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AGENDA (530) 661-0816

NOTICE NOTICE

If requested, this agenda can be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 and the Federal Rules and Regulations adopted in implementation thereof. Persons seeking an alternative format should contact Kathy Souza, Executive Assistant, for further information. In addition, a person with a disability who requires a modification or accommodation, including auxiliary aids or services, in order to participate in a public meeting should telephone or otherwise contact Kathy Souza as soon as possible and preferably at least 24 hours prior to the meeting. Kathy Souza may be reached at telephone number (530) 402-2819 or at the following address: 350 Industrial Way, Woodland, CA 95776. It is the policy of the Board of Directors of the Yolo County Transportation District to encourage participation in the meetings of the Board of Directors. At each open meeting, members of the public shall be provided with an opportunity to directly address the Board on items of interest to the public that are within the subject matter jurisdiction of the Board of Directors. Please fill out a speaker card and give it to the Board Clerk if you wish to address the Board. Speaker cards are provided on a table by the entrance to the meeting room. Depending on the length of the agenda and number of speakers who filled out and submitted cards, the Board Chair reserves the right to limit a public speaker’s time to no more than three (3) minutes, or less, per agenda item.

MEETING DATE: May 14, 2018 MEETING TIME: 7:00 P.M. Board Meeting Begins MEETING PLACE: YCTD Board Room 350 Industrial Way Woodland, CA 95776

The Chairman reserves the right to limit speakers to a reasonable length of time on any agenda item, depending upon the number of people wishing to speak and the time available.

Time

Estimated

Info/Discussion

Deliberation/Action

7:00 PM 1. Determination of Quorum/Pledge of Allegiance X (Voting members: Woodland, Davis, West Sacramento, Winters, Yolo County) (Nonvoting members: Caltrans, UCD) 7:00 2. Consider Approval of Agenda for May 14, 2018 meeting X 7:00 3. Comments from public regarding matters NOT on the Agenda, but within the purview of X YCTD

CONSENT CALENDAR 7:00 4a. Approve YCTD Board Minutes for Meeting of March 26, 2018 (Kathy Souza) (pp 1-4) X 7:00 4b. Authorize Executive Director to Promote Jose Perez to Deputy Director of Operations, X Planning and Special Projects (Terry Bassett) (p 5) 7:00 4c. Award Two-Year Printing Contract to Metro Print and Mail Solutions (Jose Perez) (pp 7- X 21) 7:00 4d. Award On-Call Engineering Services Contract to Laugenour and Meikle (Jose Perez) (pp X 23-41) REGULAR CALENDAR 7:00 5. Board Member Reports, Announcements, Other Nominations, Presentations (Oral Reports) X

7:00 6. Oral Update from Transdev (Ron Bushman, Transdev Regional Vice President) X 7:05 7. Presentation on 2016/17 YCTD Fiscal Audit (Introduction by Janice Bryan, Presentation X by Brian Nash) (p 43) separate attachment 7:20 8. Approve New Contract for Fixed Route and Paratransit Operations and Maintenance (Terry X Bassett) (pp 45-192) 7:40 9. Introduction of Preliminary 2018-19 YCTD Budget (Terry Bassett) (pp 193-201) X a. Presentation of Preliminary Budget b. Assign Consideration of Salary Survey Results to Personnel Subcommittee c. Consider Recommendation to Postpone Fare Increase 8:25 10. Consider Director’s Report (Terry Bassett, Jose Perez) (pp 203-214) X a. Oral Report b. Bus Naming Contest Results c. Update on Cap-to-Cap Trip d. Update on Electric Vehicle Related Grant Applications e. Update on Woodland Transit Study f. Status of Flexible, On-Demand Pilot Project in West Sacramento g. Report on Yolo Leaders Forum h. Attachments i. Ridership Report through March 31, 2018 ii. Financial and Performance Indicator Report for Third Quarter, 17-18 8:35 11. Closed Session: X Public Employee Performance Evaluation (Gov. Code § 54957) Title: Executive Director 8:50 12. Public Report of Actions Taken in Closed Session X 8:55 13. Adjournment xX UNLESS CHANGED BY THE YCTD BOARD, THE NEXT MEETING OF THE YOLO COUNTY TRANSPORTATION DISTRICT BOARD OF DIRECTORS WILL BE JUNE 11, 2018 AT 7:00 P.M. IN THE YCTD BOARD ROOM, 350 INDUSTRIAL WAY, WOODLAND, CA 95776. The Board reserves the right to take action on all agendized items, including items under the Executive Director's Report, at any time during the meeting, except for timed public hearings. Items considered routine or non-controversial are placed on the Consent Calendar. Any Consent Calendar item can be separately addressed and discussed at the request of any member of the YCTD Board. I declare under penalty of perjury that the foregoing agenda was posted on or before Friday May 11, 2018 at the Yolo County Transportation District Office (350 Industrial Way, Woodland, California). Additionally, copies were FAXED or transmitted electronically to the Woodland, Davis, West Sacramento and Winters City Halls, as well as to the Clerk of the Board for the County of Yolo.

Kathy Souza, YCTD Clerk to the Board

YOLO COUNTY TRANSPORTATION DISTRICT BOARD OF DIRECTORS MEETING March 26, 2018 Yolo County Transportation District Board Room 350 Industrial Way, Woodland, CA 95776 Agenda Item 1 – Call to Order/Roll Call/Pledge of Allegiance Chair Rodriguez called the meeting to order at 7:00 pm. She then asked Ms. Alba to lead the assembly in the pledge of allegiance. The following representatives were in attendance: Davis – Lucas Frerichs (Primary) arrived at 7:31 pm West Sacramento – Babs Sandeen (Alternate) Winters – Harold Anderson (Primary) Woodland – Xochitl Rodriguez (Primary) Yolo County – Oscar Villegas (Alternate) UC Davis – Matt Dulcich (Primary) Absent was a representative of Caltrans District 3 Staff present were Terry Bassett, YCTD Executive Director; Mike Luken, YCTD Deputy Director Operations, Planning & Special Projects; Janice Bryan, Deputy Director Finance, Grants and Procurement; Tom Follansbee, YCTD Associate Transportation Planner; Chad Mikula, YCTD IT Specialist; Daniel Gomez, YCTD IT Assistant; Erik May, YCTD Legal Counsel; and Kathy Souza, YCTD Executive Assistant. Also present were Carmen Alba, Ron Bushman, Dan Thao, Charity Oakley, John Jackson, Jacqueline Mitchell, Wendy Mouton, Transdev; John Donlevy, Winters City Manager; Jeffrey Tardaguila and Mike Barnbaum, Sacramento. Agenda Item 2–Consider Approval of Agenda for March 26, 2018 meeting Minute Order 2018-07 Director Sandeen made the motion, seconded by Director Anderson, to approve the agenda for the March 26, 2018 meeting, with the modification that Item 8 would be considered before Item 7. Roll call resulted in: AYES: Anderson, Rodriguez, Sandeen, Villegas NOES: None ABSENT: City of Davis representative ABSTAIN: None The motion passed. Agenda Item 3 - Comments from public regarding matters NOT on the Agenda, but within the purview of YCTD Jeffrey Tardaguila stated he was attending to learn more about issues concerning transit in Yolo County. Mike Barnbaum informed the board of recent actions of the San Joaquin JPA, cancellation of the CCJPA April board meeting and realignment plans for three of the Solano Transit routes. Agenda Item 4–Consent Calendar Minute Order 2018-08 Director Anderson made the motion, seconded by Director Sandeen, to approve the following items on the Consent Calendar. 4a. Approve YCTD Board Minutes for Meetings of February 12, 2018. 4b. Adopt Resolution R2018-01 Authorizing Filing of Grant Applications and Executing Grant Agreements and Supplemental Documents 4c. Adopt Resolution R2018-02 Authorizing the Execution of the Certifications and Assurances for the California State of Good Repair Program 4d. Adopt Resolution R2018-03 Authorizing Filing of LCTOP Grant Applications and Agreements Roll call resulted in: AYES: Anderson, Rodriguez, Sandeen, Villegas

NOES: None ABSENT: City of Davis representative ABSTAIN: None The motion passed. Agenda Item 5 - Board Member Reports, Announcements, Appointment Nominations, Presentations None Agenda Item 6–Oral Update from Transdev Carmen Alba, General Manager Transdev Yolo:  Introduced Ron Bushman, Transdev Regional Vice President and the Yolo Management Team Dan Thao, Charity Oakley, John Jackson, Jacqueline Mitchell and Wendy Mouton.  March safety meetings covered Accident & Emergency Procedures and Safe Following Distance  March would be the busiest month for the Y-Shuttle with 12 major events, mostly Sacramento Kings games.  Protest related incidents – March 23 service was disrupted by protester who shut down I-5 and blocked access to the Golden One Center. One protester, later arrested, struck and broke the driver’s side window of a causing about $1,400 in damage. A Sacramento CSI officer inspected the damage in the Woodland yard and reviewed the surveillance video. On March 24, routes were impacted by the March for Our Lives protest. Disruptions involved stop closures, detours and delays. Chair Rodriguez stated that she was on one of the buses impacted by the downtown activity on March 23 and complimented both the driver and dispatch for quickly and professionally handling moving the buses out of the downtown area. Agenda Item 8 – Consider Adoption of Countywide Transportation Capital Improvement Plan and Matters Related to ¼ Cent Transportation Sales Tax Mr. Luken presented an overview of the staff report. He reported on staff visits and presentations to the City Councils and Board of Supervisors. Mr. Barnbaum requested support in asking the state legislature to enact legislation to reduce the transit tax-voting threshold from a super majority to a simple majority. Director Frerichs arrived. Chair Rodriguez stated that the Woodland City Council supported the overall concept but had some concerns not yet addressed. Director Sandeen stated that the board consider the CIP separately from the sales tax issue. Minute Order 2018-09 Director Sandeen made the motion, seconded by Director Frerichs, to adopt staff recommendations 2 and 3 2. Adopt a Class 6 Categorical Exemption (Information Collection) from the California Environmental Quality Act (CEQA) as the appropriate level of environmental review for the CTCIP; and 3. Adopt the 2018 Countywide Transportation Capital Improvement Plan as presented in this report with such changes as recommended by the Board of Directors. Roll call resulted in: AYES: Anderson, Frerichs, Rodriguez, Sandeen, Villegas NOES: None ABSENT: None ABSTAIN: None The motion passed. Director Frerichs asked if there had been any discussion about pursuing a region-wide sales tax as opposed to Yolo County only. Director Sandeen stated that West Sacramento was not yet ready to completely support the sales tax concept. Director Frerichs said that Davis was also not yet ready to support the sales tax and asked for exploration of a regional tax.

Director Anderson reminded the board of Mr. Barnbaum’s comment that a proposed sales tax had failed in areas east of Sacramento. Director Villegas thanked staff for pursuing creation of the list. He stated he felt there was a “lack of appetite” on the part of the cities for a transportation tax in the next 12-month period. He added that he felt that reaching out to other regional entities would be premature at this point and that polling should be planned for the following year. Mr. Luken stated that the SB1 recall ballot measure also created a potential obstacle to passage of a transportation sales tax. Director Dulcich suggested that the item be revisited with the councils within the next year, especially if the council members were to change. Mr. Bassett and Chair Rodriguez agreed to meet later to further discuss future direction of this item. Agenda Item 7 – Selection of Contractor for Fixed Route and Paratransit Operations and Maintenance Mr. Bassett presented the staff report. Chair Rodriguez commented on her positive experiences as a member of the review panel. Mr. Donlevy stated his initial surprise at the complexity of the submittals and the time needed to review them. He said that he felt Transdev was clearly being honest about their forecasts into future years and complimented them on having a very skilled and effective presentation team. Mr. Barnbaum thanked Mr. Bassett for his presentation and stated his support of the staff recommendation. Mr. Tardaguila complimented the Yolobus drivers for their attention to making sure passengers were able to make connections at the end of their route. He advised that, moving forward, consideration be given to changes in travel patterns such as use of Uber and other services with the goal to continue to increase ridership and encourage use of public transit. Director Anderson asked if the Route 220 would still support destinations in Solano County. Mr. Bassett replied that it would still serve Solano County locations. Director Dulcich asked if staff needed more than the requested 2-day extension of the current contract with Transdev. Mr. Bassett replied that no additional time was needed, rather this was simply to make the end of the contract and beginning of the new one occur at the end of one month and beginning of the next rather than the current ending date. Director Dulcich asked if the number two ranked proposer should be kept on hold in case the final contract was unable to be resolved with Transdev. Mr. Bassett replied that would not be necessary. Director Sandeen thanked all those who served on the selection panel and expressed her support for the recommendation. Director Frerichs stated his support of the panel’s recommendation and that a review at the 7-year mark would be beneficial to both sides in the contract. Minute Order 2018-10 Director Frerichs made the motion, seconded by Director Sandeen, to: 1) Authorize staff to extend the current basic transportation agreement Number 2006-12 with Transdev by two days, from July 29, 2018 to July 31, 2018, at the current unit rates; and 2) Concur with the Evaluation Panel’s unanimous recommendation that the next contract for fixed route and paratransit services be awarded to Transdev, Incorporated, for the period of August 1, 2018 through July 31, 2025 (seven base years), plus include options for up to five (5) additional extension years, to as late as July 31, 2030; and 3) For the May 14, 2018 YCTD Board meeting, direct staff to meet with Transdev, to finalize terms, conditions, develop performance standards, expectations and penalties, plus include language that will allow YCTD the opportunity to exercise novel options that have been proposed and modify transit services and alternative transportation decisions throughout the 12-year contract period. 4) Authorize staff to solicit proposals and select a vendor to conduct and report on a turnover inspection, including recommendations, for YCTD’s fleet, facility, and inventory, at a YCTD cost not to exceed $30,000. Roll call resulted in: AYES: Anderson, Frerichs, Rodriguez, Sandeen, Villegas NOES: None

ABSENT: None ABSTAIN: None The motion passed. Chair Rodriguez thanked the Transdev team for their innovative proposal. Agenda Item 9 – Consider Director’s Report a) Oral Report b) Potential Deferment of Fare Increase The Board of Directors approved a two-part fare increase in April 2016 with increases set for July 2016 and July 2018. Mr. Bassett stated that at the next meeting staff would propose the Board consider a deferment of the scheduled fare increase set to go into effect this July due to potential detrimental impact on ridership that occurred at the last increase in 2016. c) Update on Electric Vehicle Grants YCTD and Sacramento Regional Transit District have jointly applied for funding under the Electrify America program being administered by Volkswagen. There are also requests for SB-1 funding for electric vehicles submitted under two state programs. d) Second set of Gillig buses have all Arrived at YCTD Mr. Bassett stated all of the eight new Gillig buses had arrived and were being prepped by Transdev and YCTD staff for launch in early May. Staff was working on a naming contest with local schools in the Yolobus system for the buses again this year. e) Funding for Premium ADA Service Ending in March Mr. Bassett informed the board that YCTD provided premium ADA service to medical facilities as far east as Kaiser-Morse with funding obtained several years ago from the Caltrans 5310 Beyond ADA Program. Staff was notified by Caltrans that it would not be able to extend this funding beyond March 2018. He reported that premium service to medical facilities would continue as-is through the end of the fiscal year. Staff would develop an analysis of options for the Board to consider for this service as part of the upcoming discussion of the FY18-19 budget. f) Attachments i. Ridership Report through January 30, 2018 Agenda Item 11 – Adjournment There being no further business Chair Rodriguez adjourned the meeting at 8:34 pm.

Respectfully submitted:

, Clerk to the Board

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT

350 Industrial Way, Woodland, CA95776---- (530) 661-0816 Topic: Agenda Item #: Authorize Executive Director to Promote Jose 4b Perez to Deputy Director of Agenda Type: Deliberation/Action* Operations, Planning and Special Projects Attachments: Yes No

Prepared By: Approved By: Meeting Date: May 14, 2018 Terry Bassett RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director to promote Jose Perez from Senior Transportation Planner to Deputy Director of Operations, Planning and Special Projects, effective May 14, 2018. REASON FOR RECOMMENDATION: YCTD is involved in a large array of projects and needs this recently vacated position to be filled as soon as possible. It is the second highest position at the District. BACKGROUND: Mike Luken, our Deputy Director of Operations, Planning and Special Projects, was hired as Executive Director of the Placer County Transportation Planning Agency (PCTPA). His last day here was Wednesday, May 2nd. The new position presents Mike with an excellent career opportunity and we wish him well. Meanwhile, we now have a vacancy. It needs to be filled as soon as possible with a solid employee. I have found Jose Perez to demonstrate high levels of competency, communication skills, a strong work ethic and many successful, professional interactions exhibited both within and outside of the YCTD organization. Mr. Perez has been YCTD’s Senior Transportation Planner since 2016. Based on his performance, his knowledge of the intricacies of the District and his ability to problem solve, he is in a good position for promotion to the Deputy Director position. Regarding the Senior Transportation Planner position, we will undertake a recruitment process to develop a list of qualified candidates in the event the District decides to fill that soon-to-be vacant position. I have addressed Mr. Perez’s promotion with both YCTD’s Chair and Vice-Chair and they have expressed support. He will undergo a 6-month probationary period, providing YCTD an opportunity to make a personnel change in the unlikely event either he or the District decide the change was not in the best interests of the District. BUDGET IMPACT: The salary range for the Deputy Director of Operations, Planning and Special Projects position is $100,875-$125,083 and is reflected in both the existing 2017/18 budget and the proposed 2018/19 budget.

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT

350 Industrial Way, Woodland, CA95776---- (530) 661-0816 Topic: Agenda Item #: Award Two-Year 4c Printing Contract to Agenda Type: Metro Print and Mail Deliberation/Action* Solutions Attachments: Yes No

Prepared By: Approved By: Meeting Date: May 14, 2018 Jose Perez RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director, or his designee, to execute an Agreement for Printing Services with Metro Print and Mail Solutions for Fiscal Years 2017-18, 2018-19, and 2019-2020 in the amount of $20,000 through June 30, 2020. REASON FOR RECOMMENDATION: Staff circulated a request for proposals for printing services to local firms and firms on the Caltrans Disadvantaged Business Enterprise system for the six-county District 3 area. Using a point-based system which was utilized to rank eligible firms, Metro Print and Mail Solutions is recommended by staff for a two-year printing service agreement. BACKGROUND: The District uses print media for a number of projects including fixed route service schedules, paratransit applications, marketing, operations, and other business services. The District has awarded up to three-year printing agreements in the past to firms to provide this service and to conserve staff time from doing individual procurements for each printing project. In accordance with the Federal Transit Administration’s best practices manual, staff prepared and circulated a RFP to local printing firms and firms on the Caltrans Disadvantaged Business Enterprise list for Caltrans District 3. Three firms responded to the RFP. Using a point based system weighted on cost, experience and successfully responding to the RFP, staff rated and ranked the three (3) firms and FM Graphics, Inc. of Sacramento received the highest number of points. Subsequent to this ranking, FM Graphics elected to withdraw their proposal, as due to unanticipated increases in their supply chain, they were unable to honor their prices as originally submitted. After discussing various options with the YCTD Executive Director and District Counsel, the second ranked firm (Metro Print and Mail Solutions) was contacted and offered the contract. Metro Print and Mail Solutions has agreed to the terms of the basic professional services agreement used by the District. A summary of the evaluation criteria and scores are attached to this report. BUDGET IMPACT: Printing was included in the approved budget for $59,941 in FY 2017-18 and is proposed for $46,275 for FY 2018-19. This budget category includes printing of fare media and standard printing. Fare media is done through a separate specialized procurement. It is likely that staff would propose a similar budget amount for Fiscal Year 2019-20. Staff proposes an agreement with Metro Print and Mail Solutions for the remainder of FY 2017-18 through the end of FY 2019- 20 in an amount not to exceed $20,000. The total contract amount is anticipated to not exceed $20,000 through June 30, 2020. Should additional printing services (falling within the scope of the proposed agreement) beyond the anticipated “not to exceed” amount be necessary, staff would present an amendment to the contract for the Board’s consideration. No work would be completed for the upcoming fiscal years until the Board has approved the respective budgets. A copy of the professional services agreement is attached and is proposed to be finalized subject to the review and approval of the District’s legal counsel.

Evaluation Summary:

FM Graphics Criteria Printing service Background, references, Evaluator Cost abilities, availability experience, financial capability Score (51 pts) (24 pts) (25 pts) Mike Luken 51 24 25 100 Jose Perez 51 24 25 100 Tom Follansbee 48 24 26 98

Metro Print and Mail Solutions Criteria Printing service Background, references, Evaluator Cost abilities, availability experience, financial capability Score (51 pts) (24 pts) (25 pts) Mike Luken 48 24 25 97 Jose Perez 45 24 25 94 Tom Follansbee 50 24 25 99

Diego & Sons Criteria Printing service Background, references, Evaluator Cost abilities, availability experience, financial capability Score (51 pts) (24 pts) (25 pts) Mike Luken 25 15 25 65 Jose Perez 25 20 25 70 Tom Follansbee 25 22 24 71

YCTD Professional Services Agreement: AGREEMENT NO. 2018-05 Agreement for Printing Services

THIS AGREEMENT (“Agreement”) is made and entered into this ____ day of ______, 20_____, by and between the Yolo County Transportation District, a political subdivision of the State of California (“District”) and Metro Print and Mail Solutions, a California corporation (“Contractor”).

