regional Rail Commission adopted the fiscal year 2017/2018 Capital and Operating Budgets; and

WHEREAS, as part of the Budget approval process, the Executive Director is responsible for, and authorized to implement the adopted Capital and Operating Budgets. The Executive Director’s authority is limited to the major category levels identified in the Budget and is subject to the Commission’s authorized expenditure limits, except for those expenditures that are routine in nature and are required in order to conduct the ordinary day-to-day activities of the Commission or the ACE Service. These ongoing expenditures are approved through the adoption of the Budget. Budget increases, amendments, or transfers between major budget categories are submitted to the Board for approval in accordance with Section 7.2 of the JPA; and

WHEREAS, from time to time the need to amend an approved budget occurs to include additional funds that become available to complete the mission of the Commission in providing the ACE and San Joaquins Services; and

WHEREAS, the Executive Director has prepared an amended Operations Budget that reflect additional revenues from the State of California in the amount of $150,000 for planning work related to the planned 8th Daily Round-Trip and $500,000 for marketing specifically for the Morning Express Service to Sacramento; as well as $113,597.38 in marketing carryover funds for FY 2016/17; and

WHEREAS, following review and deliberation, the San Joaquin Regional Rail Commission staff has recommended adoption of Amendment #2 to the FY 2017/2018 SJRRC/ACE/SJJPA Combined Operations Budget as presented; and

NOW THEREFORE, BE IT RESOLVED that the Board of Commissioners for the San Joaquin Regional Rail Commission adopts Amendment #2, increasing the San Joaquin Joint Powers Authority (SJJPA) Operating Budget in the amount of $763,597.38, from $52,093,699 TO $52,857,297.

24 of 54 PASSED AND ADOPTED, by the Board of Commissioners this 3rd day of November 2017, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary BOB JOHNSON, Chair

25 of 54 SJJRC/ACE FY1718 Budget Amendment 2 SJRRC ACE Combined SJJPA Operating Budget Operating Budget Operating Budget Operating Budget

Operating Revenue Measure K 1,128,830 1,294,051 2,422,881 SJCOG - Local Transportation Funds (LTF) 3,005,229 3,005,229 Fare Revenues 9,000,000 9,000,000 ACTC Measure B / BB Local 4,106,817 4,106,817 Santa Clara VTA Local 3,342,413 3,342,413 Transportation for Clean Air (TFCA) 100,000 100,000 SJCOG - State Transit Assistance (STA) 460,417 460,417 MTC - State Transit Assistance (STA) 424,491 424,491 ACTC Measure B / BB Local - Admin Fee 30,000 30,000 Amtrak Thruway Service 75,000 75,000 Ticket Sales Others 327,970 327,970 High Speed Rail 250,000 250,000 State Intercity Rail Funds 52,093,699 State Intercity Rail Funds 52,857,297 Total Operating Revenue$ 1,128,830 $ 22,416,388 $ 23,545,218 $ 52,857,297

Project Management Services and Supplies Salaries/Benefits/Contract Help 450,142 4,054,037 4,504,179 1,614,585 Office Expenses/Postage 16,245 39,743 55,988 14,863 Subscriptions/Periodicals/Memberships 6,325 9,425 15,750 5,000 Office Equipment/Furniture 31,808 55,470 87,278 - Computer Systems 16,915 35,235 52,150 - Communications 10,887 70,762 81,649 27,216 Motor Pool 19,660 56,610 76,270 12,000 Transportation/Travel 6,200 26,550 32,750 30,000 Training 6,315 14,085 20,400 - Training (Security) FEMA Security Grant Funds - - Audits/Regulatory Reporting 3,900 79,100 83,000 20,000 Professional Services Legislative - 50,000 50,000 50,000 Professional Services Legal 40,000 50,000 90,000 50,000 Professional Services General 45,847 160,138 205,985 - Professional Services General 45,847 160,138 205,985 150,000 Professional Services Grants - - - 65,000 Publications/Legal Notices 9,750 14,250 24,000 - Taxes/Assessments 23,025 - 23,025 Project Management, Services & Supplies Subtotal 687,019 4,715,405 5,402,423 2,038,664 Contracted Services Maintenance of San Joaquin County Facilities 79,270 79,270 Maintenance & Improvements System Wide ACE Stations 51,900 51,900 Maintenance of Headquarters Structures/Grounds 68,729 155,251 223,980 26,250 ACE Operations & Maintenance 5,939,744 5,939,744 Consumables/Repair Parts - SCVTA 1,000,000 1,000,000 Operating Leases 30,385 72,200 102,585 Fuel 1,579,217 1,579,217 Railroad Maintenance, Oversight/Dispatching 1,890,000 1,890,000 Insurance 151,417 2,437,999 2,589,416 15,000 Insurance Management Fees 22,500 127,500 150,000 2,500 Security Services/Safety Programs 42,785 319,600 362,385 - FRA/FTA Drug Testing Program 7,100 7,100 Community Engagement & Marketing 25,000 307,250 332,250 1,000,000 Community Engagement & Marketing 25,000 307,250 332,250 1,613,598 Special Trains 327,970 327,970 Passenger Services 14,500 14,500 Ticketing Services 485,120 485,120 Professional Services Operations 21,725 419,196 440,921 20,000 Communications Operations 203,811 203,811 8,000 Communications WiFi 129,856 129,856 Emergency Ride Home/Emergency Bus Bridges 37,500 37,500 Rail Maintenance Facility 925,414 925,414 San Joaquin Intercity Rail Operations - 49,133,285 Contracted Services - Sub-Total 441,811 16,431,128 16,872,939 50,818,633 Shuttle Services $1,269,855 1,269,855 Total Expenses$ 1,128,830 $ 22,416,388 $ 23,545,217 $ 52,857,297