W I T N E S S E T H

WHEREAS, the District is authorized by Government Code Section 23004 to make contracts as necessary for the exercise of its powers; and

WHEREAS, the District desires to obtain printing services for its administrative and operations functions; and

WHEREAS, the District circulated and distributed a request for proposals, an excerpt of which is attached as Exhibit A; and

WHEREAS, the Contractor submitted a proposal to provide printing services, an excerpt of which is attached as Exhibit B; and

WHEREAS, Contractor has represented and warrants to the District that it has the necessary training, experience, expertise and competency to provide the services, goods and materials that are described in this Agreement, at a cost to the District as herein specified; that it will be able to perform the herein described services at minimum cost to the District by virtue of its current and specialized knowledge of relevant data, issues, and conditions; and that it will do so in a manner consistent with and furthering of the Values of the District; and

WHEREAS, Contractor represents and warrants that neither Contractor, nor any of its officers, agents, employees, contractors, subcontractors, volunteers, or five percent owners, is excluded or debarred from participating in or being paid for participation in any Federal or State program; and

WHEREAS, Contractor further represents and warrants that no conditions or events now exist which give rise to Contractor or any of its officers, agents, employees, contractors, subcontractors, volunteers or five percent owners being excluded or debarred from any Federal or State program; and

WHEREAS, Contractor understands that the District is relying upon these representations in entering into this Agreement.

NOW, THEREFORE, the District and the Contractor agree as follows:

I. BASIC SERVICES

A. Contractor shall furnish and perform the following services in accordance with Exhibits A-B, and in a manner satisfactory to the Executive Director or his/her written designee (“Director”). These services include the following tasks and subtasks:

Task 1:Printing Services Subtask 1.1:Bus Schedules Subtask 1.2:Bulkheads (Laminated/Non-Laminated)

Subtask 1.3:Flyers (color and b/w) See Price Sheet Exhibit “”B” Subtask 1.4:Tip Cards See Price Sheet Exhibit “”B” Subtask 1.5:Booklets See Price Sheet Exhibit “”B” Subtask 1.6:Applications See Price Sheet Exhibit “”B” Subtask 1.7:Business Cards See Price Sheet Exhibit “”B” Subtask 1.8:Envelopes See Price Sheet Exhibit “”B” Subtask 1.9:Adjustments/Corrections $30/hour Subtask 2.0:Electronic Proofs No Charge Subtask 2.1:Paper Proofs $25.00/each B. More specifically, the Contractor shall provide the full range of services with regard to the project described above, with the focus on: (a) printing, (b) adjustments & corrections and (c) delivery. Contractor will provide all facilities, equipment, personnel, labor and materials necessary to provide the foregoing services in accordance with this Agreement. C. The complete contract shall include the following Exhibits attached hereto and incorporated herein: Exhibit A RFP Excerpt Exhibit B Proposal Excerpt Exhibit C Workers’ Comp. Certificate Exhibit D Federal Overlay Clauses In the event of any conflict between any of the provisions of this Agreement (including Exhibits), the provision that requires the highest level of performance from Contractor for the District's benefit shall prevail. D. Contractor shall comply with all applicable provisions of the Federal Transit Administration, State contract(s), and those provisions are incorporated herein as if fully set forth in this place and found in Exhibit D. E. The Director may approve modifications of the term, scheduling, billing rates, and allocation of funds between the tasks and subtasks (if any) set forth above, provided that there is no increase in the total compensation as set forth in Paragraph III of this Agreement. II. COMPENSATION AND REIMBURSEMENT OF EXPENSES A. For the services described in Paragraph I above, and subject to the condition that the services have been completed in a manner satisfactory to the Director or his/her designee, Contractor shall be compensated as shown in Exhibit “B”. Provided, however, that the total amount of compensation to be paid to Contractor for the services required by this Agreement shall not exceed twenty-thousand dollars ($20,000). In the determination of hourly fees, time allotments shall be calculated to one-tenth of an hour. B. Any other provision of this Agreement notwithstanding, because portions of this Agreement may be funded by a Federal or State Contract, the District’s obligation to compensate Contractor pursuant to this Agreement is contingent upon, and subject to, the District’s receipt of such funding from the Federal Government or State, and the absence or removal of any constraints imposed by the Federal Government or State upon such receipt and payment. III. METHOD OF PAYMENT A. Within thirty (30) days of the completion of each subtask identified in Paragraph I in a manner that is satisfactory to the Director, the Contractor shall submit an invoice detailing the services provided, the person(s) providing the service, the amount of time spent by each person providing the service calculated to the one-tenth of an hour, the rate per hour charged for each person providing service, and an

itemization of the actual expenses for which reimbursement is requested. Any claim for additional services pursuant to Paragraph II shall also include a copy of the Director’s written approval in advance of such services being provided. If requested by the District, Contractor shall provide any further documentation to verify the compensation and reimbursement sought by Contractor. B. Within fifteen (15) calendar days of the receipt of Contractor’s detailed invoice, the Director shall either authorize payment or advise Contractor in writing of any concerns that the Director has with the invoice and any need for further documentation. C. Within thirty (30) calendar days of the Director’s authorization for payment of an invoice, the Deputy Director of Finance, Grants and Procurement shall either issue the payment or advise Contractor in writing of any concerns that the Deputy Director of Finance, Grants and Procurement has with the request and any need for further documentation. IV. OWNERSHIP OF DOCUMENTS AND WORK PRODUCTS All professional and technical documents and information developed under this Agreement, and all work products, including writings, work sheets, reports, and related data, materials, copyrights and all other rights and interests therein, shall become the property of the District, and Contractor agrees to deliver and assign the foregoing to the District, upon completion of the services hereunder or upon any earlier termination of this Agreement. Contractor assigns the work products, as and when the same shall arise, for the full terms of protection available throughout the world. In addition, basic data prepared or obtained under this Agreement shall be made available to the District without restriction or limitation on their use. No additional charge will be made for any of the foregoing. V. RECORDS; ACCESS, RETENTION Contractor shall retain and make available for review by the District and its designees all records, documents, and general correspondence relating to this Agreement and the services required hereunder for a period of not less than five (5) years after receipt of final payment or until all pending audits and proceedings are completed, whichever is later. Contractor shall make such records available for inspection and copying by the District and its designees at any reasonable time. At least thirty (30) calendar days prior to any destruction of these records following the four years, Contractor shall notify the Director. Upon such notification, the Director shall either agree to the destruction or authorize the records to be forwarded to the District for further retention. VI. DISPUTES Any dispute arising under this Agreement shall be decided by the Executive Director who shall put his or her decision in writing and mail a copy thereof to the address for the notice to Contractor. The decision of the Executive Director shall be final unless, within thirty (30) days from the date such copy is mailed to Contractor, Contractor appeals the decision in writing to the Board of Directors. Any such written appeal shall detail the reasons for the appeal and contain copies of all documentation supporting Contractor's position. In connection with any appeal proceeding under this paragraph, Contractor shall be afforded the opportunity to be heard and offer evidence in support of its appeal to the Board of Directors at a regular Board meeting. Pending a final decision of the dispute, Contractor shall proceed diligently with the performance of this Agreement and in accordance with the Executive Director's decision. The decision of the Board of Directors on the appeal shall be final for purposes of exhaustion of administrative remedies. VII. TERM AND TERMINATION A. The term of this Agreement shall be from May 14, 2018 through June 30, 2020 unless sooner terminated as hereinafter provided. B. Should either party fail to substantially perform its obligations in accordance with this Agreement, the other party may notify the defaulting party of such default in writing and provide not less than thirty (30) days to cure the default. Such notice shall describe the default, and shall not be deemed a forfeiture or termination of this Agreement. If such default is not cured within said thirty day period (or such longer

period as is specified in the notice or agreed to by the parties), the party that gave notice of default may terminate this Agreement upon not less than fifteen (15) days advance written notice. In the event of such termination based upon Contractor default, the District reserves the right to purchase or obtain the supplies or services elsewhere, and Contractor shall be liable for the difference between the prices set forth herein and the actual cost thereof to the District. The foregoing notwithstanding, neither party waives the right to recover damages against the other for breach of this Agreement. C. This Agreement is subject to the District, the State of California and the United States appropriating and approving sufficient funds for the activities required of the Contractor pursuant to this Agreement. If the District's adopted budget and/or its receipts from the State of California and the United States do not contain sufficient funds for this Agreement, the District may terminate this Agreement by giving ten (10) days advance written notice thereof to the Contractor, in which event the District shall have no obligation to pay the Contractor any further funds or provide other consideration and the Contractor shall have no obligation to provide any further services pursuant this Agreement. If the District terminates the Agreement pursuant to this subparagraph, the District will pay Contractor in accordance with this Agreement for all services performed to the satisfaction of the Director before such termination and for which funds have appropriated as required by law. D. This Agreement may be terminated for any reason by either party at any time during its term, by giving 60 days written notice to the other party. E. If Contractor, or any of its officers, agents, employees, contractors, subcontractors, volunteers or five percent owners, becomes excluded, debarred or suspended from participation in Federally or State funded programs, the District may terminate this Agreement by giving ten (10) days advance written notice thereof to the Contractor. F. Upon termination of this Agreement or suspension of work by either District or Contractor, Contractor shall furnish to District all documents and drawings prepared under this Agreement, whether complete or incomplete. In the event of termination for any reason, reproducible copies of all finished or unfinished documents, drawings, maps, models, photographs, and reports prepared by Contractor shall become the sole and exclusive property of the District and Contractor shall be entitled to receive compensation for any work completed on such documents and other materials determined by the Director to be of satisfactory quality and within the terms and conditions of this Agreement. All creative work undertaken by Contractor such as sketches, copy, dummies and all preparatory work for which Contractor is not compensated by the District shall remain the sole and exclusive property of the Contractor. G. During and following the term of this Agreement, Contractor shall not use, distribute or otherwise circulate any of the materials developed pursuant to this Agreement and for which Contractor was compensated by the District without the express written permission of the Director. VIII. APPLICABLE LAWS A. In the performance of the services required by this Agreement, Contractor shall comply with all applicable Federal, State, and County statutes, ordinances, regulations, directives and laws. This Agreement is also subject to any additional restrictions or conditions that may be imposed upon the District by the Federal or State government, including but not limited to those included in Exhibit “D”. B. This Agreement shall be deemed to be executed within the State of California and construed in accordance with and governed by the laws of the State of California. Any action or proceeding arising out of this Agreement shall be filed and resolved in a California State court located in Woodland, California. Contractor waives any removal rights it might have under State or Federal law.

IX. NON-DISCRIMINATION IN SERVICES AND BENEFITS Contractor certifies that any service provided pursuant to this Agreement shall be without discrimination based on color, race, creed, national origin, religion, sex, age, sexual preferences, or physical or mental disability in accordance with all applicable Federal, State and County laws and regulations and any administrative directives established by the County Board of Supervisors or the County Administrative Officer. For the purpose of this Agreement, distinctions on the grounds of color, race, creed, national origin, religion, sex, age, sexual preferences, or physical or mental disability include but are not limited to the following: denying a participant any service or benefit which is different, or is provided in a different manner or at a different time from that provided to other participants under this Agreement; subjecting a participant to segregation or separate treatment in any way in the enjoyment or any advantage or privilege enjoyed by others receiving any service or benefit; treating a participant differently from others in determining whether the participant has satisfied any admission, enrollment quota, eligibility, membership, or other requirement or condition which individuals must meet in order to be provided any service or benefit; and the assignment of times or places for the provision of services. X. CONTRACTOR'S RESPONSIBILITIES A. Contractor shall exercise all of the care and judgment consistent with good practices in the performance of the services required by this Agreement. B. With the exception that this section shall in no event be construed to require indemnification by Contractor to a greater extent than permitted under the public policy of the State of California, Contractor shall indemnify, defend and hold harmless the County of Yolo, officers, agents, employees and volunteers from and against any and all claims, damages, demands, losses, defense costs, expenses (including attorney fees) and liability of any kind or nature arising out of or resulting from performance of the work, provided that any such claim, damage, demand, loss, cost, expense or liability is caused in whole or in part by any negligent or intentional act or omission of the contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Contractor and/or Subcontractor’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this agreement for the full period of time allowed by law. The defense and indemnification obligations of this agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this agreement.

C. Any subcontractors agree to be bound to the General Contractor/or Contractor and the County of Yolo in the same manner and to the same extent as General Contractor/or Contractor is bound to the District under the Contract Documents. Subcontractor further agrees to include the same requirements and provisions of this agreement, including the indemnity and Insurance requirements, with any Sub- subcontractor to the extent they apply to the scope of the Sub-subcontractor’s work. In providing any defense under this Paragraph, Contractor shall use counsel reasonably acceptable to the District Counsel. XI. PUBLIC LIABILITY AND PROPERTY DAMAGE INSURANCE A. During the term of this Agreement, Contractor shall at all times maintain, at its expense, the following coverages and requirements. The comprehensive general liability insurance shall include broad form property damage insurance. 1. Minimum Coverages (as applicable). Insurance coverage shall be with limits not less than the following: a. Comprehensive General Liability – $1,000,000/occurrence and $2,000,000/aggregate

b. Automobile Liability – $1,000,000/occurrence (general) and $500,000/occurrence (property) (include coverage for Hired and Non-owned vehicles) c. Professional Liability/Malpractice/Errors and Omissions – $1,000,000/occurrence and $2,000,000/aggregate (If any engineer, architect, attorney, accountant, medical professional, psychologist, or other licensed professional performs work under a contract, the contractor must provide this insurance. If not, then this requirement automatically does not apply.) d. Workers’ Compensation – Statutory Limits/Employers’ Liability - $1,000,000/accident for bodily injury or disease (If no employees, this requirement automatically does not apply.) 2. The District, its officers, agents, employees and volunteers shall be named as additional insured on all but the workers’ compensation and professional liability coverages. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater. a. The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the District’s insurance and shall be at least as broad as CG 20 01 04 13. b. The limits of Insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess Insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non contributory basis for the benefit of the District (if agreed to in a written contract or agreement) before the County’s own Insurance or self insurance shall be called upon to protect it as a named insured. 3. Said policies shall remain in force through the life of this Agreement and, with the exception of professional liability coverage, shall be payable on a “per occurrence” basis unless the County Risk Manager specifically consents in writing to a “claims made” basis. For all “claims made” coverage, in the event that the Contractor changes insurance carriers Contractor shall purchase “tail” coverage covering the term of this Agreement and not less than three years thereafter. Proof of such “tail” coverage shall be required at any time that the Contractor changes to a new carrier prior to receipt of any payments due. 4. The Contractor shall declare all aggregate limits on the coverage before commencing performance of this Agreement, and the County’s Risk Manager reserves the right to require higher aggregate limits to ensure that the coverage limits required for this Agreement as set forth above are available throughout the performance of this Agreement. 5. Any deductibles or self-insured retentions must be declared to and are subject to the approval of the County Risk Manager. All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied either by the named Insured or Yolo County. 6. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the Director (ten (10) days for delinquent insurance premium payments).

7. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise approved by the County Risk Manager. 8. The policies shall cover all activities of Contractor, its officers, employees, agents and volunteers arising out of or in connection with this Agreement. 9. For any claims relating to this Agreement, the Contractor’s insurance coverage shall be primary, including as respects the County, its officers, agents, employees and volunteers. Any insurance maintained by the County shall apply in excess of, and not contribute with, insurance provided by Contractor’s liability insurance policy. 10. The Contractor shall waive all rights of subrogation against the County, its officers, employees, agents and volunteers. B. Prior to commencing services pursuant to this Agreement, Contractor shall furnish the County with original endorsements reflecting coverage required by this Agreement. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received by, and are subject to the approval of, the County Risk Manager before work commences. Upon County’s request, Contractor shall provide complete, certified copies of all required insurance policies, including endorsements reflecting the coverage required by these specifications. C. During the term of this Agreement, Contractor shall furnish the County with original endorsements reflecting renewals, changes in insurance companies and any other documents reflecting the maintenance of the required coverage throughout the entire term of this Agreement. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Upon County’s request, Contractor shall provide complete, certified copies of all required insurance policies, including endorsements reflecting the coverage required by these specifications. Yolo County reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later. D. Contractor agrees to include with all Subcontractors in their subcontract the same requirements and provisions of this agreement including the indemnity and Insurance requirements to the extent they apply to the scope of the Subcontractor’s work. Subcontractors hired by Contractor agree to be bound to Contractor and the County of Yolo in the same manner and to the same extent as Contractor is bound to the County of Yolo under the Contract Documents. Subcontractor further agrees to include these same provisions with any Sub-subcontractor. A copy of the Owner Contract Document Indemnity and Insurance provisions will be furnished to the Subcontractor upon request. The General Contractor/and or Contractor shall require all Subcontractors to provide a valid certificate of insurance and the required endorsements included in the agreement prior to commencement of any work and General Contractor/and or Contractor will provide proof of compliance to the District. E. Contractor shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a minimum of five years following the completion of this project. In the event contractor fails to obtain or maintain completed operations coverage as required by this agreement, the County at its sole discretion may purchase the coverage required and the cost will be paid by Contractor. XII. WORKERS’ COMPENSATION Contractor shall provide workers’ compensation coverage as required by State law, and prior to commencing services pursuant to this Agreement shall file the following statement with the County in a form substantially as set forth below.

WORKERS’ COMPENSATION CERTIFICATE I am aware of the provisions of Section 3700 of the Labor Code that require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing any services required by this Agreement. The person executing this certificate on behalf of Contractor affirmatively represents that she/he has the requisite legal authority to do so on behalf of Contractor, both the person executing this Agreement on behalf of Contractor and Contractor understand that the County is relying on this representation in entering into this Agreement. XIII. NOTICE A. All notices shall be deemed to have been given when made in writing and delivered or mailed to the respective representatives of County and Contractor at their respective addresses as follows:

Contractor: Metro Print and Mail Solutions Attn: Michelle Porter 4251 Gateway Park Blvd. Sacramento, CA 95834

District: Yolo County Transportation District Attn: Terry Bassett, Executive Director 350 Industrial Way Woodland, CA 95776

B. In lieu of written notice to the above addresses, any party may provide notices through the use of facsimile machines provided confirmation of delivery is obtained at the time of transmission of the notices and provided the following facsimile telephone numbers are used:

Contractor: Metro Print and Mail Solutions (916) 928-1576

County: Yolo County Transportation District (530)661-1732

C. Any party may change the address or facsimile number to which such communications are to be given by providing the other parties with written notice of such change at least fifteen (15) calendar days prior to the effective date of the change. D. All notices shall be effective upon receipt and shall be deemed received through delivery if personally served or served using facsimile machines, or on the fifth (5th) day following deposit in the mail if sent by first class mail. XIV. CONFLICT OF INTEREST A. Contractor shall comply with the laws and regulations of the State of California and County regarding conflicts of interest, including, but not limited to, Article 4 of Chapter 1, Division 4, Title 1 of the California Government Code, commencing with Section 1090, and Chapter 7 of Title 9 of said Code, commencing with Section 87100 including regulations promulgated by the California Fair Political Practices Commission. B. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of Contractor's obligations and responsibilities hereunder. Contractor further covenants that in the performance of this Agreement,

no person having any such interest shall be employed. This covenant shall remain in force until Contractor completes performance of the services required of it under this Agreement. C. Contractor agrees that if any fact comes to its attention that raises any question as to the applicability of any conflict of interest law or regulation, Contractor will immediately inform the County and provide all information needed for resolution of the question. XV. COVENANT AGAINST CONTINGENT FEES Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making this agreement. For breach or violation of this warranty, the County shall have the right to annul this agreement without liability, or in its discretion to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. XVI. AUDITS A. Contractor shall be subject to examination and audit by the State or the County, or both, throughout the term of this Agreement and thereafter for a period of three years from the date that final payment is made pursuant to this Agreement. This does not preclude access to records by County, State, the Comptroller General of the United States, or any of their authorized representatives, as otherwise provided by this Agreement, the State contract, or State or Federal laws and regulations. Contractor agrees that County and/or State has the right to review, obtain, and copy all records pertaining to the performance of this Agreement, and agrees to provide County and/or State with any and all relevant information requested. B. Any and all books, records, and facilities maintained by Contractor related to services provided under this Agreement may be audited, inspected and copied at any time during normal business hours. Unannounced visits may be made at the discretion of the County or State. Employees who might reasonably have information related to such records may be interviewed. All expenditures of State and federal funds furnished to Contractor pursuant to this Agreement are subject to audit by County, State and/or Federal representatives. Such audits shall consider and build upon external independent audits performed pursuant to audit requirements of the Office of Management and Budget (OMB) Circular A- 133 as described in Paragraph C below. C. Should Contractor expend $500,000 or more in Federal funds during any fiscal year, Contractor shall furnish County a certified copy of an Audit Report from an independent CPA firm covering the Contractor's preceding fiscal year of January 1 through December 31. This Audit shall be performed in accordance with OMB Circular A-133 and conducted in accordance with generally accepted government auditing standards as described in Government Auditing Standards (1994 Revision), and provided in a form satisfactory to the Director. Contractor shall provide this Audit Report no later than July 31 of each year. In the event that this Agreement expires or is terminated on a date other than December 31, Contractor shall provide County such an Audit Report covering the preceding period of January 1 through the date of expiration or termination no later than July 31 after the date of expiration or termination. Contractor shall ensure that audit work papers supporting the report are retained for a period of three (3) years from the date of the audit report, and longer if notified by the State or County to extend the retention period, and are made available to the State and/or County upon request. D. Should an Audit Report or any State or County audit determine that Contractor has misspent funds and been overpaid based on the requirements of this Agreement and applicable laws and regulations, County shall demand repayment from Contractor in the amount of such audit findings and withhold any payment otherwise due under this Agreement until Contractor repays such amount. Contractor shall repay County such amount within sixty (60) days of the date of the County's demand for repayment. Should