26 of 54 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of November 3, 2017

STAFF REPORT

Item 6 ACTION Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing a Three-Year and Eight-Month Contract with Two One-year Options for Operations and Safety Related Services to Finger Lakes Rail Consulting Group for an Amount Not-To-Exceed $360,000 total from November 03, 2017 through June 30, 2021, and Authorizing and Directing the Executive Director to Execute the Agreement

Background:

On August 25, 2017, SJRRC released a Request for Proposals for the solicitation of Operations and Safety Related Services with proposals due on September 27, 2017. As a result of the solicitation, the Rail Commission received proposals from the following four firms:

Finger Lakes Rail Consulting Group – Georgetown, MA Jacobs Engineering Group, Inc. – Sacramento, CA LTK Engineering Services – Amber, PA Network Rail Consulting, Inc. – Washington, DC

A panel consisting of Brian Schmidt (SJRRC), Kevin Sheridan (SJRRC), and John Giovannoni (SJRRC) reviewed the proposals. Based on the proposers’ responsiveness to the scope of work, Finger Lakes Rail Consulting Group was selected as the most responsive proposer.

The contract is to be awarded for an amount not-to-exceed $360,000 for the initial three- year and eight-month period of which $280,000 is for ACE and $80,000 for the SJJPA.

Fiscal Year SJRRC Contract Amount SJJPA Contract Amount 17/18 $40,000 $20,000 18/19 $80,000 $20,000 19/20 $80,000 $20,000 20/21 $80,000 $20,000

The Two, One-Year options are at the sole discretion of the Rail Commission and the cost for the option-year will be negotiated in advance.

Fiscal Impact

Costs associated with the first year of this Agreement are identified in the San Joaquin Regional Rail Commission/ACE/SJJPA Fiscal Year 2017/2018 Operating Budget in the Contracted Services Category in the Professional Services/Operations line. Future year’s costs will be brought before the Board as part of the annual Budget approval process for consideration.

27 of 54

Recommendation

Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing a Three-Year and Eight-Month Contract with Two One-year Options for Operations and Safety Related Services to Finger Lakes Rail Consulting Group for an Amount Not-To-Exceed $360,000 total from November 03, 2017 through June 30, 2021, and Authorizing and Directing the Executive Director to Execute the Agreement.

28 of 54 RESOLUTION SJRRC-R-17/18-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING A THREE-YEAR AND EIGHT- MONTH CONTRACT WITH TWO ONE-YEAR OPTIONS FOR OPERATIONS AND SAFETY RELATED SERVICES TO FINGER LAKES RAIL CONSULTING GROUP FOR AN AMOUNT NOT-TO-EXCEED $360,000 TOTAL FROM NOVEMBER 03, 2017 THROUGH JUNE 30, 2021, AND AUTHORIZING AND DIRECTING THE EXECUTIVE DIRECTOR TO EXECUTE THE AGREEMENT

WHEREAS, SJRRC requires Operations and Safety Related Services; and

WHEREAS, a Request for Proposals for Operations and Safety Related Services was issued on August 25, 2017 with a due date of September 27, 2017; and

WHEREAS, on September 27, 2017, four proposals were received for Operations and Safety Related Services; and

WHEREAS, the four proposals received were deemed responsive to the RFP and evaluated as part of the procurement process;

WHEREAS, the Rail Commission came to agreement on the terms and price with Finger Lakes Rail Consulting Group for Operations and Safety Related Services;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby Authorize a Three-Year and Eight- Month Contract with Two One-year Options for Operations and Safety Related Services to Finger Lakes Rail Consulting Group for an Amount Not-To-Exceed $360,000 total from November 03, 2017 through June 30, 2021, and Authorizing and Directing the Executive Director to Execute the Agreement

PASSED AND ADOPTED, by the Board of Commissioners this 3rd day of November 2017, by the following vote:

AYES: NOES: ABSTAIN: ABSENT:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary BOB JOHNSON, Chair

29 of 54 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of November 3, 2017

STAFF REPORT

Item 7 ACTION Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Approving the First Amendment to the ACE Operations and Maintenance of Equipment Agreement Dated July 1, 2009, and Authorizing and Directing the Chair to Execute the First Amendment

Background:

On June 5, 2009, the Board approved an Amended and Restated Agreement for the ACE Operations & Maintenance Services Agreement with Herzog Transit Service, Inc. for five years with one five year optional term (total 10 years). This decision was based upon a dramatic change in 2008 to the landscape of commuter rail contract operations because of the tragic accident in Chatsworth, CA. As a result of this incident as well as other issues with other start-ups during that time period, there were a limited number of contract operations and maintenance providers bidding on projects.

With the mandated implementation of Positive Train Control (PTC) on January 1st, 2018, Herzog, as the contract operator and equipment maintainer, is working on the installation and implementation of the On-board PTC components on the ACE equipment. This includes coordinating with all PTC suppliers and the (UPRR) to ensure the On-board equipment and UPRR’s trackside infrastructure communicate with each other, and all crew members are trained on the UPRR PTC system. These complexities and the ability to determine the cause of the delays working with vendors and the UPRR is critical in a seamless implementation to PTC.

Additionally, as with any new system, there are inherent delays and system failures associated with the creation of a nationwide system. Changing contractors during the initial year of revenue of PTC service could cause further delays and complications if a new vendor is selected to provide the same services being performed in the existing Agreement, including the PTC work, without having a working relationship with the UPRR as the host railroad.

In light of the mandated PTC implementation, staff, in accordance with the procedures set forth in Section 7.1.3 of the SJRRC Procurement Manual (Manual), have determined and recommend that an extension of the existing Agreement for up to twenty-four (24) months qualifies as a single source procurement pursuant to Section 7.1.2 of the Manual as it would provide sufficient time for HTSI to complete the PTC work for the SJRRC and avoid a waste of SJRRC funds that would be expended in working with and transferring the responsibilities for the PTC work to a new vendor. Additionally, this would avoid the risk of a substantial scheduling delay during the initial year of PTC revenue service.

The Agreement still allows for the Rail Commission to terminate any or all of the contract for convenience or public interest upon written notice and an agreement to cover the costs of de- mobilization should the need arise due to fiscal constraints.

30 of 54

Recommendation

Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Approving the First Amendment to the ACE Operations and Maintenance of Equipment Agreement Dated July 1, 2009, and Authorizing and Directing the Chair to Execute the First Amendment.

31 of 54 RESOLUTION SJRRC-R-17/18-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION APPROVING THE FIRST AMENDMENT TO ACE OPERATIONS AND MAINTENANCE OF EQUIPMENT AGREEMENT DATED JULY 1, 2009, AND AUTHORIZING AND DIRECTING THE CHAIR TO EXECUTE THE FIRST AMENDMENT

WHEREAS, in 2009 the SAN JOAQUIN REGIONAL RAIL COMMISSION (SJRRC) and HERZOG TRANSIT SERVICES, INC. (HTSI), entered into the ACE Operations and Maintenance of Equipment Agreement (Agreement); and

WHEREAS, the initial expiration date of the Agreement pursuant to Section 3.1.2 was June 30, 2014, the expiration date was extended to June 30, 2019 in accordance with SJRRC’s exercise of an option to extend the term of the Agreement for five (5) additional years pursuant to Section 3.1.3; and

WHEREAS, HTSI under the Agreement has been performing the work for SJRRC on the Positive Train Control (PTC) system mandated by the Federal Government to reduce the potential for accidents; and

WHEREAS, the mandated implementation of Positive Train Control (PTC) on January 1st, 2018, Herzog as the contract operator and equipment maintainer is coordinating and providing oversight of the installation and implementation of PTC on the ACE equipment; and

WHEREAS, this includes coordinating with all PTC suppliers and the Union Pacific Railroad (UPRR) to ensure the On-board equipment and UPRR’s trackside infrastructure communicate with each other, and all crew members are trained on the UPRR PTC system; and

WHEREAS, due to the complexities in the implementation of a PTC system nationwide changing contractors during the initial year of PTC revenue service could cause further PTC related train delays and complications if a new vendor is selected to provide the same services being performed in the existing Agreement, including the PTC work, without the having a strong working relationship with the UPRR as the host railroad; and

WHEREAS, the SJRRC staff, in accordance with the procedures set forth in Section 7.1.3 of the SJRRC Procurement Manual (Manual), have determined that an extension of the existing Agreement for up to twenty-four (24) months qualifies as a single source procurement pursuant to Section 7.1.2 of the Manual since it would provide sufficient time for HTSI to complete the PTC work for the SJRRC and avoid a waste of SJRRC funds that would be expended in working with and transferring the responsibilities for the PTC work to a new vendor; and

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WHEREAS, in accordance with Section 7.1.3.7.2 of the Manual, the Commissioners have concluded that extending the existing Agreement meets the single source requirements of Section 7.1.2 of the Manual; and

WHEREAS, SJRRC and HTSI desire to enter into this First Amendment (Amendment”) provide SJRRC additional discretionary options to extend the termination date of the Agreement for up to twenty-four (24) months beyond June 30, 2019 by adding Section 3.1.4 to the Agreement.

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizes the Amendment to the Agreement with HTSI extending the term for up to twenty-four (24) months through June 30, 2021 and Authorizing and Directing the Chair of the Board to Execute the Amendment.

PASSED AND ADOPTED, by the Board of Commissioners this 3rd day of November 2017, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary BOB JOHNSON, Chair

33 of 54 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of November 3, 2017

STAFF REPORT

Item 8 INFORMATION/ACTION ACEforward EIR Staff Recommendations Preferred Alternative Part 1: Improvements for Additional Daily Round Trips & Service Extension

Background:

San Joaquin Regional Rail Commission (SJRRC) prepared a Draft Environmental Impact Report (DEIR) for ACEforward. As part of the Final EIR, the Preferred Alternatives for near-term improvements will be identified by SJRRC. This is the first in a series of staff reports on the Preferred Alternative which will be presented over the next three SJRRC Board Meetings (starting on November 3).

ACEforward Preferred Alternative – Part 1:

Preferred Alternative Part 1 includes improvements for additional daily round trips and service extension to Modesto and/or Merced. Each alternative is briefly discussed below followed by the staff recommendations. Additional details are included in Attachment 1. Near-Term Extension to Modesto

The extension to Modesto includes track improvements within the UPRR right-of-way (ROW) and includes alternatives for track connections to the , a layover facility, and improvements to existing stations (Downtown Manteca and Modesto) and a new station in Ripon. The project would cost between $179 to $186 million depending on alternative selected and is fully funded with $400 million from SB 132 and other sources. It is a very feasible project with low impacts (existing ROW and stations, ROW purchased at Ripon, existing parking at Ceres), strong partnership with UPRR, and high level of local support. The project will result in an increase in annual ACE ridership.