Contractor fail to repay County within sixty (60) days of the date of County's demand for repayment, the County may offset the amount due from Contractor against any amounts that would otherwise be due from the County to Contractor pursuant to this Agreement or any other agreement or source. E. Any failure or refusal by Contractor to permit access to any facilities, books, records or other information required to be provided to the State &/or the County by this Agreement &/or the State contract shall constitute an express and immediate breach of this Agreement. XVII. ASSIGNMENT AND SUBCONTRACTS The services and obligations required of Contractor under this Agreement are not assignable in whole or in part. In addition, Contractor shall not subcontract any portion of the services required of Contractor by this Agreement without the express written consent of the Director. If any portion of the services required of Contractor are subcontracted, the subcontractor(s) shall maintain the same insurance as required of Contractor by this Agreement and Contractor shall be fully responsible to the County for all work undertaken by subcontractors. XVIII. STATUS OF CONTRACTOR A. It is understood and agreed by all the parties hereto that Contractor is an independent contractor and that no relationship of employer-employee exists between the County and Contractor. Neither Contractor nor Contractor's assigned personnel shall be entitled to any benefits payable to employees of the County. Contractor hereby indemnifies and holds the County harmless from any and all claims that may be made against the County based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement or any services provided pursuant to this Agreement. B. It is further understood and agreed by all the parties hereto that neither Contractor nor Contractor's assigned personnel shall have any right to act on behalf of the County in any capacity whatsoever as an agent or to bind the County to any obligation whatsoever. C. It is further understood and agreed by all the parties hereto that Contractor must issue any and all forms required by Federal and State laws for income and employment tax purposes, including W-2 and 941 forms, for all of Contractor's assigned personnel. XIX. AMENDMENT This Agreement may be amended only by written instrument signed by the District and Contractor. XX. WAIVER The waiver by the County or any of its officers, agents or employees or the failure of the County or its officers, agents or employees to take action with respect to any right conferred by, or any breach of any obligation or responsibility of this Agreement shall not be deemed to be a waiver of such obligation or responsibility, or subsequent breach of same, or of any terms, covenants or conditions of this Agreement. XXI. AUTHORIZED REPRESENTATIVE The person executing this Agreement on behalf of Contractor affirmatively represents that she/he has the requisite legal authority to enter into this Agreement on behalf of Contractor and to bind Contractor to the terms and conditions of this Agreement. Both the person executing this Agreement on behalf of Contractor and Contractor understand that the County is relying on this representation in entering into this Agreement. XXII. PUBLIC RECORDS ACT Upon its execution, this Agreement (including all exhibits and attachments) shall be subject to disclosure pursuant to the California Public Records Act. XXIII. ADDITIONAL PROVISIONS A. Where there is a doubt as to whether a provision of this document is a covenant or a condition, the provision shall carry the legal effect of both. Should the County choose to excuse any given failure of Contractor to meet any given condition, covenant or obligation (whether precedent or subsequent), that

decision will not be, or have the legal effect of, a waiver of the legal effect in subsequent circumstances of either that condition, covenant or obligation or any other found in this document. All conditions, covenants and obligations continue to apply no matter how often County may choose to excuse a failure to perform them. B. Except where specifically stated otherwise in this document, the promises in this document benefit the District and Contractor only. They are not intended to, nor shall they be interpreted or applied to, give any enforcement rights to any other persons (including corporate) which might be affected by the performance or non-performance of this Agreement, nor do the parties hereto intend to convey to anyone any “legitimate claim of entitlement” with the meaning and rights that phrase has been given by case law. 1 By signing this agreement, the Contractor agrees to comply with applicable Federal suspension and debarment regulations including, but not limited to, 7 CFR Part 3017, 45 CFR 76, 40 CFR 32 or 34 CFR 85. 2. By signing this agreement, the Contractor certifies to the best of its knowledge and belief, that it and its principals: a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any federal department or agency; b. Have not within a three-year period preceding this application/proposal/agreement been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; c. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in Paragraph 2(b) herein; d. Have not within a three-year period preceding this application/proposal/ agreement had one or more public transactions (Federal, State or local) terminated for cause or default; e. Shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under federal regulations (i.e., 48 CFR part 9, subpart 9.4), debarred, suspended, declared ineligible, or voluntarily excluded from participation in such transaction, unless authorized by the State; and f. Will included a clause entitled, “Debarment and Suspension Certification” that essentially sets forth the provisions herein, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 3. If the Contractor is unable to certify to any of the statements in this certification, the Contractor shall submit an explanation to the County program funding this Agreement, and the County shall have the option of terminating this Agreement immediately or at any time thereafter, upon giving Contractor written notice of such termination, if the explanation is not found satisfactory by the County in its sole discretion. 4. The terms and definitions herein have the meanings set out in the Definitions and Coverage sections of the rules implementing Federal Executive Order 12549. 5. If the Contractor knowingly violates this certification, in addition to other remedies available to the Federal Government, the County may terminate this Agreement at any time upon giving Contractor written notice of such termination. XXIV. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the District and Contractor and supersedes all prior negotiations, representations, or agreements, whether written or oral. In the event of a dispute between the parties as to the language of this Agreement or the construction or meaning of any term hereof, this Agreement shall be deemed to have been drafted by the parties in equal parts so that no presumptions or inferences concerning its terms or interpretation may be construed against any party to this Agreement.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first set forth above.

CONTRACTOR YOLO COUNTY TRANSPORTATION DISTRICT

By______By______Kent Jacobson, Plant Manager Terry Bassett, Executive Director

Attest: Kathy Souza, Clerk Board of Directors

By______

Approved as to Form:

______Hope Welton, District Counsel.

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT

350 Industrial Way, Woodland, CA95776---- (530) 661-0816 Topic: Agenda Item #: Award On-Call 4d Engineering Services Agenda Type: Contract to Laugenour Deliberation/Action* and Meikle Attachments: Yes No

Prepared By: Approved By: Meeting Date: May 14, 2018 Jose Perez RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director, or his designee, to execute an Agreement for On-Call Civil Engineering, Electrical Engineering, and Design Services with Laugenour and Miekle for Fiscal Years 2017-18, 2018-19, and 2019-2020 in the amount of $75,000 through June 30, 2020. REASON FOR RECOMMENDATION: Staff circulated a request for proposals for printing services to local firms and firms on the Caltrans Disadvantaged Business Enterprise system for the six-county District 3 area. Using a point-based system which was utilized to rank eligible firms, Laugenour and Miekle is recommended by staff for a two-year on-call civil engineering, electrical engineering, and design services service agreement. BACKGROUND: The District has planned and budgeted for $755,797 in bus stop and facility safety, security, and enhancement projects in FY 2018-19. Many of the anticipated projects will require some degree of civil and/or electrical engineering in order to meet safety, security, and funding standards and requirements. An RFP for the on-call services was distributed on March 23, 2018 and a deadline for proposals was set for April 20, 2018. The Scope of Work for the RFP is presented below: 1. Civil Engineering, Electrical Engineering & Design Services – Bus Stops (9 foot and 13 Foot Tolar Shelters and Specialized Shelters As Needed) a. Bus stop concrete pad work b. Bus stop anchor engineering c. Curb, gutter, sidewalk and/or street design d. Bus apron design e. Minor electrical conduit and lighting (traditional and solar) for shelter from nearby electrical source or onsite solar specific for shelter (include electrical power needs analysis if needed) f. Appurtenant street lighting movement, modification, addition g. Potential utility pole relocation (if needed) Frequency - Up to 10 New/Replacement Stops Per Year (Year 1 & Year 2)

2. Civil Engineering, Electrical Engineering & Design Services - Bike Lockers a. Bike locker installation b. Anchor engineering, c. Minor electrical conduit and lighting (traditional and solar), d. Appurtenant street lighting, telecommunications/wireless communications e. Electrical power needs analysis Up to 2 New Facilities Per Year (Year 1 & Year 2)

3. Civil Engineering/Electrical Engineering and Design Services – Battery Electric Bus/Light Duty/Passenger Vehicle Charging a. Prepare technical report i. capacity analysis of current electrical system ii. new capacity needed for bus charging (phased up to 60 vehicles) b. Propose transformer, switchgear, panel and electrical system design for charging infrastructure c. Prepare charger equipment needed, placement & design d. Trenching, paving, soils, fill, compaction, groundwork e. Potential integration of solar power system (separate analysis) f. Bus parking Varies: Up to 1 times

4. Civil Engineering and Design Services – Perimeter Fencing, Security Cameras Varies – Up to 2 times/Year Modifications in fencing and security cameras and security lighting at Woodland Yard, Harbor Yard (West Sacramento) and West Sacramento Transit Center, Woodland Transit Center

5. Civil Engineering and Design Services – Cost Estimating Miscellaneous Various transit related infrastructure projects

In accordance with the Federal Transit Administration’s best practices manual, staff prepared and circulated a RFP to local engineering firms and firms on the Caltrans Disadvantaged Business Enterprise list for Caltrans District 3. Two firms responded to the RFP. Using a point based system weighted on service ability/availability, experience, and successfully responding to the RFP, staff rated and ranked the two (2) firms and Laugenour and Miekle of Woodland received the highest number of points. Cost may not be considered during evaluation of engineering proposals. Upon identification of Laugenour and Miekle as the highest ranked firm, their price proposal was opened and reviewed for budgetary purposes. All bidding firms were notified of the District’s evaluation, and the cost proposals from the other bidding firm was returned un-opened. Laugenour and Miekle was contacted and offered the contract. Laugenour and Miekle has agreed to the terms of the basic professional services agreement used by the District. A summary of the evaluation criteria and scores, as well as the cost proposal, are attached to this report. BUDGET IMPACT: YCTD has budgeted in FY 2018-19 a total of $755,797 in various bus stop and facility safety, security, and enhancement upgrades. These projects will require various levels of civil and electrical engineering. The recommended not to exceed amount was derived to be approximately ten-percent of the total costs for the budgeted improvements. The total contract amount is anticipated to not exceed $75,000 through June 30, 2020. Should additional civil engineering, electrical engineering, and design services (falling within the scope of the proposed agreement) beyond the anticipated “not to exceed” amount be necessary, staff would present an amendment to the contract for the Board’s consideration. No work would be completed for the upcoming fiscal years until the Board has approved the respective budgets. A copy of the professional services agreement is attached and is proposed to be finalized subject to the review and approval of the District’s legal counsel.

Evaluation Summary:

YCTD 2018 On-Call Civil Engineering, Electrical Engineering and Design Services Evaluation Matrix

Background, references, Service abilities, experience, and financial Total Score availability stability of firm (300 pts max) (50 pts max) Name of Firm Evaluator (50 pts max) Mike Luken - Deputy Director of Operations, 50 47 97 Planning, and Special Projects Laugenour and Meikle Jose Perez - 50 48 98 Senior Planner Tom Follansbee - 50 49 99 Associate Planner Total: 294

Mike Luken - Deputy Director of Operations, 50 46 96 Planning, and Special Projects Mark Thomas Jose Perez - 50 47 97 Senior Planner Tom Follansbee - 50 47 97 Associate Planner Total: 290

Cost Proposal:

YCTD Professional Services Agreement:

AGREEMENT NO. 2018-06 Agreement for On-Call Civil Engineering, Electrical Engineering, and Design Services

THIS AGREEMENT (“Agreement”) is made and entered into this 14th day of May, 2018, by and between the Yolo County Transportation District, a political subdivision of the State of California (“District”) and Laugenour and Miekle, a California corporation (“Contractor”).

W I T N E S S E T H

WHEREAS, the District is authorized by Government Code Section 23004 to make contracts as necessary for the exercise of its powers; and

WHEREAS, the District desires to obtain civil & electrical engineering and design services for bus stop, bike lockers, battery electric charging infrastructure, security and miscellaneous transit infrastructure projects; and

WHEREAS, the District circulated and distributed a request for proposals, an excerpt of which is attached as Exhibit A; and

WHEREAS, the Contractor submitted a proposal to provide civil & electrical engineering and design services for bus stop, bike lockers, battery electric charging infrastructure, security and miscellaneous transit infrastructure projects, an excerpt of which is attached as Exhibit B; and

WHEREAS, Contractor has represented and warrants to the District that it has the necessary training, experience, expertise and competency to provide the services, goods and materials that are described in this Agreement, at a cost to the District as herein specified; that it will be able to perform the herein described services at minimum cost to the District by virtue of its current and specialized knowledge of relevant data, issues, and conditions; and that it will do so in a manner consistent with and furthering of the Values of the District; and

WHEREAS, Contractor represents and warrants that neither Contractor, nor any of its officers, agents, employees, contractors, subcontractors, volunteers, or five percent owners, is excluded or debarred from participating in or being paid for participation in any Federal or State program; and

WHEREAS, Contractor further represents and warrants that no conditions or events now exist which give rise to Contractor or any of its officers, agents, employees, contractors, subcontractors, volunteers or five percent owners being excluded or debarred from any Federal or State program; and

WHEREAS, Contractor understands that the District is relying upon these representations in entering into this Agreement.

NOW, THEREFORE, the District and the Contractor agree as follows:

/ / / I. BASIC SERVICES

A. Contractor shall furnish and perform the following services in accordance with Exhibits A-B, and in a manner satisfactory to the Executive Director or his/her written designee (“Director”). These services include the following tasks and subtasks:

6. Civil Engineering, Electrical Engineering & Design Services – Bus Stops (9 foot and 13 Foot Tolar Shelters and Specialized Shelters As Needed) h. Bus stop concrete pad work i. Bus stop anchor engineering j. Curb, gutter, sidewalk and/or street design k. Bus apron design l. Minor electrical conduit and lighting (traditional and solar) for shelter from nearby electrical source or onsite solar specific for shelter (include electrical power needs analysis if needed) m. Appurtenant street lighting movement, modification, addition n. Potential utility pole relocation (if needed)

7. Civil Engineering, Electrical Engineering & Design Services - Bike Lockers f. Bike locker installation g. Anchor engineering, h. Minor electrical conduit and lighting (traditional and solar), i. Appurtenant street lighting, telecommunications/wireless communications j. Electrical power needs analysis

8. Civil Engineering/Electrical Engineering and Design Services – Battery Electric Bus/Light Duty/Passenger Vehicle Charging a. Prepare technical report i. Capacity analysis of current electrical system ii. New capacity needed for bus charging (phased up to 60 vehicles) b. Propose transformer, switchgear, panel and electrical system design for charging infrastructure c. Prepare charger equipment needed, placement & design d. Trenching, paving, soils, fill, compaction, groundwork e. Potential integration of solar power system (separate analysis) f. Bus parking

9. Civil Engineering and Design Services – Perimeter Fencing, Security Cameras Varies – Up to 2 times/Year Modifications in fencing and security cameras and security lighting at Woodland Yard, Harbor Yard (West Sacramento) and West Sacramento Transit Center, Woodland Transit Center

10. Civil Engineering and Design Services – Cost Estimating Miscellaneous Various transit related infrastructure projects

B. More specifically, the Contractor shall provide the full range of services with regard to the projects described above. Contractor will provide all facilities, equipment, personnel, labor and materials necessary to provide the foregoing services in accordance with this Agreement.

C. The complete contract shall include the following Exhibits attached hereto and incorporated herein: Exhibit A RFP Excerpt Exhibit B Proposal Excerpt and Rates Exhibit C Workers’ Comp. Certificate Exhibit D Federal Overlay Clauses

In the event of any conflict between any of the provisions of this Agreement (including Exhibits), the provision that requires the highest level of performance from Contractor for the District's benefit shall prevail.

F. Contractor shall comply with all applicable provisions of the Federal Transit Administration, State contract(s), and those provisions are incorporated herein as if fully set forth in this place and found in Exhibit D.

G. The Director may approve modifications of the term, scheduling, billing rates, and allocation of funds between the tasks and subtasks (if any) set forth above, provided that there is no increase in the total compensation as set forth in Paragraph III of this Agreement.

II. COMPENSATION AND REIMBURSEMENT OF EXPENSES

A. For the services described in Paragraph I above, and subject to the condition that the services have been completed in a manner satisfactory to the Director or his/her designee, Contractor shall be compensated as shown in Exhibit “B”.

Provided, however, that the total amount of compensation to be paid to Contractor for the services required by this Agreement shall not exceed seventy-five thousand dollars ($75,000). In the determination of hourly fees, time allotments shall be calculated to one-tenth of an hour.

B. Any other provision of this Agreement notwithstanding, because portions of this Agreement may be funded by a Federal or State Contract, the District’s obligation to compensate Contractor pursuant to this Agreement is contingent upon, and subject to, the District’s receipt of such funding from the Federal Government or State, and the absence or removal of any constraints imposed by the Federal Government or State upon such receipt and payment.

III. METHOD OF PAYMENT

A. Within thirty (30) days of the completion of each subtask identified in Paragraph I in a manner that is satisfactory to the Director, the Contractor shall submit an invoice detailing the services provided, the person(s) providing the service, the amount of time spent by each person providing the service calculated to the one-tenth of an hour, the rate per hour charged for each person providing service, and an itemization of the actual expenses for which reimbursement is requested. Any claim for additional services pursuant to Paragraph II shall also include a copy of the Director’s written approval in advance of such services being provided. If requested by the District, Contractor shall provide any further documentation to verify the compensation and reimbursement sought by Contractor.

B. Within fifteen (15) calendar days of the receipt of Contractor’s detailed invoice, the Director shall either authorize payment or advise Contractor in writing of any concerns that the Director has with the invoice and any need for further documentation.

C. Within thirty (30) calendar days of the Director’s authorization for payment of an invoice, the Deputy Director of Finance, Grants and Procurement shall either issue the payment or advise Contractor in writing of any concerns that the Deputy Director of Finance, Grants and Procurement has with the request and any need for further documentation.

IV. OWNERSHIP OF DOCUMENTS AND WORK PRODUCTS

All professional and technical documents and information developed under this Agreement, and all work products, including writings, work sheets, reports, and related data, materials, copyrights and all other rights and interests therein, shall become the property of the District, and Contractor agrees to deliver and assign the foregoing to the District, upon completion of the services hereunder or upon any earlier termination of this Agreement. Contractor assigns the work products, as and when the same shall arise, for the full terms of protection available throughout the world. In addition, basic data prepared or obtained under this Agreement shall be made available to the District without restriction or limitation on their use.

No additional charge will be made for any of the foregoing.

V. RECORDS; ACCESS, RETENTION

Contractor shall retain and make available for review by the District and its designees all records, documents, and general correspondence relating to this Agreement and the services required hereunder for a period of not less than five (5) years after receipt of final payment or until all pending audits and proceedings are completed, whichever is later. Contractor shall make such records available for inspection and copying by the District and its designees at any reasonable time. At least thirty (30) calendar days prior to any destruction of these records following the four years, Contractor shall notify the Director. Upon such notification, the Director shall either agree to the destruction or authorize the records to be forwarded to the District for further retention.

VI. DISPUTES

Any dispute arising under this Agreement shall be decided by the Executive Director who shall put his or her decision in writing and mail a copy thereof to the address for the notice to Contractor. The decision of the Executive Director shall be final unless, within thirty (30) days from the date such copy is mailed to Contractor, Contractor appeals the decision in writing to the Board of Directors. Any such written appeal shall detail the reasons for the appeal and contain copies of all documentation supporting Contractor's position. In connection with any appeal proceeding under this paragraph, Contractor shall be afforded the opportunity to be heard and offer evidence in support of its appeal to the Board of Directors at a regular Board meeting. Pending a final decision of the dispute, Contractor shall proceed diligently with the performance of this Agreement and in accordance with the Executive Director's decision. The decision of the Board of Directors on the appeal shall be final for purposes of exhaustion of administrative remedies.

VII. TERM AND TERMINATION

A. The term of this Agreement shall be from May 14, 2018 through June 30, 2020 unless sooner terminated as hereinafter provided.

B. Should either party fail to substantially perform its obligations in accordance with this Agreement, the other party may notify the defaulting party of such default in writing and provide not less than thirty (30) days to cure the default. Such notice shall describe the default, and shall not be deemed a forfeiture or termination of this Agreement. If such default is not cured within said thirty day period (or such longer period as is specified in the notice or agreed to by the parties), the party that gave notice of default may terminate this Agreement upon not less than fifteen (15) days advance written notice. In the event of such termination based upon Contractor default, the District reserves the right to purchase or obtain the supplies or services elsewhere, and Contractor shall be liable for the difference between the prices set forth herein and the actual cost thereof to the District. The foregoing notwithstanding, neither party waives the right to recover damages against the other for breach of this Agreement.

C. This Agreement is subject to the District, the State of California and the United States appropriating and approving sufficient funds for the activities required of the Contractor pursuant to this Agreement. If the District's adopted budget and/or its receipts from the State of California and the United States do not contain sufficient funds for this Agreement, the District may terminate this Agreement by giving ten (10) days advance written notice thereof to the Contractor, in which event the District shall have no obligation to pay the Contractor any further funds or provide other consideration and the Contractor shall have no obligation to provide any further services pursuant this Agreement. If the District terminates the Agreement pursuant to this subparagraph, the District will pay Contractor in accordance with this Agreement for all services performed to the satisfaction of the Director before such termination and for which funds have appropriated as required by law.