Extension to Modesto Preferred Alternative Staff Recommendation Staff recommends the extension to Modesto be included in the Preferred Alternative including the stations at Downtown Manteca, Ripon, and Modesto and the alignment utilizing the UPRR ROW. Staff recommends that the decision on the layover facility location be deferred until the February 2018 Board Meeting when comments on the Ceres Extension Draft EIR Recirculation comments are available, and that the decision on the track connection to the Fresno Subdivision be deferred until the December 2017 Board Meeting when options for Lathrop Stations are to be reviewed.

34 of 54 Long-Term Extension to Merced The extension to Merced includes track improvements within the UPRR ROW, a layover facility, and construction of new stations at Ceres, Turlock, Livingston or Atwater, and Merced. The extension to Merced includes the extension to Ceres, which is being studied and considered in the Recirculated Draft EIR. The project would cost between $465 to $467 million depending on alternative selected and is partially funded with $400 million from SB 132 and other sources. This extension provides an important connection to the future statewide High Speed Rail system. It is a very feasible project with low impacts due to existing ROW, strong partnership with UPRR, and high level of local support. The project will increase ACE ridership and provide a direct connection to the future HSR service.

Extension to Merced Preferred Alternative Staff Recommendation Staff recommends the extension to Merced be advanced to project-level analysis after the Final EIR is certified. Staff also recommends the decision on the selection of the Livingston Station or the Atwater Station be deferred until the project-level analysis is complete. Additionally, the Merced Station decision is recommended to be deferred to allow for colocation of the station with the High Speed Rail multi-modal hub.

Near-Term Service Improvements – 5th and 6th Daily Round Trips The near-term service increase to 5th and 6th daily roundtrips includes layover facility improvements, parking improvements to existing stations, track improvements at the Altamont Siding, and capacity improvements in the Centerville-Niles-Sunol area. The project would cost between $162.5 to $242.1 million depending on alternative selected and would require an additional $108 million in other improvements required by UPRR (already environmentally cleared). No funding is currently identified for implementing the improvements needed for the 5th and 6th daily round trips. The annual ridership with the extension increases by approximately 440,800 or 29%. Overall there is a strong possibility for delay or inability to implement this portion of the ACEforward project due to public and stakeholder concerns over the Centerville-Niles-Sunol alternatives, the need to provide the capacity improvements that are acceptable to UPRR, permitting difficulties as a result of potential environmental impacts, and the difficulty in receiving State funding support due to the lack of consensus.

Comments on the Centerville/Niles/Sunol Alternatives were received from 27 individuals, 8 organizations, 7 agencies, 2 cities, and Alameda County. A total of approximately 151 pages of comments and more than 500 pages of supporting material were received during this period including public and stakeholder opposition to all build alternatives. The Alameda County Supervisors Board adopted position is to support the No Project alternative in the Centerville/Niles/Sunol segment.

35 of 54 Near-Term Service Improvements – 5th and 6th Daily Round Trips Staff Recommendation Staff recommends not pursuing the 5th and 6th daily round trips at this time. Staff cannot identify a Preferred Alternative through Centerville/Niles/Sunol due to community and stakeholder lack of support/consensus or opposition, UPRR’s stated requirements, and the state of completion of the regional freight planning efforts by Alameda CTC.

UPRR is requiring a “ tracking” of Niles Canyon. Only the alternatives that include a upgrade can accommodate this. However, these alternatives do not appear to be practicable due to community and stakeholder opposition.

SJRRC should continue to pursue more service to South Bay. Staff recommends that SJRCC continue to work with Alameda CTC, Alameda County, UPRR, CCJPA, City of Fremont, City of Livermore, City of Pleasanton, Union City, other agencies (including the State), organizations, and local stakeholders to find a viable solution for ACE service expansion and how ACE fits in the broader context of goods movement and passenger rail service expansion in the Northern California Megaregion.

Immediate Action Improvements ACE is facing capacity constraints now, so immediate action items have been undertaken to increase capacity and provide near-term relief for the existing service including increasing ACE to 10- trainsets. Work is currently underway to expand platforms and to purchase new locomotives. New coaches will be purchased to enable 10-car trainsets to be used on the line. This will increase the capacity (number of available seats) on each ACE train by over 40%; improving connectivity with other modes and access at existing stations; increasing parking at existing stations; and providing the best possible transfer connection with the ACE extension to Ceres.

Long-Term Service Improvements – 7th – 10th Daily Round Trips

The long-term service increase includes layover facility improvements, track capacity improvements, and parking improvements to the existing Fremont, Pleasanton, Livermore, and Vasco Stations. The project would cost between $340.5 to $1,142.9 million depending on alternative selected and no funding is currently identified. The annual ridership with the extension increases by approximately 1,664,500 or 101%. As noted above for the near-term service improvements, overall there is a strong possibility for delay or inability to implement. The longer-term service improvements would require all of the short-term improvements to be completed. Comments related to longer-term service improvements included concerns over the Alviso Baylands and Santa Clara double-tracking.

Long-Term Service Improvements – 7th - 10th Daily Round Trips Staff Recommendation

36 of 54 Staff recommends not pursuing the 7th – 10th daily round trips at this time or identifying a Preferred Alternative through Alviso. SJRRC should continue to pursue more service to South Bay, as stated above. Staff does recommend approval of the longer-term goal of 7th – 10th daily round trips, pending a solution to the Centerville-Niles-Sunol and Alviso Baylands crossing and subsequent project-level CEQA review of 7th – 10th daily round trips.

Recommendation:

There is no action being recommended at this time.

37 of 54 Background on the ACEforward Environmental Impact Report San Joaquin Regional Rail Commission (SJRRC) prepared a Draft Environmental Impact Report (DEIR) for ACEforward in compliance with the California Environmental Quality Act (CEQA). The public review period is complete, and SJRRC is preparing a Final Environmental Impact Report (FEIR) that includes responses to comments received on the DEIR and any necessary revisions to the DEIR. In light of available funding through SB 132 for the ACE extension to Ceres, staff is advancing the extension to Ceres along with other potential near-term improvements in the CEQA process, as covered in the October 6, 2017 Board meeting. The Final EIR, which will include the preferred alternative, is expected to be approved in early 2018.

The schedule for the steps in the EIR process is included below:

• October 2017 o Review and prepare responses to ACEforward Draft EIR comments • November 2017 o Publish Recirculated Draft EIR for Ceres Extension • December 2017 o Public comment period for Recirculated Draft EIR for Ceres Extension starts • January 2018 o Public comment period for Recirculated Draft EIR for Ceres Extension closes • February 2018 o Review and prepare responses to Recirculated Draft EIR comments • March/April 2018 o Publish Final EIR o Certify Final EIR / approve project

ACEforward Preferred Alternative Selection As part of the Final EIR to be published in March/April 2018, the Preferred Alternatives for near-term improvements will be identified by SJRRC. SJRRC may also identify a Preferred Alternative for one or more segments for the longer-term improvements but may elect not to identify any preferred alternatives for the longer-term improvements in the Final EIR. Instead, SJRRC may elect to advance all longer-term improvements into project-level CEQA review or may elect to advance some, but not all longer-term improvements into project-level review. The rationale for advancing longer-term improvements into project-level review will be identified at or around the time of the certification of the Final EIR. The key factors to be used in selection of the Preferred Alternative for the near-term improvements (or the disposition of the longer-term improvements) include, but are not limited to, the following:

• Purpose and Need • Practicability

38 of 54 • Environment Factors • Public, Agency and Stakeholder Input • Costs and Ridership and Revenues

This is the first in a series of reports on the Preferred Alternative which will be presented over the next three SJRRC Board Meetings (starting on November 3). The SJRRC staff has established a schedule for the SJRRC Board that allows for consideration of the Preferred Alternative in three parts as shown in Figure 1.

Figure 1: SJRRC Board Meeting Schedule

ACEforward Preferred Alternative – Part 1: The November 3, 2017 Board Meeting will include the staff recommendations for the Preferred Alternative Part 1 for Board consideration. Preferred Alternative Part 1 includes the improvements for additional daily round trips and service extension to Modesto and/or Merced. Each alternative is discussed below followed by the key factors for consideration and the staff recommendation.

39 of 54 Near-Term Extension to Modesto The extension to Modesto includes track improvements within the UPRR right-of-way (ROW) and includes alternatives for track connections to the Oakland Subdivision, a layover facility, and improvements to existing stations (Downtown Manteca and Modesto) and a new station in Ripon. Figure 2 includes the near term extension to Modesto.

Figure 2: Near-Term Extension to Modesto Alignment The extension to Modesto alignment includes new track proposed on the east side of the UPRR track within the UPRR Fresno Subdivision ROW; the majority of this alignment would be located between SR 99 and the existing UPRR track. Other alternatives for the alignment including an alignment outside the UPRR Fresno Subdivision ROW and an alignment on the west side of the UPRR track were considered but rejected due to greater impacts. Track Connection There are two track connection options in the extension to Modesto that allow for the passenger trains to access the UPRR Fresno Subdivision. One option is to utilize the existing Tracy-Fresno Subdivision connection, and the other is to establish a new Oakland-Fresno Subdivision connection.

40 of 54 Layover Facility For any extension of service a layover facility will be needed at/or near the terminus to allow storing of trains for efficient operations. Due to the potential extension continuing on to Ceres in the near-term, consideration of a layover facility further down the alignment near Ceres is currently being reviewed. Stations Stations at Downtown Manteca, Ripon, and Modesto are included in the extension to Modesto. The Downtown Manteca and Modesto Stations would add a platform to the existing stations that are currently in place. The Ripon Station would construct a new rail station south of Main Street on the east side of the UPRR existing track. All stations would have parking improvements.

Summary of Extension to Modesto Preferred Alternative Key Factors Purpose and Need These alternatives meet the project purpose and need equally; therefore, the distinguishing features will be practicability, environmental, public input, and cost. Practicability The extension to Modesto is fully funded with $400 million from SB 132 and other sources. It is very feasible project with low impacts (existing ROW and stations at Manteca & Modesto, ROW purchased at Ripon, existing parking at Ceres), strong partnership with UPRR, and high level of local support. Environmental Factors Impacts are minimized due to utilizing the existing UPRR ROW for the extension to Modesto. Public, Agency and Stakeholder Input Comments received were generally supportive. Costs and Ridership and Revenues

• Annual Ridership Scenario: 2020 existing alignment and stations in Tracy o No Project 1,511,700 o 6 trains to San Jose, No Extension 1,952,500 o 6 trains to San Jose, w/Extension 2,242,800 o Increased ridership with Extension 290,300 (+15%) • Capital Cost: $179 to $186 million • Funding: $400 million from SB 132 covers Modesto ex • tension costs

41 of 54 Extension to Modesto Preferred Alternative Staff Recommendation Staff recommends the extension to Modesto be included in the Preferred Alternative. Staff notes that that the Ceres extension is being studied and will be considered in the Recirculated Draft EIR. The staff recommendations for the specific alternatives for consideration in the extension to Modesto area are included below. Alignment Staff recommends the alignment utilize the UPRR ROW and add a second main line rail track on the east side of the existing UPRR main line track. Track Connection Staff recommends that the decision on the track connection to the Fresno Subdivision be deferred until the December 2017 Board Meeting when options for Lathrop Stations are to be reviewed. Layover Facility Staff recommends that the decision on the layover facility location be deferred until the February 2018 Board Meeting when comments on the Ceres Extension Draft EIR Recirculation comments are available.