D. This Agreement may be terminated for any reason by either party at any time during its term, by giving 60 days written notice to the other party.

E. If Contractor, or any of its officers, agents, employees, contractors, subcontractors, volunteers or five percent owners, becomes excluded, debarred or suspended from participation in Federally or State funded programs, the District may terminate this Agreement by giving ten (10) days advance written notice thereof to the Contractor.

F. Upon termination of this Agreement or suspension of work by either District or Contractor, Contractor shall furnish to District all documents and drawings prepared under this Agreement, whether complete or incomplete. In the event of termination for any reason, reproducible copies of all finished or unfinished documents, drawings, maps, models, photographs, and reports prepared by Contractor shall become the sole and exclusive property of the District and Contractor shall be entitled to receive compensation for any work completed on such documents and other materials determined by the Director to be of satisfactory quality and within the terms and conditions of this Agreement. All creative work undertaken by Contractor such as sketches, copy, dummies and all preparatory work for which Contractor is not compensated by the District shall remain the sole and exclusive property of the Contractor.

G. During and following the term of this Agreement, Contractor shall not use, distribute or otherwise circulate any of the materials developed pursuant to this Agreement and for which Contractor was compensated by the District without the express written permission of the Director.

VIII. APPLICABLE LAWS

C. In the performance of the services required by this Agreement, Contractor shall comply with all applicable Federal, State, and County statutes, ordinances, regulations, directives and laws. This Agreement is also subject to any additional restrictions or conditions that may be imposed upon the District by the Federal or State government, including but not limited to those included in Exhibit “D”.

D. This Agreement shall be deemed to be executed within the State of California and construed in accordance with and governed by the laws of the State of California. Any action or proceeding arising out of this Agreement shall be filed and resolved in a California State court located in Woodland, California. Contractor waives any removal rights it might have under State or Federal law.

IX. NON-DISCRIMINATION IN SERVICES AND BENEFITS

Contractor certifies that any service provided pursuant to this Agreement shall be without discrimination based on color, race, creed, national origin, religion, sex, age, sexual preferences, or physical or mental disability in accordance with all applicable Federal, State and County laws and regulations and any administrative directives established by the County Board of Supervisors or the County Administrative Officer. For the purpose of this

Agreement, distinctions on the grounds of color, race, creed, national origin, religion, sex, age, sexual preferences, or physical or mental disability include but are not limited to the following: denying a participant any service or benefit which is different, or is provided in a different manner or at a different time from that provided to other participants under this Agreement; subjecting a participant to segregation or separate treatment in any way in the enjoyment or any advantage or privilege enjoyed by others receiving any service or benefit; treating a participant differently from others in determining whether the participant has satisfied any admission, enrollment quota, eligibility, membership, or other requirement or condition which individuals must meet in order to be provided any service or benefit; and the assignment of times or places for the provision of services.

X. CONTRACTOR'S RESPONSIBILITIES

F. Contractor shall exercise all of the care and judgment consistent with good practices in the performance of the services required by this Agreement.

G. With the exception that this section shall in no event be construed to require indemnification by Contractor to a greater extent than permitted under the public policy of the State of California, Contractor shall indemnify, defend and hold harmless the County of Yolo, officers, agents, employees and volunteers from and against any and all claims, damages, demands, losses, defense costs, expenses (including attorney fees) and liability of any kind or nature arising out of or resulting from performance of the work, provided that any such claim, damage, demand, loss, cost, expense or liability is caused in whole or in part by any negligent or intentional act or omission of the contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Contractor and/or Subcontractor’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this agreement for the full period of time allowed by law. The defense and indemnification obligations of this agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this agreement.

C. Any subcontractors agree to be bound to the General Contractor/or Contractor and the County of Yolo in the same manner and to the same extent as General Contractor/or Contractor is bound to the District under the Contract Documents. Subcontractor further agrees to include the same requirements and provisions of this agreement, including the indemnity and Insurance requirements, with any Sub- subcontractor to the extent they apply to the scope of the Sub-subcontractor’s work.

In providing any defense under this Paragraph, Contractor shall use counsel reasonably acceptable to the District Counsel.

XI. PUBLIC LIABILITY AND PROPERTY DAMAGE INSURANCE

A. During the term of this Agreement, Contractor shall at all times maintain, at its expense, the following coverages and requirements. The comprehensive general liability insurance shall include broad form property damage insurance.

2. Minimum Coverages (as applicable). Insurance coverage shall be with limits not less than the following: a. Comprehensive General Liability – $1,000,000/occurrence and $2,000,000/aggregate b. Automobile Liability – $1,000,000/occurrence (general) and $500,000/occurrence (property) (include coverage for Hired and Non-owned vehicles) c. Professional Liability/Malpractice/Errors and Omissions – $1,000,000/occurrence and $2,000,000/aggregate (If any engineer, architect, attorney,

accountant, medical professional, psychologist, or other licensed professional performs work under a contract, the contractor must provide this insurance. If not, then this requirement automatically does not apply.) d. Workers’ Compensation – Statutory Limits/Employers’ Liability - $1,000,000/accident for bodily injury or disease (If no employees, this requirement automatically does not apply.)

2. The District, its officers, agents, employees and volunteers shall be named as additional insured on all but the workers’ compensation and professional liability coverages. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater.

a. The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the District’s insurance and shall be at least as broad as CG 20 01 04 13.

b. The limits of Insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess Insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non contributory basis for the benefit of the District (if agreed to in a written contract or agreement) before the County’s own Insurance or self insurance shall be called upon to protect it as a named insured.

3. Said policies shall remain in force through the life of this Agreement and, with the exception of professional liability coverage, shall be payable on a “per occurrence” basis unless the County Risk Manager specifically consents in writing to a “claims made” basis. For all “claims made” coverage, in the event that the Contractor changes insurance carriers Contractor shall purchase “tail” coverage covering the term of this Agreement and not less than three years thereafter. Proof of such “tail” coverage shall be required at any time that the Contractor changes to a new carrier prior to receipt of any payments due.

4. The Contractor shall declare all aggregate limits on the coverage before commencing performance of this Agreement, and the County’s Risk Manager reserves the right to require higher aggregate limits to ensure that the coverage limits required for this Agreement as set forth above are available throughout the performance of this Agreement.

5. Any deductibles or self-insured retentions must be declared to and are subject to the approval of the County Risk Manager. All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied either by the named Insured or Yolo County.

6. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the Director (ten (10) days for delinquent insurance premium payments).

7. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise approved by the County Risk Manager.

8. The policies shall cover all activities of Contractor, its officers, employees, agents and volunteers arising out of or in connection with this Agreement.

9. For any claims relating to this Agreement, the Contractor’s insurance coverage shall be primary, including as respects the County, its officers, agents, employees and volunteers. Any insurance maintained by the County shall apply in excess of, and not contribute with, insurance provided by Contractor’s liability insurance policy.

10. The Contractor shall waive all rights of subrogation against the County, its officers, employees, agents and volunteers.

B. Prior to commencing services pursuant to this Agreement, Contractor shall furnish the County with original endorsements reflecting coverage required by this Agreement. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received by, and are subject to the approval of, the County Risk Manager before work commences. Upon County’s request, Contractor shall provide complete, certified copies of all required insurance policies, including endorsements reflecting the coverage required by these specifications.

H. During the term of this Agreement, Contractor shall furnish the County with original endorsements reflecting renewals, changes in insurance companies and any other documents reflecting the maintenance of the required coverage throughout the entire term of this Agreement. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Upon County’s request, Contractor shall provide complete, certified copies of all required insurance policies, including endorsements reflecting the coverage required by these specifications. Yolo County reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

I. Contractor agrees to include with all Subcontractors in their subcontract the same requirements and provisions of this agreement including the indemnity and Insurance requirements to the extent they apply to the scope of the Subcontractor’s work. Subcontractors hired by Contractor agree to be bound to Contractor and the County of Yolo in the same manner and to the same extent as Contractor is bound to the County of Yolo under the Contract Documents. Subcontractor further agrees to include these same provisions with any Sub-subcontractor. A copy of the Owner Contract Document Indemnity and Insurance provisions will be furnished to the Subcontractor upon request. The General Contractor/and or Contractor shall require all Subcontractors to provide a valid certificate of insurance and the required endorsements included in the agreement prior to commencement of any work and General Contractor/and or Contractor will provide proof of compliance to the District.

J. Contractor shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a minimum of five years following the completion of this project. In the event contractor fails to obtain or maintain completed operations coverage as required by this agreement, the County at its sole discretion may purchase the coverage required

and the cost will be paid by Contractor.

XII. WORKERS’ COMPENSATION

Contractor shall provide workers’ compensation coverage as required by State law, and prior to commencing services pursuant to this Agreement shall file the following statement with the County in a form substantially as set forth below.

WORKERS’ COMPENSATION CERTIFICATE

I am aware of the provisions of Section 3700 of the Labor Code that require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing any services required by this Agreement.

The person executing this certificate on behalf of Contractor affirmatively represents that she/he has the requisite legal authority to do so on behalf of Contractor, both the person executing this Agreement on behalf of Contractor and Contractor understand that the County is relying on this representation in entering into this Agreement.

/ / / XIII. NOTICE

A. All notices shall be deemed to have been given when made in writing and delivered or mailed to the respective representatives of County and Contractor at their respective addresses as follows:

Contractor: Laugenour and Miekle Attn: Brian Bonino 608 Court Street Woodland, CA 95695

District: Yolo County Transportation District Attn: Terry Bassett, Executive Director 350 Industrial Way Woodland, CA 95776

B. In lieu of written notice to the above addresses, any party may provide notices through the use of facsimile machines provided confirmation of delivery is obtained at the time of transmission of the notices and provided the following facsimile telephone numbers are used:

Contractor: Laugenour and Miekle (530) 662-4602

County: Yolo County Transportation District (530)661-1732

D. Any party may change the address or facsimile number to which such communications are to be given by providing the other parties with written notice of such change at least fifteen (15) calendar days prior to the effective date of the change.

D. All notices shall be effective upon receipt and shall be deemed received through delivery if personally served or served using facsimile machines, or on the fifth (5th) day following deposit in the mail if sent by first class mail.

XIV. CONFLICT OF INTEREST

A. Contractor shall comply with the laws and regulations of the State of California and County regarding conflicts of interest, including, but not limited to, Article 4 of Chapter 1, Division 4, Title 1 of the California Government Code, commencing with Section 1090, and Chapter 7 of Title 9 of said Code, commencing with Section 87100 including regulations promulgated by the California Fair Political Practices Commission.

B. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of Contractor's obligations and responsibilities hereunder. Contractor further covenants that in the performance of this Agreement, no person having any such interest shall be employed. This covenant shall remain in force until Contractor completes performance of the services required of it under this Agreement.

C. Contractor agrees that if any fact comes to its attention that raises any question as to the applicability of any conflict of interest law or regulation, Contractor will immediately inform the County and provide all information needed for resolution of the question.

XV. COVENANT AGAINST CONTINGENT FEES

Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making this agreement. For breach or violation of this warranty, the County shall have the right to annul this agreement without liability, or in its discretion to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

XVI. AUDITS

A. Contractor shall be subject to examination and audit by the State or the County, or both, throughout the term of this Agreement and thereafter for a period of three years from the date that final payment is made pursuant to this Agreement. This does not preclude access to records by County, State, the Comptroller General of the United States, or any of their authorized representatives, as otherwise provided by this Agreement, the State contract, or State or Federal laws and regulations. Contractor agrees that County and/or State has the right to review, obtain, and copy all records pertaining to the performance of this Agreement, and agrees to provide County and/or State with any and all relevant information requested.

B. Any and all books, records, and facilities maintained by Contractor related to services provided under this Agreement may be audited, inspected and copied at any time during normal business hours. Unannounced visits may be made at the discretion of the County or State. Employees who might reasonably have information related to such records may be interviewed. All expenditures of State and federal funds furnished to Contractor pursuant to this Agreement are subject to audit by County, State and/or Federal representatives. Such audits shall consider and build upon external independent audits performed pursuant to audit requirements of the Office of Management and Budget (OMB) Circular A- 133 as described in Paragraph C below.

C. Should Contractor expend $500,000 or more in Federal funds during any fiscal year, Contractor shall furnish County a certified copy of an Audit Report from an independent CPA firm covering the Contractor's preceding fiscal year of January 1 through December 31. This Audit shall be performed in accordance with OMB Circular A-133 and conducted in accordance with generally accepted government auditing standards as described in Government Auditing Standards (1994 Revision), and provided in a form satisfactory to the Director.

Contractor shall provide this Audit Report no later than July 31 of each year. In the event that this Agreement expires or is terminated on a date other than December 31, Contractor shall provide County such an Audit Report covering the preceding period of January 1 through the date of expiration or termination no later than July 31 after the date of expiration or termination. Contractor shall ensure that audit work papers supporting the report are retained for a period of three (3) years from the date of the audit report, and longer if notified by the State or County to extend the retention period, and are made available to the State and/or County upon request.

D. Should an Audit Report or any State or County audit determine that Contractor has misspent funds and been overpaid based on the requirements of this Agreement and applicable laws and regulations, County shall demand repayment from Contractor in the amount of such audit findings and withhold any payment otherwise due under this Agreement until Contractor repays such amount. Contractor shall repay County such amount within sixty (60) days of the date of the County's demand for repayment. Should Contractor fail to repay County within sixty (60) days of the date of County's demand for repayment, the County may offset the amount due from Contractor against any amounts that would otherwise be due from the County to Contractor pursuant to this Agreement or any other agreement or source.

E. Any failure or refusal by Contractor to permit access to any facilities, books, records or other information required to be provided to the State &/or the County by this Agreement &/or the State contract shall constitute an express and immediate breach of this Agreement.

XVII. ASSIGNMENT AND SUBCONTRACTS

The services and obligations required of Contractor under this Agreement are not assignable in whole or in part. In addition, Contractor shall not subcontract any portion of the services required of Contractor by this Agreement without the express written consent of the Director. If any portion of the services required of Contractor are subcontracted, the subcontractor(s) shall maintain the same insurance as required of Contractor by this Agreement and Contractor shall be fully responsible to the County for all work undertaken by subcontractors.

XVIII. STATUS OF CONTRACTOR

A. It is understood and agreed by all the parties hereto that Contractor is an independent contractor and that no relationship of employer-employee exists between the County and Contractor. Neither Contractor nor Contractor's assigned personnel shall be entitled to any benefits payable to employees of the County. Contractor hereby indemnifies and holds the County harmless from any and all claims that may be made against the County based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement or any services provided pursuant to this Agreement.

B. It is further understood and agreed by all the parties hereto that neither Contractor nor Contractor's assigned personnel shall have any right to act on behalf of the County in any capacity whatsoever as an agent or to bind the County to any obligation whatsoever.

C. It is further understood and agreed by all the parties hereto that Contractor must issue any and all forms required by Federal and State laws for income and employment tax purposes, including W-2 and 941 forms, for all of Contractor's assigned personnel.

XIX. AMENDMENT

This Agreement may be amended only by written instrument signed by the District and Contractor.

XX. WAIVER

The waiver by the County or any of its officers, agents or employees or the failure of the County or its officers, agents or employees to take action with respect to any right conferred by, or any breach of any obligation or responsibility of this Agreement shall not be deemed to be a waiver of such obligation or responsibility, or subsequent breach of same, or of any terms, covenants or conditions of this Agreement.

XXI. AUTHORIZED REPRESENTATIVE

The person executing this Agreement on behalf of Contractor affirmatively represents that she/he has the requisite legal authority to enter into this Agreement on behalf of Contractor and to bind Contractor to the terms and conditions of this Agreement. Both the person executing this Agreement on behalf of Contractor and Contractor understand that the County is relying on this representation in entering into this Agreement.

XXII. PUBLIC RECORDS ACT

Upon its execution, this Agreement (including all exhibits and attachments) shall be subject to disclosure pursuant to the California Public Records Act.

XXIII. ADDITIONAL PROVISIONS

A. Where there is a doubt as to whether a provision of this document is a covenant or a condition, the provision shall carry the legal effect of both. Should the County choose to excuse any given failure of Contractor to meet any given condition, covenant or obligation (whether precedent or subsequent), that decision will not be, or have the legal effect of, a waiver of the legal effect in subsequent circumstances of either that condition, covenant or obligation or any other found in this document. All conditions, covenants and obligations continue to apply no matter how often County may choose to excuse a failure to perform them. C. Except where specifically stated otherwise in this document, the promises in this document benefit the District and Contractor only. They are not intended to, nor shall they be interpreted or applied to, give any enforcement rights to any other persons (including corporate) which might be affected by the performance or non-performance of this Agreement, nor do the parties hereto intend to convey to anyone any “legitimate claim of entitlement” with the meaning and rights that phrase has been given by case law.

1 By signing this agreement, the Contractor agrees to comply with applicable Federal suspension and debarment regulations including, but not limited to, 7 CFR Part 3017, 45 CFR 76, 40 CFR 32 or 34 CFR 85.

6. By signing this agreement, the Contractor certifies to the best of its knowledge and belief, that it and its principals:

g. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any federal department or agency;

h. Have not within a three-year period preceding this application/proposal/agreement been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

i. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in Paragraph 2(b) herein;

j. Have not within a three-year period preceding this application/proposal/ agreement had one or more public transactions (Federal, State or local) terminated for cause or default;

k. Shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under federal regulations (i.e., 48 CFR part 9, subpart 9.4), debarred, suspended, declared ineligible, or voluntarily excluded from participation in such transaction, unless authorized by the State; and

l. Will included a clause entitled, “Debarment and Suspension Certification” that essentially sets forth the provisions herein, in all lower tier covered transactions and in all solicitations for lower tier covered transactions.

7. If the Contractor is unable to certify to any of the statements in this certification, the Contractor shall submit an explanation to the County program funding this Agreement, and the County shall have the option of terminating this Agreement immediately or at any time thereafter, upon giving Contractor written notice of such termination, if the explanation is not found satisfactory by the County in its sole discretion.

8. The terms and definitions herein have the meanings set out in the Definitions and Coverage sections of the rules implementing Federal Executive Order 12549.

9. If the Contractor knowingly violates this certification, in addition to other remedies available to the Federal Government, the County may terminate this Agreement at any time upon giving Contractor written notice of such termination.

XXIV. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the District and Contractor and supersedes all prior negotiations, representations, or agreements, whether written or oral. In the event of a dispute between the parties as to the language of this Agreement or the construction or meaning of any term hereof, this Agreement shall be deemed to have been drafted by the parties in equal parts so that no presumptions or inferences concerning its terms or interpretation may be construed against any party to this Agreement.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first set forth above.

CONTRACTOR YOLO COUNTY TRANSPORTATION DISTRICT

By______By______Brian Bonino, President, P.E. L.S. Terry Bassett, Executive Director

Attest: Kathy Souza, Clerk Board of Directors

By______

Approved as to Form:

______

Hope P. Welton, District Counsel

BOARD COMMUNICATIONS: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776 --- (530) 661-0816 Topic: Presentation of Agenda Item #: 2016/17 Fiscal Audit 7 Agenda Type: Deliberation/Action Attachments Yes No Prepared by: Janice Bryan Approved by: Meeting Date: May 14, 2018

RECOMMENDATION: This is a presentation of YCTD’s 2016/17 fiscal audit. While no specific action is required, your Board reserves the right to take action on this item. REASON FOR RECOMMENDATION: See above. BACKGROUND: Included in your board packet as a separate attachment is the Financial Audit for the fiscal year ending June 30, 2017. Brian Nash, a representative of the audit firm, Richardson & Company LLP, will attend the Yolo County Transportation District’s meeting to present their findings. The firm “did not identify any deficiencies in internal controls that we consider material weaknesses”, and the audit report was “unmodified”, which means that there were no findings. The Single Audit Act, also known as the Office of Management and Budget (OMB) Uniform Guidance, requires non-federal entities that expend equal to or in excess of $750,000, in a fiscal year in federal awards to have an audit performed in accordance with the Single Audit Act. BUDGET IMPACT: There is no budget impact. The audit is paid for by SACOG.