Stations: Staff recommends the inclusion of stations at Downtown Manteca, Ripon, and Modesto in the near-term Preferred Alternative as described in the Draft EIR.

Long-Term Extension to Merced The extension to Merced includes track improvements within the UPRR ROW, a layover facility, and construction of new stations at Ceres, Turlock, Livingston or Atwater, and Merced, Figure 3. The extension to Merced includes the extension to Ceres. As discussed above, the Ceres extension is being studied and will be considered in the Recirculated Draft EIR.

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Figure 3: Near-Term Extension to Modesto

Summary of Extension to Merced Preferred Alternative Key Factors Purpose and Need Both alternatives meet the purpose and need, but the alternative with a Livingston Station is likely to attract more riders than an Atwater Station, and thus would better meet the purpose and need. Practicability This project is partially funded with $400 million from SB 132 with the extension to Ceres. This extension provides an important connection to the future statewide High Speed Rail system. It is a feasible project with low impacts due to existing ROW, strong partnership with UPRR, and high level of local support. Environmental Factors Impacts are minimized due to utilizing the existing UPRR ROW for the extension to Merced. If the Merced extension was implemented some environmental factors would need to have subsequent analysis in a project-level CEQA document. Public, Agency and Stakeholder Input

43 of 54 The extension to Merced has a support in Stanislaus and Merced Counties. Costs and Ridership and Revenues

• Annual Ridership Scenario: 2025 existing alignment and stations in Tracy o No Project 1,644,200 o 10 trains to San Jose, No Extension 3,308,700 o 10 trains to San Jose, w/Extension 4,558,400 o Increase Ridership w/ Extension 1,249,700 (+38%) • Capital Cost: $465 to $467 million • Funding: $400 million from SB 132 covers Ceres extension portion costs

Extension to Merced Preferred Alternative Staff Recommendation Staff recommends the extension to Merced be advanced to project-level analysis after the Final EIR is certified. Staff notes that that the Ceres extension is being studied and will be considered in the Recirculated Draft EIR. The staff recommendations for the specific alternatives under consideration in the extension to Merced are included below. Alignment Staff recommends further project-level study of the alignment utilizing the UPRR ROW and the addition of a second main line rail track on the east side of the existing UPRR main line track. Layover Facility Staff recommends further project-level study of the layover facility. Stations Staff recommends further project-level study of the stations at Turlock, Livingston or Atwater, and Merced in a follow on CEQA document. The staff recommends the decision on the selection of the Livingston Station or the Atwater Station be deferred until the project-level analysis is complete. Also, the Merced Station decision is recommended to be deferred to allow for colocation of the station with the High Speed Rail multi-modal hub.

Near-Term Service Improvements – 5th and 6th Daily Round Trips The near-term service increase to 5th and 6th daily roundtrips includes layover facility improvements, improvements to existing stations, track improvements at the Altamont Siding, and capacity improvements in the Centerville-Niles-Sunol area.

44 of 54 Alignment For near-term additional service alignment improvements are required in the Centerville-Niles-Sunol area and the area, as described below. There are five Centerville-Niles-Sunol Alternatives under consideration for the near-term service increase, as shown in Figure 4. Additionally as part of the near-term service increases, the Altamont Siding would require track realignment, siding extension, and retaining walls.

Figure 4: Centerville-Niles-Sunol Alternatives Layover Facility For increased service, additional capacity at the Tamien Layover Facility would be necessary. Stations To accommodate additional passengers due to the increased service, the existing Fremont, Pleasanton, and Vasco Stations would require expanded parking capacity.

45 of 54 Summary of Near-Term Service Improvements – 5th and 6th Daily Round Trips Key Factors Purpose and Need These alternatives meet the project purpose and need equally; therefore, the distinguishing features will be practicability, environmental, public input, and cost. Practicability Overall there is a strong possibility for delay to implement this portion of the ACEforward project due to public and stakeholder concerns over the Centerville-Niles-Sunol alternatives, permitting difficulties as a result of potential environmental impacts, and the need to provide the capacity improvements that are acceptable to UPRR. Due to the lack of consensus on an acceptable alternative for the near-term service improvements (5th and 6th daily roundtrips) the improvements are also not likely to receive State support. Environmental Factors Stakeholder and public concerns over anticipated impacts Centerville-Niles-Sunol segment.

Public, Agency and Stakeholder Input Comments on the Centerville/Niles/Sunol Alternatives were received from 27 individuals, 8 organizations, 7 agencies, 2 cities, and Alameda County. A total of approximately 151 pages of comments and more than 500 pages of supporting material were received during this period. Main Concerns Raised

o Most comments concerned that the project will cause freight increase o Safety of freight (especially hazardous cargo), ACE trains, and new bridges o Hydrology/water quality o Biological resources, cultural resources (historic railroad bridges and other features), and aesthetics in Niles Canyon o Impacts on planned regional trail in Niles Canyon o Noise and vibration o Impact of excursion train (Niles Canyon Railway) o Niles for Environmentally Safe Trains (NEST) o Opposes all build alternatives o Hired train expert who made numerous comments on safety issue • Niles Canyon Railway (NCRY) o Opposes alternatives using the railway used by NCRY (CNS-2a and 2b) o Notes that NCRY owns tracks and County owns land • Alameda County Supervisors o Concern of potential increase of freight operations and impacts that may occur due to proposed track upgrades, track connections and double-tracking

46 of 54 o Board adopted position to support the No Project alternative in the Centerville/Niles/Sunol (CNS) segment of the DEIR o Board approved recommendation to consider Alternative CNS-1C if: . Questions and concerns regarding projected freight are addressed . Environmental impacts are adequately revealed, particularly in regards to noise and vibration, and there is a full commitment to implement mitigation measures fully to address them • Alameda County Public Works Department o EIR doesn’t adequately evaluate and discuss impacts through Niles o Not enough detail is provided; need more in-depth environmental review • City of Fremont o Increase ACE service without building new connections for freight rail service in the Fremont area o New connections for freight services should be done in the context of the Alameda County Transportation Commission "Rail Strategy Study" o Drop consideration of EIR alternatives that have a significant impact on (CNS-la) and the Historic Niles Canyon Railway corridor (CNS-2a/b) o Agree the Oakland-Niles Subdivision connection at Industrial Parkway (CSN-1c) is the "environmentally superior" option for track improvements in the Fremont area • City of Union City o Supports the expansion of ACE service and connectivity to the District o Alternative CNS-1a with the Centerville Line expansion and Alternative P-UC-1b evaluated as a Short Term Project Level Alternative o Alternative CNS-1c as a freight line should be identified as inconsistent with the Union City Station District Plan and inconsistent with the goals of ACEforward o Concerns about impact on residents due to noise, freight movements, at-grade crossings Costs and Ridership and Revenues:

• Annual Ridership Scenario: 2020 existing alignment and stations in Tracy o No Project 1,511,700 o 6 Trains to San Jose 1,952,500 o Increased Ridership w/ 6 Trains 440,800 (+29%) • Capital Cost: $162.5 to $242.1 million (and would require an additional $108 million in other improvements required by UPRR that are already environmentally cleared) • Funding: ACEforward improvements: No funding currently identified; Platforms and 10-car trains have funding identified

Near-Term Service Improvements – 5th and 6th Daily Round Trips Staff Recommendation Staff recommends not pursuing the 5th and 6th daily round trips at this time. Staff cannot identify a preferred alternative through Centerville/Niles/Sunol due to unresolved issues that include:

• Lack of community support/consensus • UPRR has only agreed to the alternative that include a Niles Canyon Railway upgrade • All the alternatives that include a Niles Canyon Railway upgrade are opposed by Alameda County, NCRY, and local communities

47 of 54 • No identified funding for improvements • Permitting difficulties as a result of potential environmental impacts • Ongoing regional freight rail planning (goods movement) and megaregional passenger rail planning not yet complete or substantially complete

It should be noted that UPRR is requiring a “double tracking” of Niles Canyon. Only the alternatives that include a Niles Canyon Railway upgrade can accommodate this. However, these alternatives do not appear to be practicable due to community and stakeholder opposition.

SJRRC should continue to pursue more service to South Bay. Staff recommends that SJRCC continue to work with Alameda CTC, Alameda County, UPRR, CCJPA, City of Fremont, Union City, other agencies (including the State), organizations, and local stakeholders to find a viable solution for ACE service expansion and how ACE fits in the broader context of goods movement and passenger rail service expansion in the Northern California Megaregion.

Staff recommends continuing to improve service in the 4-daily round trip context. This should include platform extensions and 10-car trainsets, increased parking at existing stations, and transit connectivity improvements. Additionally, ACEforward improvements other than the Centerville/Niles/Sunol improvements (station improvements at Vasco, Pleasanton, Fremont, and Tamien Layover Facility) should be pursued as necessary.

There is need to work with City of Fremont on platform locations and transit improvements; City of Livermore regarding plans for housing at Vasco parking garage location; City of Pleasanton regarding parking location/configuration; and Union City on potential service.

Immediate Action Improvements

ACE is facing capacity constraints now, so immediate action items have been undertaken to increase capacity and provide near-term relief for the existing service. These include:

• Increasing ACE to 10-coach trainsets. Work is currently underway to expand platforms and to purchase new locomotives. New coaches will be purchased to enable 10-car trainsets to be used on the line. This will increase the capacity (number of available seats) on each ACE train by over 40%. • Working to improve connectivity with other modes and access at existing stations. Work to get more passengers to use alternative modes to/from the station. • Increase parking at existing stations. More details will be available at the future Board Meetings but SJRRC will be clearing parking as part of this EIR and we will be working with agencies throughout the existing corridor to improve parking and make sure parking is focused on ACE customers. • Provide the best possible transfer connection with the ACE extension to Ceres.

Long-Term Service Improvements – 7th – 10th Daily Round Trips The long-term service increase to 7th - 10th daily round trips includes layover facility improvements, improvements to existing stations, and capacity improvements.

48 of 54 Alignment The alignment for the longer-term service improvements would require all of the near-term improvements described above as well as the following alignment improvements. Double tracking would be required from Newark to Santa Clara including double-track in Newark (1.2 miles), Baylands (5.1 miles), and Santa Clara (4.6 miles), as shown in Figure 4. Additionally, modifications to at-grade crossings, track realignment, and new bridges would be needed.

Figure 4: Newark to Santa Clara Double Tracking Layover Facility For the longer-term increased service, additional capacity at the Tamien Layover Facility would be required. Stations To accommodate additional passengers at the Fremont, Pleasanton, Livermore, and Vasco Stations due to the increased service, parking improvements would be constructed.