BOARD COMMUNICATIONS: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776 --- (530) 661-0816 Topic: Selection of Agenda Item #: Contractor for Fixed Route and Paratransit Operations and 8 Maintenance Agenda Type: Deliberation/Action Attachments Yes No Prepared by: Terry Bassett Approved by: Meeting Date: May 14, 2018

RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize staff to execute the attached proposed agreement (Number 2018-06) with Transdev, Incorporated, subject to final review and minor modifications recommended by YCTD’s legal counsel, and subject to modifications caused by the inclusion or exclusion of “Quick Trips” in the Service and Payment Schedule, effective August 1, 2018. REASON FOR RECOMMENDATION: The current 12-year contract with Transdev expires at the end of July, 2018. YCTD is finished its RFP process and the YCTD board has selected Transdev, Incorporated to be its next contractor to provide turnkey fixed route and paratransit services on a seven (7) year base contract, with options for up to five (5) additional years. BACKGROUND: Effective July 29, 2018, YCTD’s 12-year contract with Transdev expires. In preparation for the next contract, YCTD released a Request for Proposals (RFP) in early January and undertook a 2 ½ month competitive procurement process. With the new Transdev contract YCTD will gain: 1. Little or no employee upheaval, because contractors will not changing. 2. Proposed 1.5 FTE driver positions to improve responsiveness to situations impacting on-time performance. 3. Increased community service hours from 100 to 150. 4. Provided a good financial incentive for mechanics to become Master Technicians through the ASE certification program. 5. Introduced Double Map real time app for bus riders. This app should provide an improved end-user experience and includes a new passenger alert system. 6. Offered many options intended to improve service, and provide maximum flexibility in rapidly adapting to changes in technology, consumer habits, choices, and service demand. 7. Offered Books on Buses Reading Program (both Wi-Fi and physical books) at no added expense except YCTD paying for on-board book storage devices. 8. Options exercised in this contract include:  Adult Day Health Care Transportation (through separate agreement with Dignity Health, if selected by Dignity Health)  Increase annual employee bonus cap from $800 to $1,000 (cost of $12,000/year)  Include an upgrade in the health insurance program for CONTRACTOR’s employees  Create and hire a Quality Assurance Supervisor (cost of $101,250 in year 1--$36.06/hr base pay plus $12.62/hr in benefits) 9. Other Options to Consider When Opportunity Becomes Available:

 UC Medical Center-UC Davis Main Campus Shuttle  Microtransit (up to 16 vehicles)  Electric Autonomous Bus Demonstration Project  Electric Buses  Bus shelter and solar lighting cleaning and repairs  If selected by YCTD, CONTRACTOR to count, transport (via an armored car service) deposit fare revenue  As Consolidated Transportation Services Agency, maintain and/or wash transit vehicles  Using 16-20 passenger low-floor CNG or electric buses, rather than full-size buses  General Public Paratransit Vehicle (GPPV) vehicle and driver certifications  Option for taking maintenance labor in-house  Option for parts and supplies being provided in-house  Option for replacing CALTIP liability and physical damage insurance  Providing mobility training for eligible riders  Increases or decreases in authorized positions  For employee retainage, improvements in health coverage  Mobile Eye Plus collision avoidance system installation on YCTD buses & M-ticketing  Assessment and Eligibility Determination of ADA Riders Attached for your information are the following:  The Base Agreement  Scope of Work  Performance Penalty Program  CONTRACTOR’s Best and Final Offer  Service and Payment Schedule BUDGET IMPACT: Next year’s 2018/19 budget will be impacted and assumes the attached agreement is executed.

AGREEMENT NO. 2018-06

(Basic Transportation Agreement for Services to Implement, Operate and Maintain a Public Transportation System)

THIS AGREEMENT, made and entered into this ______day of ______, 2018, by and between the YOLO COUNTY TRANSPORTATION DISTRICT, a public agency, (hereinafter referred to as "YCTD"), and Transdev Services, Incorporated, (hereinafter referred to as "CONTRACTOR"), WITNESSETH: 1. RECITALS:

WHEREAS, YCTD is authorized by its enabling legislation to furnish and operate public transportation services, and by Public Utilities Code section 99288 and Government Code section 31000, to enter into a CONTRACT with any operator to provide such services. YCTD desires to exercise such authority within portions of its district boundaries, including the Cities of Davis, Woodland, West Sacramento and Winters, unincorporated communities in Yolo County and within the westerly portion of the City of Sacramento, and has determined that it is in the general welfare of the residents of the Yolo County area to do so; and WHEREAS, YCTD was established as a special district in the State of California, effective July 1, 1997; and WHEREAS, on January 2, 2018, YCTD announced its "Request for Proposals" to provide such services, hereinafter referred to as "RFP" and incorporated herein by this reference as Exhibit "A". Addenda numbers 1-6 (dated January 23, 2018 for addenda #1, January 23, 2018 for addenda #2, February 6, 2018 for addenda #3, February 8, 2018 for addenda #4, February 15, 2018 for addenda #5 and February 15, 2018 for addenda #6) that were issued to the RFP prior to the signing of this Agreement are also included in this Agreement as part of Exhibit "A". Also included in this Agreement, all of which are attached hereto and incorporated herein by this reference, are:  Exhibit "B" (Scope of Work)  Exhibit "C" (Fuel Payment Program)  Exhibit "D" (Performance Incentive and Penalty Program)  Exhibit "E" (Service & Payment Schedule)  Exhibit “F” (Supplemental Information)  Exhibit “G” (Contractor’s Proposal, including “Best and Final Offer”)

WHEREAS, CONTRACTOR submitted a proposal, on or before February 16, 2018, along with “Best and Final Offer, on or before dated March 5, 2018, (both hereinafter referred to as "Proposal"), responsive to the RFP to provide such services in the method and manner and at the costs set forth in the proposal. Said proposal and Best and Final Offer attached hereto as Exhibit “G”, and incorporated herein by this reference; and WHEREAS, this Agreement shall satisfy the requirements of Public Utilities Code section 99288, and the rules and regulations adopted by the Secretary of the Business and Transportation Agency with the authority of Public Utilities Code section 99241, and by the Sacramento Area Council of Governments (SACOG), pursuant to Public Utilities Code 99401, making a portion of City and/or YCTD funds available under the Mills-Alquist-Deddah Act of 1971 as amended; and WHEREAS, CONTRACTOR represents hereby that it is in the business and fully qualified in the field of public transportation (both fixed route and paratransit), and is fully willing and able to satisfy the requirements of YCTD by performing this Agreement at the costs specified herein, and at the level of service specified herein, including Exhibits "A" through "G", inclusive. YCTD has awarded this agreement in reliance on such representations, and on CONTRACTOR'S particular skills, experience and abilities as represented by CONTRACTOR in Exhibit "G" hereto.

2. AGREEMENTS.

For and in consideration of all the covenants, conditions and agreements set forth herein, CONTRACTOR agrees to provide the implementation, operation and maintenance of a public transportation system to YCTD's satisfaction, and YCTD agrees to compensate CONTRACTOR therefore, all as specified herein below.

A) RULES OF CONSTRUCTION AND DEFINITIONS.

Unless otherwise apparent from the context, or otherwise specifically defined elsewhere in this Agreement, the parties agree that the following words and phrases shall be construed and/or defined as follows:

i. Rules of Construction. The singular includes the plural and the plural includes the singular. Shall is mandatory and may is permissive. The masculine gender includes the feminine and neuter. ii. Definitions.

49 of 212 a. In-service. "In-service" shall mean the time during which a bus is in revenue service, en route, or authorized detours, and stopping to load or unload passengers, or such other time expressly approved by the Executive Director, or his/her designee, as in-service time, based on direct benefit to YCTD. b. Out-of-service. "Out-of-service" shall mean all times other than the times when the bus is in-service. Out-of-service shall include all time spent driving to the beginning point on the route, or moving buses from one route or another route or location, commonly called "dead-heading" in the industry, other than time expressly approved by the Executive Director, or his/her designee, as in-service time, based on direct benefit to YCTD. c. Service and Payment Schedule. "The Service and Payment Schedule" is included in CONTRACTOR's proposal (Exhibit "E" to this agreement, attached hereto and incorporated herein by this reference). It consists of a statement of the items of service to be provided, the number of annual vehicle service miles and hours provided for each route, fixed and variable costs, and maps and schedules setting forth such routes and stops thereon. It may be amended as provided in this Agreement. d. Executive Director. The "Executive Director" is the employee of YCTD who is designated by YCTD as the person charged with supervision of CONTRACTOR's performance of this Agreement. e. Revenue Miles or Hours. "Revenue miles or hours" shall mean the miles or hours traveled by YCTD’s buses, or the miles or hours spent by CONTRACTOR's employees in driving such buses, while on a route designated by YCTD’s Executive Director, or his/her designee, or a detour from such route authorized by this Agreement, while in-service. Miles driven or hours spent while out-of-service are not revenue miles or hours. The revenue hours shall be limited to those of the employee actually driving the bus for passengers, and shall not include those of other employees riding on the bus for training, deadheading or other purposes. f. CHP. "CHP" shall mean the California Highway Patrol.

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g. Contract Documents. "Contract Documents" shall mean the documents specified in this Agreement and shall have the order of precedence specified therein. h. FTA. "FTA" shall mean the Federal Transit Administration. i. YCTD. “YCTD” shall mean Yolo County Transportation District.

j. SACOG. "SACOG" shall mean Sacramento Area Council of Governments.

k. Days. "DAYS" shall mean calendar days, unless specified otherwise in this Agreement.

l. Business Days. “Business Days" shall mean days when the Executive Director's Office is open for regular business.

m. Full-Time Employee. “Full-Time Employee” shall mean each employee who works an average of at least 32 hours per week.

n. YOLOBUS. "YOLOBUS" shall mean the transit fixed route and paratransit service provided in accordance with the terms of this Agreement.

o. Mechanical Roadcall. "Mechanical Roadcall" shall mean any occurrence, in or out of service, due to a mechanical malfunction (including all components, tires, lights, wheelchair lift, farebox, etc.) where a) an unscheduled bus exchange is made, or b) repairs in the field are made, or c) a vehicle is towed. The purpose of measuring mechanical roadcalls is to determine service and maintenance reliability, to mitigate the need for unscheduled repairs, and to encourage repairs when vehicles are in the yard and not in public view. Any corrective mechanical work performed while a bus is out of the yard and accumulating miles shall be recorded as a mechanical roadcall.

p. Proficient. “Proficient” shall mean adept, having or showing knowledge, ability, or skill, in the required activity.

3. ADMINISTRATION OF CONTRACT.

CONTRACTOR's compliance with this Agreement shall be supervised and administered by YCTD through the office of the Executive Director or his/her designee. During periods when the Executive Director is unavailable, the 51 of 212

Executive Director's designee shall administer this Agreement. This paragraph shall not relieve CONTRACTOR of any obligation or liability undertaken by virtue of this Agreement. CONTRACTOR’s President, or his/her authorized designee, shall have the authority to bind CONTRACTOR with respect to amendments to this Agreement; otherwise, CONTRACTOR’s Site Supervisor shall have the authority and responsibility to act on behalf of CONTRACTOR to meet CONTRACTOR’s obligations herein. 4. TERM OF AGREEMENT.

A) INITIAL TERM. The initial term of this agreement shall be for seven (7) years, commencing at 12:00 a.m. on August 1, 2018 and terminating at 11:59 p.m. on July 31, 2025, unless otherwise terminated pursuant to the provisions described in this Agreement.

B) OPTION TERM. This Agreement may, upon written approval by both YCTD and CONTRACTOR, be extended for up to five (5) additional years, commencing at 12:00 a.m. on August 1, 2025 and terminating as late as 11:59 p.m. on July 31, 2030, unless otherwise terminated pursuant to the provisions described in this Agreement. During years 6 or 7, both parties shall review the rate structure in Exhibit E for years 8-12 to determine whether modifications in rates should be re-negotiated in good faith in the event of any significant unforeseen changes (e.g., technological changes that impact labor requirements) occur and have a significant impact on the ability of the CONTRACTOR to meet contractual requirements.

5. SCOPE OF WORK. Commencing on August 1, 2018, CONTRACTOR agrees to provide transportation service in accordance with the routes, number of revenue miles and revenue hours specified in the Service and Payment Schedule (Exhibit "E").

Said level of service shall continue to be provided by CONTRACTOR until an amended Service and Payment Schedule is substituted pursuant to this Agreement, whereupon CONTRACTOR shall comply with the amended schedule from and after its effective date. In and for the consideration specified in contract documents, CONTRACTOR agrees to do all things necessary to manage, operate and maintain a public transportation system to YCTD's satisfaction as required by this Agreement and the corresponding Scope of Work (Exhibit "B"), including, but not limited to, the following at no additional cost to YCTD:

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A) Executive and administrative management; Employment and supervision of all personnel, including managers, drivers, dispatchers, information clerks, supervisors, service and maintenance personnel; Provision of qualified supervisory personnel during all hours of operation; Performing timely run cutting of YCTD transit services authorized by YCTD’s Executive Director, or his/her designee;

B) Day-to-day operation of bus services, including provision of all aspects of fixed route and paratransit services during all hours of operation;

C) YCTD shall provide the primary storage facilities for the buses and specific equipment as listed in the Scope of Work, with the exception of facilities for “park-out” buses, which shall be subject to approval by YCTD’s Executive Director, or his/her designee. CONTRACTOR shall provide all equipment listed in its Proposal to YCTD, as shown as Appendix “B” to Exhibits F and G as well as be responsible for securing all off-site parking of buses, with the exception of off-site bus storage space secured by YCTD.

D) Provision of a satisfactory spare parts/component/supplies inventory for YCTD-provided buses and all other equipment used to provide services per the requirements of this Agreement; provisions of all small operational related items such as cleaning materials, rags, nuts and bolts, office supplies, and all other materials. YCTD shall provide certain items of the parts/component inventory as specified in the Scope of Work. CONTRACTOR shall maintain said inventory and shall repair and replace inventory that is used, lost or damaged. It is the requirement of this Agreement that CONTRACTOR not dwindle down the inventory; rather, CONTRACTOR shall take the steps necessary to assure that inventory meets or exceeds specified levels.

E) Operation of an ongoing training, retraining and safety program for drivers, dispatchers, mechanics, utility workers, customer service, schedulers, administrative and supervisory personnel;

F) Provision of all equipment not otherwise provided by YCTD;

G) Operating a satisfactory preventive maintenance, cleaning and major component rebuilding/replacement program and providing for the repair of all buses, two-way radios, fareboxes, data reporting subsystem, facility, and all other YCTD-provided equipment and CONTRACTOR-provided equipment used pursuant to this agreement; and compliance with California Administrative Code, Title 13;

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H) Assisting in public relations and sales promotion regarding the service associated with this Agreement, including telephone information services, posting and removing transit-related advertisements inside buses and distributing schedules to riders;

I) Establishing and maintaining a management information system on operations, labor, training, accidents, all buses and YCTD-provided equipment, as specified under reporting of the Scope of Work;

J) Preparation of budgets, analyses, and reports of the financial and other matters pertaining to the bus services;

K) Clerical, statistical, and bookkeeping services as required by this Agreement, keeping a separate set of books on YCTD operations;

L) Providing all drivers, road supervisors, mechanics, utility workers and customer service personnel with YCTD-approved uniforms and enforcing a YCTD-approved appearance code;

M) Maintaining required and appropriate insurance coverage, including documentation to YCTD, and repairing or replacing YCTD-provided buses and equipment in an expeditious manner if such buses or equipment are damaged or destroyed during the term of this Agreement;

N) Performing all other work as may be necessary to comply with the requirements of this Agreement;

O) Meeting, conferring, and coordinating with YCTD on a frequent basis, as determined solely by the Executive Director, or his/her designee,;

P) All such services shall conform to all requirements of all Federal, State and/or Local regulatory agencies, including the Public Utilities Commission, if applicable, and the CHP.

Q) Executing procurements in a manner consistent with CFR 4220.1F, as amended.

6. TERMINATION.

A) Termination for Default: If the CONTRACTOR fails to deliver supplies or to perform the services within the time specified in this Agreement or any extension or if the CONTRACTOR fails to comply with any other provisions of this Agreement, YCTD may terminate this Agreement for default. YCTD shall terminate by delivering to the CONTRACTOR a 54 of 212

Notice of Termination specifying the nature of the default. The CONTRACTOR will only be paid the contract price for supplies delivered and accepted, or services performed and accepted in accordance with the manner or performance set forth in this Agreement, less any penalties, other deductions and incentives assessed exclusively by YCTD pursuant to the terms of this Agreement. Acceptance of such final payment by CONTRACTOR shall constitute a complete accord and satisfaction as between the CONTRACTOR and YCTD.

This Agreement may be terminated by YCTD during the event of a material breach by the CONTRACTOR that has not been resolved in accordance to the process described below. A "material breach" for this purpose shall include, but not be limited to, the following items: i. Repeated failure by CONTRACTOR to operate service on time (defined as within five minutes of schedule), or to complete trips, per the published bus schedule requirements of this Agreement. "Repeated" shall be defined by the Executive Director, or his/her designee,. Repeated failures to operate on time shall not include incidents where CONTRACTOR could not have operated on time due to traffic conditions, weather or other acts of God, or if operating on time would have caused CONTRACTOR to violate any law or create a safety hazard. ii. Repeated failure by the CONTRACTOR to provide a sufficient number of operable, clean and road-worthy buses to operate full service. "Road-worthy" for this purpose means buses which conform to all safety requirements of the CHP and other applicable regulatory and safety agencies, and which are fully operable, including all components. iii. Failure by the CONTRACTOR to operate a safe service (e.g., having an accident record significantly higher than industry norms, as determined by Executive Director, or his/her designee,, evidence of continued disregard for proper bus operating procedures, etc.). iv. Failure by the CONTRACTOR to provide a preventive maintenance, repair, and component rebuilding program which in all respects conforms to the requirements of this Agreement, the CHP and other applicable regulatory agencies. v. Invalidation or lessening of warranty coverage on YCTD-provided buses or equipment due to CONTRACTOR's negligence in complying with warranty requirements.

55 of 212 vi. CONTRACTOR employee turnover rate significantly higher than industry norm. YCTD’s Executive Director, or his/her designee, has the sole authority to determine what the industry norm is for the type of service CONTRACTOR is providing for YCTD. vii. Repeated or significant failure by the CONTRACTOR to provide a sufficient number of qualified, proficient personnel to meet all of the requirements described in this Agreement. viii. Repeated or significant failure by the CONTRACTOR to provide the required minimum ratio of full-time employees to total employees, as negotiated and established in the Scope of Work to this Agreement. ix. Repeated or significant failure by CONTRACTOR to provide mandated training, facilities, parts, inventory, supplies and equipment required in this Agreement. x. Repeated or significant failure by the CONTRACTOR to provide services to the public in a professional, courteous manner. xi. Failure by the CONTRACTOR to make the corrections specified by the Executive Director, or his/her designee, in Notices of Deficiencies, at the times specified. xii. Repeated or significant failure by the CONTRACTOR to submit the required reports on time or in a truthful, accurate format. xiii. Repeated or significant failure by the CONTRACTOR to expeditiously and proficiently repair, rebuild, or replace YCTD- provided buses, equipment, facility, and inventory damaged destroyed, stolen, or lost while in CONTRACTOR's possession. xiv. CONTRACTOR's use of YCTD-provided buses, equipment, facility, and inventory for purposes other than those authorized by YCTD in writing. xv. Repeated or significant failure by CONTRACTOR to comply with safety, training, and accident reporting system requirements of the California Transit Insurance Pool. xvi. Repeated or significant failure by CONTRACTOR to provide wage and benefit rates to CONTRACTOR's employees which meet or exceed the rates included in CONTRACTOR's proposal and best and final offer. 56 of 212

xvii. Repeated or significant failure by CONTRACTOR to adequately safeguard and account for fare revenue per the requirements of this Agreement.

xviii. Failure by CONTRACTOR to create and maintain a separate set of financial records on YCTD operations.

xix. Repeated or significant failure by CONTRACTOR to pay its bills, payroll, and employee incentives associated with this Agreement on a timely basis.

xx. Repeated or significant failure by CONTRACTOR to properly use and maintain YCTD’s video surveillance system (Including having an acceptable “chain of custody” system in place for the recovery safe and secure storage of video related hard drives and files) on buses and at YCTD facilities, as well as two-way radio system, including access to repeaters, fare collection systems (farebox related systems and , vehicle location systems (currently including TripSpark Rangers, Streets software, Route deviation software, route monitoring destination sign systems), passenger alert and notification systems, paratransit route scheduling and dispatching systems (currently Novus), telephone system.

xxi. Repeated or significant failure by CONTRACTOR to provide adequate security of facility, buses, equipment, materials, supplies and services, associated with this Agreement.

xxii. Failure by CONTRACTOR to provide those goods and services under options (1-20) on a timely basis if YCTD exercises any such options in writing.

"Repeated", “significant” and “timely” shall be defined solely by the Executive Director, or his/her designee.

B) Opportunity to Cure. YCTD in its sole discretion may, in the case of a termination for material breach or default, allow the CONTRACTOR five (5) business days in which to cure the defect or present YCTD with a proposed written plan on how and when the breach will be cured. YCTD reserves the right to accept or reject said plan. In the event CONTRACTOR does not correct breach, does not present an acceptable plan to YCTD, or fails to abide by said plan, then YCTD reserves the unilateral right to terminate this Agreement immediately, or to notify CONTRACTOR of continued breach, in which case

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CONTRACTOR shall once again comply with the five (5) business day response process described in this paragraph.

If Contractor fails to remedy to YCTD’s satisfaction, the breach or default, or any of the other terms, covenants, or conditions of this Agreement within five (5) business days after receipt by Contractor of written notice from YCTD setting forth the nature of said breach or default, YCTD shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude YCTD from also pursuing all available remedies against Contractor and its sureties for said breach or default.

In the event that YCTD terminates this Agreement pursuant to this section, YCTD shall be liable only for payment under the payment provisions of this Agreement for services rendered before the effective date of termination, less any penalties and other deductions imposed pursuant to the terms of this Agreement. Acceptance of such final payment by CONTRACTOR shall constitute a complete accord and satisfaction as between the CONTRACTOR and YCTD.