49 of 54 Long-Term Service Improvements – 7th - 10th Daily Round Trips Key Factors Purpose and Need These alternatives meet the project purpose and need equally; therefore, the distinguishing features will be practicability, environmental, public input, and cost. Practicability As noted above for the near-term service improvements, overall there is a strong possibility for delay. The longer-term service improvements would require all of the short-term improvements to be completed. Environmental Factors Alviso Baylands crossing impacts and noise and traffic impacts were identified for the longer-term service improvements for the 7th – 10th daily roundtrips. Public, Agency and Stakeholder Input Comments related to longer-term service improvements included concerns over the Alviso Baylands, Santa Clara double-tracking, and station related impacts. Costs and Ridership and Revenues:

• Annual Ridership Scenario: 2025 existing alignment and stations in Tracy o No Project 1,644,200 (2025) o 6 trains to San Jose 3,308,700 (2025) o Increased Ridership w/ 6 Trains 1,664,500 (+101%) • Capital Cost: • TOTAL $340.5 to $1,142.9 million • TOTAL w/o Altamont Tunnel $163.8 to $555.8 million • Funding: No funding currently identified; Need to implement short-term improvements before considering longer-term improvements.

Long-Term Service Improvements – 7th - 10th Daily Round Trips Staff Recommendation Recommend not pursuing the 7th – 10th daily round trips at this time. Recommend not identifying a preferred alternative through Alviso. SJRRC should continue to pursue more service to South Bay, as stated above. Recommend continuing to work with Alameda and Santa Clara County agencies, UPRR, CCJPA, State, organizations, and local stakeholders to find a viable solution for ACE service expansion

50 of 54 and how ACE fits in the broader context of goods movement and passenger rail service expansion in the Northern California Megaregion.

Staff recommends approval of the longer-term goal of 7th – 10th daily round trips, pending a solution to the Centerville-Niles-Sunol and Alviso Baylands crossing and subsequent project-level CEQA review of 7th – 10th daily round trips.

Staff recommends approval of carrying forward all program elements and alternatives in San Jose to Fremont segment, station improvements at Vasco, Livermore, and Pleasanton to project-level CEQA review.

Staff notes that the BART-ACE connection and the Tracy-Lathrop area improvements will be reviewed in subsequent Board meetings.

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Item 9 INFORMATION/ACTION Update on Potential Sharpe Army Depot Land Acquisition

Background:

Staff and consultants are presently completing a partial recirculated portion of the ACEforward Draft EIR that is providing a project-level evaluation of an extension to Ceres. As part of that evaluation, multiple operational options for connecting Ceres to the ACE system are being considered including an option to run trains from Ceres to San Jose as well as options to operate trains between Ceres to the Lathrop area providing transfer to Stockton to San Jose trains.

As part of considering transfers in the Lathrop area, staff has developed a new Lathrop station option in North Lathrop, just north of the Fresno and Oakland subdivision wye. Staff is also evaluating transfer options for the other potential station options in Lathrop (Existing Lathrop/Manteca, Relocated Lathrop/Manteca, and River Islands).

As part of the supplemental ACEforward DEIR, staff has identified that a North Lathrop Station would require right-of-way acquisition of a portion of vacant land on the southwest corner of the Sharpe Army Depot in Lathrop.

In order to be an efficient transfer station as ACE extends south, the North Lathrop Station would need to be a center platform in order to have a direct train-to-train transfer to limit wait times. This station also would need to be as close as possible to the wye where the two routes diverge. When the transfers occur farther away from the wye, it results in more travel time for those passengers traveling from the Ceres extension to the existing corridor as they have to travel farther north and then back south that same distance once transferred. When travel times get longer, it has a result of dropping ridership.

The North Lathrop Station is in an area of the Union Pacific Railroad (UPRR) where there is Railroad right-of-way (ROW) which can accommodate the extra width needed for the center platform configuration. However there is not enough right-of-way to accommodate the parking for the station without acquiring property from the Sharpe Army Depot.

Staff is currently in the process of discussing the potential acquisition prospect with local, state and federal officials.

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Item 10 INFORMATION/ACTION Update on Unmet Transit Needs Open Houses

Background:

In conjunction with the San Joaquin Council of Governments (SJCOG) and San Joaquin Regional Transit District (RTD), the SJRRC has been working on coordinating Unmet Transit Needs open houses to be hosted throughout San Joaquin County.

These open houses are a forum to gather public input on what transit options the public would like to see. They also are an opportunity to see how improved or expanded service would be a benefit to current riders or encourage future ridership. There are four open houses being held:

Stockton Cabral Station October 24th 10 am – 11:30 am

Lodi Lodi Transit Center October 25th 5 pm – 6:30 pm

Mountain House Mountain House Community Center November 6th 6:30 pm – 8 pm

Manteca Manteca Transit Center November 8th 5 pm – 6:30 pm

The public can also submit responses via online survey which has been sent out via text alert to our riders, e-mail blast, and social media, as well as prominent placement on our website at www.acerail.com.

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Item 11 INFORMATION/ACTION SJRRC Staff Participation in the Fifth Annual Stockton Cares Coat, Blanket, and Sock Drive

Background:

ACE is an organizing sponsor of the Stockton Cares Coat, Blanket, and Sock Drive. This event is now in its fifth year. Along with the United Way, Stockton Record, SMG, and St. Mary’s Dining Room, the ACE team will help collect, organize, and distribute socks at Giveaway Day on December 2nd at the Stockton Arena.

For participating, ACE has key logo placement on advertisements about the event in the Stockton Record, as well as logo placements on the distribution barrels located at over 30 locations around Stockton and San Joaquin County.

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