C) Termination Due to Lack of Funds. YCTD, at its sole discretion, may terminate this Agreement at any time if YCTD transit services are eliminated due to a lack of funds. Such termination shall be effective on a minimum thirty (30) day written notice to CONTRACTOR and YCTD shall be liable only for payment under the payment provisions of this Agreement for services rendered before the effective date of termination. Acceptance of such final payment by CONTRACTOR shall constitute a complete accord and satisfaction as between the CONTRACTOR and YCTD.

YCTD reserves the exclusive right to work in good faith to reduce the number of authorized revenue hours and revenue miles, within the limits established in this Agreement, in an effort to establish a level of service that is commensurate with the amount of funding available for such revised service.

D) Termination for Convenience. YCTD by written notice may terminate this Agreement, in whole or in part, by at least 90 day’s written notice to CONTRACTOR when it is in the Government's interest. If this Agreement is terminated, YCTD shall be liable only for payment under the payment provisions of this Agreement for services rendered before the effective date of termination. Acceptance of such final payment by CONTRACTOR shall constitute a complete accord and satisfaction as between the CONTRACTOR and YCTD.

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E) Other Termination. This Agreement may also be terminated at any time upon mutual agreement between both parties.

7. YCTD'S REMEDIES ON BREACH.

A) It is understood and agreed that in the event of failure by CONTRACTOR to perform services required by this Agreement, in addition to all other remedies penalties and damages provided by law and in this Agreement, YCTD may provide such services, and deduct the cost of doing so from the amounts due or to become due to the CONTRACTOR. The costs to be deducted shall be the actual costs to YCTD to provide such equipment, materials, and services, as well as actual costs to implement the material breach process, including legal and court costs, or the costs shown on the Service and Payment Schedule, whichever is greater.

YCTD reserves the right to order and receive payment against the performance bond or other acceptable security required in this Agreement for such work determined by YCTD as necessary as the result of CONTRACTOR’S material breach pursuant to this Agreement, if the amounts due or to become due to the CONTRACTOR are insufficient to cover the costs of such work.

B) Waiver of Remedies During Breach. In the event that YCTD elects to waive its remedies for any beach by Contractor of any covenant, term or condition of this Agreement, such waiver by YCTD shall not limit YCTD’s remedies for any succeeding breach of that or of any other term, covenant, or condition of this Agreement.

C) Notice of Deficiencies. Prior to terminating this Agreement for Default, Executive Director, or his/her designee, may issue a Notice of Deficiencies to CONTRACTOR, specifying areas of unsatisfactory performance and specifying what improvements are necessary to correct the deficiency. Such notice shall specify the provision(s) of this Agreement which address the issue. Nothing in this paragraph prevents YCTD from imposing penalties pursuant to its Performance Incentive and Penalty program described in Exhibit “D”.

CONTRACTOR shall correct the deficiency(ies) within reasonable time limits specified by YCTD.

8. DISPUTES.

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A) Any dispute between the CONTRACTOR and YCTD relating to the implementation or administration of this Agreement shall be resolved in accordance with this Section.

B) The parties shall first attempt to resolve the dispute informally in meetings or communications between the CONTRACTOR and the YCTD Executive Director, or his/her designee. If the dispute remains unresolved fifteen (15) days after it first arises, the CONTRACTOR may request that the YCTD Executive Director, or his/her designee, issue a preliminary decision on the matter in dispute. The YCTD Executive Director, or his/her designee, shall issue the preliminary decision in writing and provide a copy to the CONTRACTOR.

C) The preliminary decision of the YCTD Executive Director, or his/her designee, shall become final unless, within fifteen (15) days of receipt of such preliminary decision, the CONTRACTOR submits a written request for review to the YCTD Board. In connection with any such review, the CONTRACTOR and the YCTD Executive Director, or his/her designee shall be afforded an opportunity to be heard and to offer evidence on the issues presented. If the dispute remains unresolved after review by the YCTD Board, either party may seek judicial resolution of the dispute in an appropriate court in Woodland, California.

D) Performance During Dispute. Unless otherwise directed by YCTD, CONTRACTOR shall continue performance under this Agreement while matters in dispute are being resolved. E) Claims for Damages. Should either party to this Agreement suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. F) Remedies. Unless this Agreement provides otherwise, all claims, counterclaims, disputes and other matters in question between YCTD and the CONTRACTOR arising out of or relating to this Agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction in Woodland California, in which YCTD is located. G) Rights and Remedies. The duties and obligations imposed by the Agreement Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by YCTD, or CONTRACTOR shall constitute a waiver of any right or 60 of 212

duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

9. SELECTION OF ON-SITE MANAGEMENT.

The person serving as site manager shall be approved by YCTD’s Executive Director, or his/her designee, and shall not perform duties for CONTRACTOR other than managing YCTD operations without notification of and prior written approval from the Executive Director, or his/her designee. In addition, CONTRACTOR shall designate an agent authorized to bind the CONTRACTOR in all aspects of CONTRACTOR's performance of this Agreement, who shall be available at all times, either by phone or in person, to make decisions or provide coordination as necessary.

In the event the site manager of CONTRACTOR is no longer available to serve in such capacity, then CONTRACTOR shall immediately propose a replacement site manager to YCTD. YCTD shall have the right to interview the proposed replacement site manager. CONTRACTOR shall not assign a site manager without prior written approval of YCTD’s Executive Director or his/her designee.

The above individuals shall be responsible for monitoring and managing all aspects of the system operation and maintenance, including, but not limited to: ridership, quality of service, fare collection, surveys, maintenance and repair work, attitudes, motivations, and performance of all personnel.

CONTRACTOR shall abide by all requirements and penalties as described in the Scope of Work (Exhibit “B”) and Performance Penalty Program (Exhibit “D”) for the Site Manager, Maintenance Manager, Operations Manager, Safety and Training Manager, and Human Resources Manager.

10. BUSES, EQUIPMENT, RADIOS, and FACILITY.

YCTD shall provide CONTRACTOR with the buses, facility, and equipment specified in the Scope of Work (Exhibit "B") and RFP (Exhibit "A"), or any subsequent amendments thereto. CONTRACTOR shall supply all other equipment, parts, services and supplies necessary to operate the transit system as specified in this Agreement.

CONTRACTOR acknowledges that YCTD use of radio frequency is contingent upon the proper conduct being exercised by CONTRACTOR's employees in transmitting and receiving. In the event that YCTD should lose the right to use said frequency as a result of misconduct by CONTRACTOR's employees, CONTRACTOR shall pay YCTD all such costs required to either re-establish the

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same frequency or to reconfigure/replace YCTD-provided radio equipment to assure that comparable communications are provided.

11. EMPLOYEE QUALIFICATIONS/TRAINING/WORK RULES.

CONTRACTOR shall comply with the employee qualification, training, and work rule requirements specified in the Scope of Work (Exhibit "B") for all employees, whether full-time or part-time.

12. TELEPHONE SERVICE.

Contractor shall comply with the Scope of Work (Exhibits "B") relative to the delineation of telephone requirements. Upon termination or expiration of the agreement, CONTRACTOR shall release all telephones associated with YCTD services for YCTD's or its future bus CONTRACTOR's use.

13. HOLIDAYS.

CONTRACTOR agrees to furnish services in accordance with schedules established by YCTD. Non-operating days and/or holiday schedules shall coincide with those outlined in Exhibit "E".

The Executive Director, or his/her designee, shall designate the day of observance of all holidays after conferring with CONTRACTOR. The Executive Director, or his/her designee, shall provide no less than ten (10) days notice to CONTRACTOR of the day(s) designated for the holiday schedule.

If a holiday falls on a Sunday, the Executive Director, or his/her designee, may designate both the Sunday and the following Monday for the holiday schedule.

If a holiday falls on a Saturday, the Executive Director, or his/her designee, may designate both the Saturday and the previous Friday for the holiday schedule.

CONTRACTOR shall post notices of holiday schedule in all buses used in YOLOBUS service at least one week in advance of each upcoming holiday, as well as issue press releases to local newspapers and television stations regarding such.

14. CHANGES IN LEVEL OF SERVICE.

The level of service required of CONTRACTOR shall be as specified in the Service and Payment Schedule which is in effect at the time in question. Changes in the level of service shall not be authorized until the effective date of 62 of 212 an amended Service and Payment Schedule, except emergency adjustments as specified in Subparagraph A., below. Amendments to the Service and payment Schedule may be made as set forth below in Subparagraph B through E, inclusive.

A) Emergency Adjustments by CONTRACTOR. Notwithstanding the requirements of the Service and Payment Schedule then in effect, CONTRACTOR unilaterally may modify the level of service provided only in the event of an emergency which requires a detour or an adjustment in routing or scheduling under circumstances where there is no opportunity for the parties to confer; provided, however, that such changes do not "substantially change" the level of service, as defined in Subparagraph 14B, provided pursuant to the Service and Payment Schedule then in effect. The Executive Director, or his/her designee, shall be notified immediately when such adjustments occur. The Executive Director, or his/her designee, shall specify steps to be taken by CONTRACTOR to notify patrons of the change to routing and/or scheduling necessitated by such emergency adjustments, and/or modifications to the emergency adjustments made by CONTRACTOR. Increases or decreases in compensation arising from such adjustments shall equal actual increases or decreases in the number of vehicle route miles or hours expended by CONTRACTOR, and shall be made in the next monthly billing.

B) Substantial Change in Service Level Defined. Any proposed change in the service level shall be deemed a "substantial change" if such results in:

i. A cumulative net increase or decrease of more than 40% in revenue miles or revenue hours from the first year’s service level (with the exception of options in CONTRACTOR’s proposal, which shall not count against the 40% limit) or more in the total number of revenue service hours or revenue service miles provided for combined fixed route and paratransit services as specified in the Request for Proposals; or

ii. A cumulative net increase or decrease of more than 40% in the total number of buses CONTRACTOR is required to maintain or provide as a result of service changes, beyond those provisions outlined in the Scope of Work and addressed in CONTRACTOR’s proposal.

All other changes in the level of service shall be deemed non-substantial changes.

C) Non-Substantial Changes in Service Level by Executive Director. YCTD, through the Executive Director, or his/her designee,, may order a 63 of 212

non-substantial change in the level of service, either by way of an increase or a decrease, by providing a written order to CONTRACTOR specifying the change and the effective date. Such written change order shall be construed as an amendment to the Service and Payment Schedule. CONTRACTOR agrees to comply with such written orders. In his sole discretion, the Executive Director, or his/her designee, may elect to treat any such change as a substantial change, and use the process set forth in Subparagraph 14D below. The rate of compensation owed to CONTRACTOR for such work shall be based on the unit rates established per revenue service hour and revenue service mile for the time period then in effect.

D) Substantial Change in Service Level by YCTD Board. A substantial increase or decrease in the level of service, as defined in Subparagraph 14B, may be ordered by the YCTD Board, and CONTRACTOR agrees to provide such services, provided that the parties shall agree as to cost adjustments pursuant to Subparagraph 14E. below, or as otherwise provided. CONTRACTOR shall be given no less than seven (7) days' written notice of the intent to order such substantial increase, and shall have an opportunity to be heard prior to the adoption of such order. Such order shall not be effective sooner than sixty (60) days from the date of its adoption, unless mutually agreed otherwise in writing by both parties.

E) Determining Costs After a Substantial Change in Service. After a Substantial Change in the level of service, as defined in Subparagraph 14B above, the Service and Payment Schedule shall be adjusted to reflect the actual changes ordered in the revenue service hours and miles, using the unit costs for each then in effect. If such results in a need for additional equipment and/or facilities, the CONTRACTOR shall notify YCTD and within seven (7) days after receipt of such order shall submit a claim detailing such additional needs and their costs. The parties shall mutually agree upon an equitable settlement of CONTRACTOR's claims; however, substantial changes in service shall not be construed as an opportunity for CONTRACTOR to propose adjustments to the Service and Payment Schedule for other than those additional costs directly attributable to such substantial changes.

F) At no additional charge to YCTD, CONTRACTOR shall, on a timely basis, prepare and submit in electronic form suggested run cuts for the proposed change of service. Upon YCTD order to implement said service changes, CONTRACTOR shall, at CONTRACTOR’s expense, re-program electronic information signs on all buses that have such. CONTRACTOR shall, on a timely basis, utilize its personnel to assist YCTD in distributing information regarding the service changes, as well as in training CONTRACTOR’s personnel regarding the changes. 64 of 212

G) Changes in Subsidiary Duties. The Executive Director, or his/her designee, may request changes in CONTRACTOR's reporting requirements, training/safety program, preventive maintenance and repair program, IT program, inventory requirements, public information and dispatching services, testing procedures, personnel practices and/or other operating details not resulting in changes in level of service. If said changes differ from contractual requirements and if CONTRACTOR declines such requests, or such requests (if beyond contractual requirements) would result in a material increase in CONTRACTOR's costs or in the time required for performance, CONTRACTOR shall notify YCTD and within seven (7) days after receipt of such order shall submit a claim detailing such objections and/or increases. The parties shall negotiate an equitable settlement of CONTRACTOR's claim, which reflects actual increases or decreases in CONTRACTOR's total costs to perform this Agreement caused by the change in question. In the case of ordered service/subsidiary duty changes for which CONTRACTOR has provided a price under "options" (in Exhibit "G"), such rates shall apply.

H) Nothing in this Agreement precludes YCTD from electing to provide parts and supplies for bus and facility maintenance and repair on a pass- through basis. Should YCTD exercise this option, then YCTD shall deduct parts and supplies costs from payment to CONTRACTOR and CONTRACTOR shall exercise measures required by YCTD to assure continuing control and security of all inventory.

I) Nothing in this Agreement precludes YCTD from electing to hire its own maintenance related manager and employees or contract out maintenance and rebuild activities. Should YCTD exercise this option, then YCTD shall deduct maintenance related labor and benefits from payment to CONTRACTOR.

J) Nothing in this Agreement precludes YCTD from electing to have CONTRACTOR provide self-insured retention coverage against liability and property damage claims to replace YCTD’s program through the California Transit Insurance Pool, effective May 1st of each year. Should YCTD exercise this option, then CONTRACTOR shall provide such coverage at the rates described in CONTRACTOR’s Best and Final Offer. Furthermore, if this option is exercised by YCTD, CONTRACTOR agrees to indemnify, defend, and hold harmless YCTD, the Cities of Winters, Woodland, Davis, and West Sacramento, the County of Yolo, and the , Davis against all claims, real or illusory, associated with CONTRACTOR’s provision of service.

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A) Consideration. In and for complete consideration of all services to be provided by CONTRACTOR, YCTD monthly, in arrears, shall pay those unit rates specified below, based on the number of months, revenue miles, and revenue hours in the Service and Payment Schedule (Exhibit “E”) in effect at the time that the services were provided for each month and each applicable revenue mile and revenue hour provided during the billing period. (Note: There is no revenue mile fee for paratransit service; rather, fixed monthly and revenue hour unit fees apply to paratransit service.) In the event that a modification to the Schedule is effective during a billing period, the consideration shall be prorated on a daily basis. Such consideration is the sole and exclusive consideration for all services to be provided by CONTRACTOR pursuant to this agreement, including the CONTRACTOR's costs for repair and maintenance operations which conform to the CHP's requirements.

B) In addition to the rates contained in Section 15.A of this Agreement, YCTD agrees to reimburse CONTRACTOR for the cost of rebuilding engines and transmissions, and providing new engines and transmissions, on YCTD provided vehicles. Rebuilding and replacement shall require the prior approval of the YCTD Executive Director, or his/her designee, and shall be in conformance with the procedures listed in Exhibit “B” (Scope of Work). After obtaining the approval of the Executive Director, or his/her designee, CONTRACTOR shall invoice YCTD its actual cost of performing the rebuilding, less in-house labor (which is paid for already), and shall have detailed verification of its costs. YCTD shall not be required to authorize or pay for the cost of rebuilding or replacing engines or transmissions caused by the negligence of CONTRACTOR or its agents or employees. YCTD’s Executive Director, or his/her designee, has the unilateral right to declare that a rebuild was the result of CONTRACTOR’s negligence.

C) Except for otherwise provided in this Agreement, the rates contained in Exhibit “E” for Years 1-12 of this Agreement shall not be subject to renegotiation between YCTD and CONTRACTOR.

D) On or before January 15th of each year, CONTRACTOR shall prepare and present to YCTD a proposed list of facility, equipment, and tool upgrades for the subsequent contract year, to be considered by YCTD. YCTD does not guarantee that any of these items will be acquired; however, in the event they are acquired, CONTRACTOR shall maintain, insure, store, and properly use such upgrades.

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E) Upon payment of CONTRACTOR’s invoice for startup costs and associated startup equipment, said equipment shall be titled to and become the property of YCTD. CONTRACTOR shall abide by Circular 4220.1E, as amended, relative to procurement requirements associated with such tools and equipment.

F) Claims; Form; Time of Submission. Commencing on ______and monthly thereafter, CONTRACTOR shall submit its claim for compensation to the Executive Director, or his/her designee,. Such claims shall specify the dates of service, and designate by route and the type of day (i.e., weekday, Saturday, Sunday/Holiday) the number of revenue hours and miles actually provided for which compensation is claimed. A summary of revenue hours and miles missed by route and date shall be submitted with CONTRACTOR's claim.

YCTD may issue forms for such claims, and CONTRACTOR will utilize and include all information required by such forms in submitting its claims.

In addition, YCTD may request, and CONTRACTOR shall make available, such books and/or records required to enable verification of a claim.

G) Payment of Claims; Time; Dispute Resolution. Upon receipt of a claim, the Executive Director, or his/her designee, shall verify its accuracy and completeness. If the claim is accurate and all of the required reports have been submitted in a complete and accurate format, and CONTRACTOR is entitled to payment thereon, the Executive Director, or his/her designee, shall approve the claim and forward it for payment to the appropriate YCTD offices.

Approved claims shall be due and payable on the 30th day after receipt of the complete and accurate claim and all required verification and reports.

If the Executive Director, or his/her designee, disputes all or part of a claim, he shall approve the undisputed portion for payment, and deduct the disputed portion. The amounts and reasons for a disputed claim shall be documented to CONTRACTOR within fifteen (15) days of receipt of invoice.

The parties shall then confer regarding resolution of the dispute.

H) Fuel Price Adjustments. Each month, YCTD shall reimburse CONTRACTOR for diesel and gasoline fuel which was purchased by CONTRACTOR and consumed on buses used in YCTD service, under those provisions outlined in the Fuel Payment Program (Exhibit "C"). CONTRACTOR shall keep and submit a monthly log of fuel used in each 67 of 212

bus. YCTD will not compensate CONTRACTOR for fuel used in all other vehicles (e.g., service truck, staff cars, fork lift, tractor, etc.), as such other costs are included in contract rates.

I) Performance Penalties Program. CONTRACTOR's performance shall be reviewed and, where appropriate, and penalties shall be assessed with each claim, based on the Performance Penalties Program described in Exhibit "D". The decision of the Executive Director, or his/her designee, is final with respect to any assessment of penalties. Such penalties apply only to those periods of time when assessments are being made. Afterward, the rate paid to CONTRACTOR shall revert back to the original rates described in the Services and Payment Schedule (with adjustments for fuel price changes, as described above) until another assessment is made.

Both parties agree that the assessment of penalties relative to the Performance Penalties Program shall not lessen the YCTD's right to declare a material breach of CONTRACT, particularly if the CONTRACTOR is assessed penalties for repeated failure to comply with the operating requirements and standards of this Agreement.

CONTRACTOR shall pay employees incentives and bonuses included in CONTRACTOR’s Best and Final offer directly to CONTRACTOR’s on-site employees associated with this Agreement. The methodology for distribution shall be subject to written approval from YCTD’s Executive Director, or his/her designee.

The Executive Director, or his/her designee, may, in writing, modify the performance penalties and incentives program, including areas covered, subject to CONTRACTOR written approval regarding the changes made.

J) Consideration During Option Terms. In the event that YCTD extends the term(s) of this Agreement beyond the initial term, the consideration paid to the CONTRACTOR during the extended term(s) shall be not exceed those rates established for the corresponding time periods in the Service and Payment Schedule, plus or minus any changes in service that were authorized in writing by the Executive Director, or his/her designee.

16. FARES.

A) All fares collected by the CONTRACTOR are the property of YCTD. CONTRACTOR's authorized supervisory personnel shall always be present to oversee and witness the removal of fare revenue by YCTD personnel or YCTD's agent.

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B) YCTD reserves the right to set fare rates for passengers. Such rates may be revised from time to time by YCTD, by minute order or resolution, and set at such levels as may be determined to be in the best interest of the participating agencies in YCTD. Prior to revising such fares, YCTD shall consider CONTRACTOR's advice regarding the appropriate fares.

C) YCTD shall provide CONTRACTOR with written instructions on fare changes at least ten (10) days before such fares become effective, and CONTRACTOR shall collect such fares as are currently in effect. CONTRACTOR shall not be required to make change for fares, but shall prepare and post notices on all buses that the correct change for fares or applicable passes is required to board the bus.

D) CONTRACTOR shall be responsible for the proper collection, storage, and safekeeping of fares. Drivers shall not handle cash and shall use the fare collection system provided by YCTD. Drivers shall properly use the keypad to record trip information on buses with GFI fareboxes.

17. INDEMNIFICATION AND SAVE HARMLESS.

Except for gross negligence or willful misconduct of the CONTRACTOR, YCTD undertakes and agrees to defend, indemnify, and hold harmless the CONTRACTOR, its Board of Directors, officers, agents, employees, assigns, and successors in interest from and against all suits and causes of action, claims, losses, demands, and liabilities, including but not limited to attorneys fees and cost of litigation, damage or liability of any nature, whatsoever, for death or injury to any person, excluding CONTRACTOR's employees and agents (who shall be covered by CONTRACTOR's worker's compensation insurance), or damage or destruction of any property of either party hereto or of third parties, arising in any manner by reason of, or incident to, the performance of this Agreement on the part of CONTRACTOR, up to those YCTD limits described below.

CONTRACTOR shall investigate, indemnify, defend and hold harmless YCTD and the CITIES of DAVIS, WEST SACRAMENTO, WOODLAND, and WINTERS, and the COUNTY OF YOLO, and all their officers, employees and agents from any and all third party claims, demands, losses, or liabilities of any kind or nature whatsoever, whether real or illusory, in excess of those YCTD limits listed in Subparagraph 17A below which YCTD or the CITIES of DAVIS, WEST SACRAMENTO, WOODLAND, and WINTERS, and the COUNTY OF YOLO, and their officers, employees and/or agents may sustain or incur, or which may be imposed upon them or any of them for any acts or omissions arising from CONTRACTOR's actions, performance, attempted performance, or non-performance of this Agreement. This shall not be construed or interpreted to mean that CONTRACTOR shall be required to pay or defend any claims,

demands, losses or liabilities of any kind that are covered by the insurance provided by YCTD under Section 18 herein.

18. LIABILITY AND OTHER INSURANCE.

A) Public Liability, Bodily Injury, Property Damage. Unless the CONTRACTOR-provided insurance option described under Options is exercised by YCTD, YCTD shall secure and maintain in force for the term hereof, insurance policies which will protect the CONTRACTOR, its officers, employees, and/or agents, YCTD, the CITIES of DAVIS WEST SACRAMENTO, WOODLAND and WINTERS, and the COUNTY OF YOLO, and their officers, employees, and/or agents, from claims for bodily, death, or property damage which may arise from CONTRACTOR's operations under this Agreement, whether such operations be by CONTRACTOR or by any agent of CONTRACTOR or anyone employed by him directly or indirectly. Said policies shall be not for less than the following amounts and shall name CONTRACTOR, CITY of DAVIS, CITY of WEST SACRAMENTO, CITY of WOODLAND, CITY OF WINTERS and COUNTY OF YOLO as additional insureds, with coverages which meet or exceed the following:

i. Public Liability, Bodily Injury, and Property Damage Insurance:

a. Injury or death of one person: $20,000,000 per occurrence

b. Injury or death of more than one person in a single occurrence: $20,000,000 per occurrence

c. Property Damage: $1,000,000 per occurrence

ii. Automobile and Truck Public Liability, Bodily Injury, and Property Damage:

a. Injury or death of one person: $20,000,000 per occurrence

b. Injury or death of more than one person in a single occurrence: $20,000,000 per occurrence

c. Property Damage: $1,000,000 per occurrence

CONTRACTOR recognizes and agrees that YCTD insurance does NOT insure the CONTRACTOR for other liabilities including but not limited to wrongful discharge or liability arising from criminal acts performed by 70 of 212

CONTRACTOR’s employees whether on or off duty, while employed by CONTRACTOR.

B) Other Insurance Coverages. CONTRACTOR shall provide the following additional insurance coverages:

i. Comprehensive (all losses) coverage on all YCTD-provided buses, including appurtenances: First $10,000 per occurrence per bus

ii. Comprehensive (all losses) coverage on all other YCTD-provided and CONTRACTOR-provided equipment, facilities and inventory at replacement value. CONTRACTOR shall be required to also cover any deductibles.) (Assume estimated value of all buildings, other improvements, shop, office, and yard equipment , bus washer, CNG equipment, diesel fueling sysem, supplies and inventory at $12,000,000.)

iii. General liability insurance with limits up to at least $2,000,000 per occurrence first-dollar coverage with no annual accumulation limit. CONTRACTOR shall provide Garagekeepers Legal Liability insurance with a limit of not less than $2,000,000 per occurrence.

Such insurance shall not exclude coverage for any liabilities assumed by CONTRACTOR pursuant to this Agreement.

YCTD shall provide coverages, or shall be self-insured, for collision and comprehensive losses which exceed these limits for YCTD-provided buses and equipment.

C) Workers' Compensation Insurance. Before execution of this agreement, CONTRACTOR shall file the following signed certification:

"I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability or Workers' Compensation or to undertake self-insurance before commencing any of the work."

CONTRACTOR shall also comply with Section 3800 of the Labor Code by securing, paying for, and maintaining in full force and effect for the duration of the CONTRACT, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to YCTD before execution of this Agreement. CONTRACTOR shall indemnify YCTD, its officers and employees, for any claims in law or equity occasioned by failure of CONTRACTOR to comply with this paragraph.

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CONTRACTOR shall also carry such other insurance as may be required by law.

D) Theft Insurance. CONTRACTOR shall provide bonds, insurance, or other security acceptable by Executive Director, or his/her designee, protecting YCTD from theft of collected fares in an amount of no less than FIFTY THOUSAND ($50,000) DOLLARS per occurrence. Theft insurance on all YCTD-provided buses and equipment shall be provided per Subparagraph 18B of this Agreement.

E) Insurance Certificates & Cancellation. CONTRACTOR shall within fifteen (15) days of execution and delivery of this Agreement deliver to YCTD copies of such certificates of insurance. Each certificate shall certify that the policy or policies contain a clause providing that written notice shall be given to YCTD at least thirty (30) days prior to termination, cancellation, or reduction in coverage.

In the event CONTRACTOR fails to maintain the insurance as herein provided, YCTD may take out such insurance and the cost thereof to YCTD shall be deducted from the compensation due CONTRACTOR by YCTD at the time the next payment is due.

F) Notification of Actions. CONTRACTOR hereby covenants and agrees to notify YCTD of any and all actions filed against CONTRACTOR or any agent, servant or employee of CONTRACTOR, for any cause whatsoever arising out of the operations to be conducted by CONTRACTOR pursuant to this Agreement, said notification to occur within a reasonable time after notification to CONTRACTOR, but in no event exceeding seven (7) calendar days.

G) CONTRACTOR agrees to maintain all books, records, accounts and reports required under this Agreement for a period of not less than three years after the date of termination or expiration of this Agreement, in which case CONTRACTOR agrees to maintain same until YCTD, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives have disposed of all such litigation, appeals, claims or exceptions related thereto (reference 49 CFR 18.39(i)(11).

19. INSURANCE CLAIMS.

This section specifies CONTRACTOR's duty to pursue insurance claims for YCTD-provided buses or equipment damaged or destroyed while in CONTRACTOR's possession.

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A) CONTRACTOR agrees to maintain and return such buses, facility, and equipment to YCTD in the same condition as when provided by YCTD, excepting only reasonable wear and tear not attributable to CONTRACTOR's failure to perform its maintenance obligations pursuant to this Agreement. CONTRACTOR shall provide enough substitute buses to meet all peak and off-peak hour requirements of this Agreement pending repair or replacement of any YCTD-provided bus or equipment damaged, stolen, lost or destroyed while in CONTRACTOR's possession.

B) If such buses, facilities, and equipment are damaged or destroyed while in CONTRACTOR's possession, CONTRACTOR, shall immediately obtain estimates and repair or replace such in an expeditious manner, avoiding, to the best extent practicable, use of damaged buses or equipment in service until they have been repaired or replaced. In its own behalf, CONTRACTOR may pursue any insurance claims which may exist by virtue of the damage or destruction, to the following extent:

i. To the full value of the loss if no claim will be made against YCTD or its insurer;

ii. To the extent of CONTRACTOR's or his insurer's out-of-pocket loss if any portion of the loss is claimed against YCTD or its all-risk insurance provided pursuant to Subparagraph 18B. In the event that any portion of the loss is claimed against or covered by YCTD or its insurance, the proceeds of any collection from a third person, and the costs of such collection, shall be prorated between CONTRACTOR and YCTD on the same ratio as exists with regard to the actual loss coverage paid by the CONTRACTOR's insurance versus YCTD's insurance.

The CONTRACTOR and its insurance carrier shall extend full cooperation to YCTD and its insurance carrier in claims adjustment against third persons. In the event that the CONTRACTOR's or his insurance carrier's actions result in a disclaimer of coverage by YCTD's insurance carrier(s), the CONTRACTOR shall indemnify YCTD for its total costs resulting therefrom.

Neither the CONTRACTOR nor his insurance carrier shall file any lawsuit against any third person for any loss subject to this section without YCTD's prior written consent, which shall not be unreasonably withheld.

20. MAINTENANCE RECORDS AND INSPECTIONS.

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Records of all maintenance and inspections shall at all times be kept in an organized format to be approved by YCTD’s Executive Director, or his/her designee, and made available to YCTD, the CHP and/or other regulating agencies with jurisdiction when requested. YCTD maintains the right to inspect, examine and test, at any reasonable time, any equipment used in the performance of the work in order to insure compliance with this Agreement. Such YCTD inspection shall not relieve the CONTRACTOR of the obligation to continually monitor the condition of such buses and to identify and correct all substandard or unsafe conditions immediately upon discovery. CONTRACTOR shall transport all such vehicles at CONTRACTOR's expense, to YCTD's designated inspection facilities when requested by YCTD. In the event that CONTRACTOR is instructed by YCTD, the CHP, or any other regulatory agency to remove any equipment from service due to mechanical and/or safety reasons, CONTRACTOR shall make any and all specified corrections and repairs to the equipment and resubmit the equipment for inspection and testing before it is placed in service.

21. FEDERAL, STATE, AND LOCAL LAWS.

A) CONTRACTOR warrants and covenants that it shall fully and completely comply with all applicable Federal, State and local laws and ordinances, and all lawful orders, rules and regulations issued by any YCTD with jurisdiction in all aspects of its performance of this Agreement. B) Federal Grant Conditions. This Agreement is subject to a financial assistance contract between YCTD and the United States of America (hereinafter “Federal Government”), acting through the Department of Transportation (hereinafter “U. S. DOT”), and Federal Transit Administration (hereinafter “FTA”). Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives including without limitation those listed directly or by reference in the procedures and directives including without limitation those listed directly or by reference in the FTA Master Agreement between YCTD and FTA, as amended, and are incorporated herein by this reference. The CONTRACTOR shall comply with these FTA requirements and as they may be amended or promulgated from time to time during the term of this Agreement. The CONTRACTOR shall not perform any act, fail to perform any act, or refuse to comply with any YCTD directives which would cause YCTD to be in violation of the FTA terms and conditions. Contractor’s failure to comply with these FTA requirements and YCTD directives shall constitute a material breach of this Agreement. C) Fly America. (transportation of persons or property by air) The CONTRACTOR agrees to comply with 49 USC 40118 (the "Fly America" Act) in accordance with the General Services Administration's

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regulations at 41 CFR Part 301-10, which provide that recipients and subrecipients of Federal funds and their contractors are required to use U.S. Flag air carriers for U.S Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. The CONTRACTOR shall submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall, in any event, provide a certificate of compliance with the Fly America requirements. The CONTRACTOR agrees to include the requirements of this section in all subcontracts that may involve international air transportation. D) Charter Bus Requirements. The CONTRACTOR agrees to comply with 49 USC 5323(d) and 49 CFR Part 604, which provides that recipients and subrecipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except under one of the exceptions at 49 CFR 604.9. Any charter service provided under one of the exceptions must be "incidental," i.e., it must not interfere with or detract from the provision of mass transportation. E) School Bus Requirements. Pursuant to 69 USC 5323(f) and 49 CFR Part 605, recipients and subrecipients of FTA assistance may not engage in school bus operations exclusively for the transportation of students and school personnel in competition with private school bus operators unless qualified under specified exemptions. When operating exclusive school bus service under an allowable exemption, recipients and subrecipients may not use federally funded equipment, vehicles, or facilities. F) Cargo Preference (use of U. S. flag vessel). The CONTRACTOR agrees: (a) to use privately owned United States-Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States-Flag commercial vessels; (b) to furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 working days following the date of leading for shipments originating outside the United States, a legible copy of a rated, "on-board" commercial ocean bill-of-lading in English for each shipment of cargo described in the preceding paragraph to the Division of National

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Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to YCTD (through the CONTRACTOR in the case of a subcontractor's bill-of-lading.) (c) to include these requirements in all subcontracts issued pursuant to this Agreement when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel. G) Energy Conservation. The CONTRACTOR agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. H) Clean Water. (1) The CONTRACTOR agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 USC 1251 et seq. The CONTRACTOR agrees to report each violation to YCTD and understands and agrees that YCTD will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The CONTRACTOR also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. I) Clean Air (1) The CONTRACTOR agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 USC §§ 7401 et seq. The CONTRACTOR agrees to report each violation to YCTD and understands and agrees that YCTD will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The CONTRACTOR also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. J) Recycled Products. The CONTRACTOR agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 USC 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part

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K) Lobbying. (1) Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR Part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 USC 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 USC 1352. Such disclosures are forwarded from tier to tier up to YCTD. (2) The CONTRACTOR also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. L) Access to Records and Reports (1) Where YCTD is the FTA Recipient or a sub-grantee of the FTA Recipient in accordance with 49 USC 5325(a) enters into a contract for a capital project or improvement (defined at 49 USC 5302(a)(1) through other than competitive bidding, the CONTRACTOR shall make available records related to the contract to YCTD, the Secretary of Transportation and the Comptroller General or any authorized officer or employee of any of them for the purposes of conducting an audit and inspection. (2) The CONTRACTOR agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (3) The CONTRACTOR agrees to maintain all books, records, accounts and reports required under this Agreement for a period of not less than three years after the date of termination or expiration of this Agreement, except in the event of litigation or settlement of claims arising from the performance of this Agreement, in which case Contractor agrees to maintain same until YCTD, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11). (4) FTA does not require the inclusion of these requirements in subcontracts.

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M) Federal Changes Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between YCTD and FTA, as they may be amended or promulgated from time to time during the term of this Agreement. Contractor's failure to so comply shall constitute a material breach of this Agreement. N) No Obligation by the Federal Government (1) YCTD and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Agreement and shall not be subject to any obligations or liabilities to YCTD, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The CONTRACTOR agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. O) Program Fraud and False or Fraudulent Statements or Related. (1) The CONTRACTOR acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 USC §§ 3801 et seq and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 CFR Part 31 apply to its actions pertaining to this Project. Upon execution of the underlying contract, the CONTRACTOR certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this Agreement work is being performed. In addition to other penalties that may be applicable, the CONTRACTOR further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the CONTRACTOR to the extent the Federal Government deems appropriate. (2) The CONTRACTOR also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 USC § 5307, the

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Government reserves the right to impose the penalties of 18 USC § 1001 and 49 USC § 5307(n)(1) on the CONTRACTOR, to the extent the Federal Government deems appropriate. (3) The CONTRACTOR agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

P) Government-Wide Debarment and Suspension . This Agreement is a covered transaction for purposes of 49 CFR Part 29. As such, the CONTRACTOR is required to verify that none of the CONTRACTOR, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The CONTRACTOR is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by YCTD. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to YCTD, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Q) Privacy Act. The following requirements apply to the CONTRACTOR and its employees that administer any system of records on behalf of the Federal Government under any contract: (1) The CONTRACTOR agrees to comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 USC § 552a. Among other things, the CONTRACTOR agrees to obtain the express consent of the Federal Government before the CONTRACTOR or its employees operate a system of records on behalf of the Federal Government. The CONTRACTOR understands that the requirements of the Privacy Act,

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including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying contract. (2) The CONTRACTOR also agrees to include these requirements in each subcontract to administer any system of records on behalf of the Federal Government financed in whole or in part with Federal assistance provided by FTA. R) Civil Rights. The following requirements apply to the underlying Agreement: (1) Nondiscrimination: In accordance with Title VI of the Civil Rights Act, as amended, 42 USC § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 USC § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 USC § 12132, and Federal transit law at 49 USC § 5332, the CONTRACTOR agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the CONTRACTOR agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Employment Opportunity: The following equal employment opportunity requirements apply to the underlying contract. (a) Race, Color, Creed, National Origin, Sex: In accordance with Title VII of the Civil Rights Act, as amended, 42 USC § 2000e, and Federal transit laws at 49 USC § 5332, the CONTRACTOR agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 CFR Parts 60 et seq (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 USC § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The CONTRACTOR agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the CONTRACTOR agrees to comply with any implementing requirements FTA may issue. (b) Age: In accordance with section 4 of

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the Age Discrimination in Employment Act of 1967, as amended, 29 USC § 623 and Federal transit law at 49 USC § 5332, the CONTRACTOR agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the CONTRACTOR agrees to comply with any implementing requirements FTA may issue. (c) Disabilities: In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 USC § 12112, the CONTRACTOR agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 CFR Part 1630, pertaining to employment of persons with disabilities. In addition, the CONTRACTOR agrees to comply with any implementing requirements FTA may issue. (3) The CONTRACTOR also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. S) Transit Employee Protective Agreements. (1) The CONTRACTOR agrees to comply with applicable transit employee protective requirements as follows: (a) General Transit Employee Protective Requirements: To the extent that FTA determines that transit operations are involved, the CONTRACTOR agrees to carry out the transit operations work on the underlying contract in compliance with terms and conditions determined by the U.S. Secretary of Labor to be fair and equitable to protect the interests of employees employed under this Agreement and to meet the employee protective requirements of 49 USC A 5333(b), and U.S. DOL guidelines at 29 CFR Part 215, and any amendments thereto. These terms and conditions are identified in the letter of certification from the U.S. DOL to FTA applicable to YCTD’s project from which Federal assistance is provided to support work on the underlying contract. The CONTRACTOR agrees to carry out that work in compliance with the conditions stated in that U.S. DOL letter. The requirements of this subsection (1), however, do not apply to any contract financed with Federal assistance provided by FTA either for projects for elderly individuals and individuals with disabilities authorized by 49 USC § 5310(a)(2), or for projects for nonurbanized areas authorized by 49 USC § 5311. Alternate provisions for those projects are set forth in subsections (b) and (c) of this clause. (b) Transit Employee Protective Requirements for Projects Authorized by 49 USC: § 5310(a)(2) for Elderly Individuals and Individuals with

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Disabilities: If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 USC § 5310(a)(2), and if the U.S. Secretary of Transportation has determined or determines in the future that the employee protective requirements of 49 USC § 5333(b) are necessary or appropriate for the state and YCTD for which work is performed on the underlying contract, the CONTRACTOR agrees to carry out the Project in compliance with the terms and conditions determined by the U.S. Secretary of Labor to meet the requirements of 49 USC § 5333(b), U.S. DOL guidelines at 29 CFR Part 215, and any amendments thereto. These terms and conditions are identified in the U.S. DOL's letter of certification to FTA, the date of which is set forth Grant Agreement or Cooperative Agreement with the state. The CONTRACTOR agrees to perform transit operations in connection with the underlying contract in compliance with the conditions stated in that U.S. DOL letter. (c) Transit Employee Protective Requirements for Projects Authorized by 49 USC: § 5311 in Nonurbanized Areas: If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 USC § 5311, the CONTRACTOR agrees to comply with the terms and conditions of the Special Warranty for the Nonurbanized Area Program agreed to by the U.S. Secretaries of Transportation and Labor, dated May 31, 1979, and the procedures implemented by U.S. DOL or any revision thereto. (2) The CONTRACTOR also agrees to include the any applicable requirements in each subcontract involving transit operations financed in whole or in part with Federal assistance provided by FTA. T) Disadvantaged Business Enterprise (DBE) (1) Policy: It is YCTD’s policy and objective to promote and maintain a level playing field for DBE’s in YCTD and Federal-aid contracts. It is YCTD’s policy to ensure nondiscrimination in the award and administration of U.S. DOT assisted contracts based on the requirements of 49 CFR Parts 21 and 26. (2) DBE Obligation: The CONTRACTOR agrees to ensure that disadvantaged business enterprises as defined in 49 CFR Part 26 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds provided under this Agreement. In this regard all contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 26 to ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts. Contractor shall not discriminate on the basis of race, creed, color, national origin, age, or sex in the award of and performance of DOT assisted contracts.

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U) State and Local Law Disclaimer Contractor shall keep itself informed of, comply with, and shall cause all of its agents, employees, suppliers and subcontractors of any tier to observe and comply with all applicable State and local laws, regulations, and policies, including, but not limited to, all applicable terms and conditions prescribed for third party contracts by the U. S. Department of Transportation (DOT) and the Federal Transit Administration (FTA). It is the CONTRACTOR’s responsibility to know and to comply with all state laws and regulations and local ordinances relating to public works projects which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work. If Contractor discovers any discrepancy or inconsistency between the plans, drawings, specifications, or contract for the work and any law, ordinance, regulation, order or decree; the CONTRACTOR shall immediately provide written notice to YCTD’s Executive Director, or his/her designee,. V) Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1E, dated June 19, 2003, as amended, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The CONTRACTOR shall not perform any act, fail to perform any act, or refuse to comply with any YCTD requests, which would cause YCTD to be in violation of the FTA terms and conditions. W) Drug and Alcohol Testing The CONTRACTOR agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Parts 653 and 654, produce any documentation necessary to establish its compliance with Parts 653 and 654, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of California, or YCTD to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Parts 653 and 654 and review the testing process. The CONTRACTOR agrees further to certify annually its compliance with Parts 653 and 654 before February 15th of each year and to submit the Management Information System (MIS) reports before before February 15th to YCTD’s Administrative Assistant, 350 Industrial Way, Woodland, CA. To certify compliance the CONTRACTOR shall use

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the "Substance Abuse Certifications" in the "Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register.

X) CONTRACTOR specifically agrees to obtain all zoning approvals required from YCTD or other affected jurisdiction for CONTRACTOR's maintenance yard, office, and/or other facilities, and to perform all conditions specified on such zoning approvals, at the time specified.

Y) Equal Employment Opportunity/Basic Requirements.

In connection with the execution of this Agreement, the CONTRACTOR shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, or national origin. The CONTRACTOR shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, age, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor further agrees to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or raw materials.

Z) CONTRACT WORK HOURS AND SAFETY STANDARDS.

(1) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

(2) Violation; Liability for Unpaid Wages; Liquidated Damages. In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed

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in violation of the clause set forth in paragraph (1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section.

(3) Withholding for Unpaid Wages and Liquidated Damages. YCTD shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph 2) of this section.

(4) Nonconstruction Grants. The CONTRACTOR or subcontractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three years from the completion of the contract for all laborers and mechanics, including guards and watchmen, working on the contract. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. Further, YCTD shall require the contracting officer to insert in any such contract a clause providing that the records to be maintained under this paragraph shall be made available by the CONTRACTOR or subcontractor for inspection, copying, or transcription by authorized representatives of DOT and the Department of Labor, and the CONTRACTOR or subcontractor will permit representatives to interview employees during working hours on the job.

(5) Subcontracts. The CONTRACTOR or subcontractor shall insert in any subcontracts the clauses set forth in subparagraph (1) through (5) of this section and also a clause requiring subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in subparagraph (1) through (5) of this section.

AA) Conflict of Interest.

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No employee, officer, or agent of YCTD shall participate in selection, or in the award or administration of a contract if a conflict of interest, real or apparent, would be involved. Such a conflict would arise when the employee, officer or agent, any member of his immediate family, an organization which employs, or is about to employ, has a financial or other interest in the firm selected for award.

YCTD's officers, employees, or agents shall neither solicit nor accept gratuities, favors or anything of monetary value from contractors, potential contractors, or parties of subagreements.

BB) Interest of Members of, or Delegates to, Congress.

In accordance with U.S.C. Section 431, no member of, or delegates to, the Congress of the United States shall be admitted to a share or part of this Agreement or to any benefit arising therefrom.

CC) It shall be a condition of this CONTRACT, and shall be made a condition of each subcontract entered into pursuant to this Agreement, that the CONTRACTOR and any subcontractor shall not require any laborer or mechanic employed in connection with the performance of the CONTRACT to work under working conditions which are unsanitary, hazardous or dangerous to his health or safety, as determined under the California Occupational Safety and Health Act of 1973 (Chapter 993, Statute of 1973).

DD) Contractor shall comply with the requirements of the California Fair Employment and Housing Act.

EE) CONTRACTOR shall hold YCTD harmless from any claims or charges by reason of CONTRACTOR's or any subcontractor's failure to comply with the above Acts or any regulations adopted pursuant thereto and shall reimburse YCTD for any fines, damages or expenses of any kind incurred by it by reason of said failure.

FF) Other Non-Discrimination.

i. Non-Discrimination in Service. CONTRACTOR shall not discriminate, nor allow any of its officers, employees, or agents to discriminate against any passenger or patron because of race, color, sex, age, or national origin or ancestry.

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ii. Notice of Discrimination Complaint. CONTRACTOR shall notify YCTD of any discrimination complaints.

iii. CONTRACTOR shall, at its sole cost and expense, conform to any final orders issued by any State or Federal agency with jurisdiction to correct CONTRACTOR's discrimination in employment and/or ridership and shall fully save harmless and indemnify YCTD in this regard.

22. PERMITS TO OPERATE.

At its sole cost and expense, CONTRACTOR shall obtain any and all permits, licenses, certificates, or entitlements to operate as are now or hereafter required by any agency, specifically including the California Public Utilities Commission (if a PUC permit is required), the CHP and local building/planning departments, to enable CONTRACTOR to perform this agreement, and shall provide copies of all such entitlements to YCTD when received by CONTRACTOR.

In the event that any aspect of this agreement requires prior approval by the PUC, the CONTRACTOR shall submit necessary application forms. Both parties shall appear as necessary and cooperate in the Commission approval process. YCTD reserves the right to oppose, support or be neutral on any such request and on the PUC’s ruling thereon. CONTRACTOR covenants to obtain all such approvals before commencing operations, and to conform to the PUC ruling thereon, at its sole cost and expense.

23. REQUEST FOR PROPOSALS AND PROPOSAL.

In addition to the specific duties of CONTRACTOR set forth herein, the parties intend that the public transportation system described in Exhibits "A" through and, including, "G" is that which CONTRACTOR shall provide. CONTRACTOR therefore covenants to do all things required by the RFP and proposal, whether or not specifically recited herein.

24. FORCE MAJEURE.

CONTRACTOR shall not be charged, nor shall YCTD demand from CONTRACTOR, damages because of failure in providing the services indicated in this agreement due to unforeseeable causes beyond the control and without the fault or negligence of CONTRACTOR. Such causes of excusable delay may include acts of public enemy, fires, floods, snow storms, epidemic, quarantine, restrictions, freight embargoes, public road closures, but in every case the delay is excusable only for so long as, and to the extent, that the excusable delay continues.

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CONTRACTOR shall be entitled to no compensation for any service, the performance of which is excused pursuant to this paragraph.

In the event that CONTRACTOR is unable to provide the services indicated due to any cause, he shall make reasonable attempt to so notify the public including notification to local radio stations, and if appropriate, local newspapers and television stations.

Whenever CONTRACTOR has knowledge that any actual or potential force majeure may delay or prevent performance of this Agreement, CONTRACTOR on a timely basis, shall notify YCTD of the fact, and thereafter shall report to YCTD all relevant information then known to CONTRACTOR, and shall continue to so report.

25. NO CONFLICTING USES.

CONTRACTOR shall not operate, lease or charter YCTD-provided buses and equipment used for this Agreement for any purpose other than this agreement, unless specifically authorized by the Executive Director, or his/her designee,.

26. NOTICE.

All notices shall be made by certified United States mail, postage prepaid, return receipt requested, addressed as follows:

CONTRACTOR:

YCTD: YCTD 350 Industrial Way Woodland, CA 95776 Attention: Executive Director

Service of such notices shall be deemed complete on the date of deposit in the United States Mail.

27. INDEPENDENT CONTRACTOR.

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Under the terms of this Agreement, the CONTRACTOR is an independent CONTRACTOR and has and retains full control and supervision of the services performed by and full control over the employment and direct compensation and discharge of all persons, other than YCTD representatives, assisting in the performance of its services. The CONTRACTOR agrees to be solely responsible for all matters relating to wages, hours of work, and working conditions and payment of employees (including the negotiation of and compliance with labor agreements if applicable), and for compliance with social security, payroll taxes and withholdings, unemployment compensation, and all other requirements relating to such matters. The CONTRACTOR agrees to be responsible for its own acts and those of its subordinates, employees, and any and all subcontractors during the term of this Agreement.

28. NOT CONTRACT OF EMPLOYMENT.

It is understood and acknowledged that this Agreement is not a CONTRACT of employment between YCTD, YOLO COUNTY or any CITY and the CONTRACTOR or any agents, officers, or employees of CONTRACTOR. CONTRACTOR is, and shall at all times be, deemed to be an independent CONTRACTOR. CONTRACTOR is not authorized to bind YCTD, YOLO COUNTY or any CITY to any contracts or other obligations. CONTRACTOR is not an agent of YCTD, YOLO COUNTY or any CITY, and shall at no time represent itself to be such agent or employee.

29. PERFORMANCE BOND.

CONTRACTOR shall perform no services pursuant to this Agreement, nor be entitled to compensation therefore, unless and until CONTRACTOR submits a bond or other acceptable security to YCTD for use of YCTD, such bond executed by CONTRACTOR and a surety company licensed to do business as such in the State of California, such bond in the amount of TWENTY-FIVE PERCENT (25%) of the first year CONTRACT price, and which shall at all times be kept in full force and effect. The condition of such bond shall be that CONTRACTOR shall fully and faithfully perform all conditions and covenants of this Agreement or that the face amount of such bond shall be forfeited to YCTD. The bond may be a renewable one-year bond, and shall be renewed annually before its expiration date; provided, however, that such bond must remain in full force and effect from and after the date YCTD makes any demands for payment on the bond until YCTD releases such claim. Should surety company or issuing bank elect not to renew the bond or other acceptable security, CONTRACTOR shall provide YCTD with an alternative form of security prior to the expiration date. Provision of such bond or its equivalent, approved by the Executive Director, or his/her designee,, is a material covenant of this agreement. The Executive Director, or his/her

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designee, shall not approve any security which is not unconditionally payable to YCTD upon YCTD demand.

YCTD reserves the right to rescind the performance bond/security requirement at any time.

30. PRECEDENCE OF CONTRACT DOCUMENTS.

The total agreement between the parties consists of the documents specified in this section. In the event of a conflict or ambiguity arising between such documents or any term therein, the following order of precedence shall be used to resolve conflicts to the extent they exist: 1) amendments and change orders to this Agreement, 2) This Agreement, including Exhibits “A”, “B”, “C”, “D”, “E”, “F”, “G”), Addenda to the Request for Proposals, with addenda with later dates having precedence over addenda with earlier dates, 4) The Request for Proposals, 5) CONTRACTOR’s proposal, including “Best and Final Offer” (Exhibit “G”).

31. CONTINUITY.

This Agreement is binding upon each of the parties and their respective heirs, executors, assigns, and successors.

32. ASSIGNMENT (CONTRACTOR). The performance of this Agreement may not be assigned, or in any way subcontracted on a continuing basis, except upon the prior written consent of YCTD. YCTD shall not consent to any proposed assignment or subcontracting, novation, or other writing which would have the effect of relieving CONTRACTOR or CONTRACTOR's surety of their responsibility and/or liability under this Agreement.

33. ASSIGNMENT (YCTD). YCTD reserves the right to assign its responsibilities under this Agreement to any successors to YCTD. Such assignment shall constitute a complete novation between YCTD and CONTRACTOR; and receipt by CONTRACTOR from YCTD of sums then due and payable for services rendered pursuant to this Agreement prior to assignment shall constitute a complete accord and satisfaction as between YCTD and CONTRACTOR.

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34. TRANSITION TO FUTURE BUS CONTRACTOR. For at least Ninety (90) days following the effective date of the termination or expiration of this Agreement, CONTRACTOR shall provide to either YCTD or any future CONTRACTOR selected by YCTD, CONTRACTOR's full cooperation in the transition to the successor CONTRACTOR. This shall include, as a minimum, consultation regarding labor and management issues (including a delineation of wages and benefits by employee category), access to non- confidential personnel files, transfer of all records, including computer generated data and files in usable formats, and all maintenance records.

All inventory, including software, shall become the property of YCTD at no additional charge to YCTD.

CONTRACTOR and YCTD shall jointly share the costs for outside inspection services associated with inspecting the bus fleet, facility and equipment at two stages, as part of this transition process. The first stage shall be 90-120 days prior to Agreement termination. The second stage shall be 30-45 days prior to Agreement termination. CONTRACTOR is obligated to restore all buses, facility and equipment to good operating condition, less reasonable wear and tear. Selection of an outside inspector shall be mutually agreed upon, but will generally follow the procedures established in CFR 4220.1E.

CONTRACTOR shall release all telephone numbers and any sequential roll-over numbers required by YCTD to the new operator. CONTRACTOR shall provide its best professional effort to assure a smooth transition from CONTRACTOR's services to the long-range provider's services, and shall cooperate fully with the YCTD and the long-range operator to this end.

37. ADVERTISING/ON-BOARD NOTICES. No advertising of any type other than transit related material shall appear either on the interior or the exterior of any bus placed in YOLOBUS service, unless specifically approved by the Executive Director, or his/her designee, (Note that YCTD recently entered into a “3+2” year contract for exterior advertising on its fleet of buses. Refer to Scope of Work for CONTRACTOR’s responsibilities.)

CONTRACTOR shall install all YCTD-provided interior advertisements and notices related to transit service and community-oriented public service announcements. CONTRACTOR shall install and remove such material on a timely basis, making certain that everything is current.

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38. ADDITIONAL TERMS.

The validity in whole or in part of any provision of the agreement shall not affect validity of other provisions. YCTD's failure to insist in any one or more instances upon the performance of any term or terms of this Agreement shall not be construed as a waiver or relinquishment of YCTD's right to such performance or to future performance of such a term or terms, and CONTRACTOR's obligations in respect thereto shall continue in full force effect. Time shall be of the essence. Changes hereto shall not be binding upon YCTD except when specifically confirmed in writing by YCTD.

39. OPTIONS. YCTD reserves the right to exercise any options outlined in Exhibit "G" and described in the Scope of Work (Exhibit “B”).

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IN WITNESS WHEREOF, the parties hereto have executed this agreement on the day and year first above written.

YOLO COUNTY TRANSPORTATION DISTRICT, a public agency

By:______TERRY V. BASSETT, Executive Director

CONTRACTOR

By:______

______Name, Title, Company

APPROVED AS TO LEGAL FORM:

______HOPE P. WELTON, YCTD Legal Counsel

EXHIBIT B

SCOPE OF WORK 1.0 General. The CONTRACTOR shall provide turnkey fixed route and demand responsive (paratransit) transportation services in compliance with the scheduling and service requirements outlined in the Agreement, Request for Proposals (Exhibit “A”), this Scope of Work (Exhibit “B”), the Fuel Payment Program (Exhibit “C”), Performance Incentive and Penalty Program (Exhibit “D”), Service and Payment Schedule (Exhibit “E”), Other Supporting Data (Exhibit “F”), and CONTRACTOR’s proposal and Best and Final Offer (Exhibit “G”). 2.0 Personnel. The CONTRACTOR shall provide all management, trainers, supervisors, drivers, including extra board and relief drivers, dispatchers, road supervisors, mechanics, maintenance clerk, parts clerk, handyman, fuelers, utility workers, customer service and ride reservation personnel, administrative personnel and all such other personnel necessary to responsibly and proficiently maintain and operate the YCTD transit system, including all required on-board security or supervision.

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The CONTRACTOR shall be solely responsible for the satisfactory and proficient work performance of all employees as described by this RFP or any reasonable performance standard established by YCTD. CONTRACTOR shall be solely responsible for payment of all employees' and/or subcontractors' wages, benefits, and other fees; YCTD shall have no role in the determination of wages, benefits, or other terms and conditions of employment. Without any additional expense to YCTD, CONTRACTOR shall comply with the requirements of employee liability, worker’s compensation, unemployment insurance, social security, Americans with Disabilities Act, Wage Order 9, Family Medical Leave Act, the California Family Rights Act and California minimum wage requirements. The CONTRACTOR shall hold YCTD harmless from any liability, damages, claims, costs and expenses of any nature arising from alleged violations of personnel practices. YCTD shall deduct from CONTRACTOR’s bill the value of wages and benefits for all required positions that are not filled within 15 days of vacancy, based on the position vacated.

2.10 Managers.

CONTRACTOR shall submit resumes of the proposed General Manager, Operations Manager, Maintenance Manager, Safety and Training Manager and Human Resources Manager. At least three of these persons, including the proposed General Manager, shall be available for interviews by YCTD’s Executive Director, or his/her designee, and/or Evaluation Committee. Said persons shall meet or exceed the minimum requirements outlined in the RFP and this Scope of Work and shall be subject to approval by YCTD’s Executive Director, or his/her designee. These managers shall be dedicated to this project full-time, unless approved in writing by the Executive Director or his/her designee, as a temporary measure. If the Executive Director, or his/her designee, approves a variance to any manager’s time dedication level, YCTD shall be credited for that manager’s reduction in time (salary and benefits for the affected position, plus a 25% penalty).

The CONTRACTOR shall not, absent prior written notice to, and consent by YCTD’s Executive Director or his/her designee, remove or reassign any key management personnel above, or appoint a new individual to those positions, at any time prior to or after execution of the Agreement. In the event that any of the above positions should be vacated, CONTRACTOR shall work diligently to provide interim management personnel within ten (10) working days while the permanent positions are recruited and filled. Selection of specific management personnel, interim or permanent, shall be subject to approval by YCTD’s Executive Director, or his/her designee. YCTD shall not be obligated to pay for the salary and benefits of vacant positions. Additionally, CONTRACTOR may be assessed a penalty for failure to fill vacant positions on a timely basis (see Performance Incentives/Penalty Program).YCTD’s Executive Director, or his/her designee, may, at any time, order that any or all of these managers be replaced if the Executive Director, or his/her designee, deems such action as necessary and in YCTD’s best interest. CONTRACTOR shall replace any or all of these managers with other acceptable managers upon request from, and within a time frame to be approved by, YCTD’s Executive Director, or his/her designee. If Executive Director’s designee deems it necessary to

Page 94 of 212 replace any or all managers, CONTRACTOR may appeal said decision with the Executive Director. The Executive Director will consider CONTRACTOR’s reasons why the incumbent manager(s) should stay at YCTD’s property; however, the decision by the Executive Director shall be final and may not be appealed.

2.11 General Manager.

The CONTRACTOR shall designate a full-time General Manager who shall oversee the proper operation, maintenance, high quality customer service, safety and security of the entire service and YCTD facilities and assets and undertake the steps necessary to assure compliance with all requirements of this Agreement. The General Manager shall assure that all of CONTRACTOR’s employees provide proficient, excellent, courteous customer service to the general public at all times. The General Manager is ultimately responsible for screening, hiring, compensating, supervising, disciplining, and terminating CONTRACTOR’s employees, as well as subcontractors associated with this Agreement, in a manner consistent with CONTRACTOR’s personnel policies and applicable labor agreements, if any. The General Manager shall also meet regularly with CONTRACTOR’s employees to address training, safety, customer service, and other operational issues and shall actively participate in runcutting. The General Manager shall meet with YCTD’s Executive Director or his/her designee, on a regular basis, and with YCTD’s Board, as well as YCTD committees and shall attend and participate other YCTD involved meetings, when directed to by YCTD’s Executive Director, or his/her designee, to review, discuss, and resolve matters affecting operations of YCTD service. Minimum qualifications of the General Manager position are described in the Request for Proposals (RFP). Whenever CONTRACTOR unilaterally (without written approval from YCTD's Executive Director, or his/her designee) transfers the General Manager to another property managed by CONTRACTOR, CONTRACTOR will be assessed a $25,000 penalty. YCTD’s Executive Director, or his/her designee, may consider an appeal from CONTRACTOR to waive said penalty; however, the decision of the Executive Director is final. CONTRACTOR must prove to the YCTD Executive Director’s, or his/her designee's, satisfaction that 1) the replacement General Manager has the proficiency, experience, business skills, managerial skills, and people skills to effectively meet the requirements of this Agreement without having a negative impact on operations, and 2) turnover of this key position will not negatively impact operations.

2.12 Operations Manager. CONTRACTOR shall provide a full time, on-site Operations Manager responsible for fixed route and paratransit service delivery. This position oversees the daily operations, substitutes for the General Manager during his/her absences, assists in the development of schedules and driver

Page 95 of 212 run-cuts, oversees the coordination of all employee and vehicle assignments, assures that all positions are fully filled with qualified personnel, and resolves operational problems, including passenger complaints. The Operations Manager shall meet with YCTD’s Executive Director or his/her designee, upon request. The Operations Manager shall have at least two years of recent experience in supervising and managing at least 25 employees in the transit field. Minimum qualifications of the Operations Manager position shall be subject to approval from YCTD’s Executive Director, or his/her designee.

2.13 Maintenance Manager. CONTRACTOR shall provide a full time, on-site Maintenance Manager responsible for proficiently implementing CONTRACTOR’s maintenance, repair and rebuilding, programs for all buses, YCTD’s facility, and all equipment associated with this Agreement. This position shall report to either the Operations Manager or the General Manager and shall oversee all mechanics, fuelers, utility workers, handymen, maintenance clerk, parts clerk, as well as outside vendors and subcontractors, associated with this Agreement. Said person shall be responsible for assuring that maintenance staffing levels, hours, proficiencies, and qualifications are sufficient to meet the maintenance, repair and rebuild requirements of this Agreement. This person shall be responsible for implementing a thorough and rigorous preventive maintenance, repair and rebuild program which results in reliable service to the public with safe, clean, well operating buses at all times, including spare buses. Said person shall also be responsible for properly maintaining YCTD’s contingency fleet. The Maintenance Manager shall be responsible for overseeing the inventory and parts purchasing program, including coordinating purchasing consistent with the requirements of CFR 4220.1F, as amended.

At a minimum, said Maintenance Manager shall be a certified journeyman diesel mechanic (preferably also CNG certified), with at least five (5) years of increasingly responsible experience in managing a maintenance shop of heavy duty internal combustion engines, preferably in transit applications. The Maintenance Manager shall be well-trained to oversee the effective and successful maintenance of YCTD’s bus fleet, facility, and equipment. The person shall undergo continuous training through professionally organized training programs regarding maintenance and repairs of diesel, gasoline, and alternative fuel buses and compressed natural gas fueling stations. It is intended that the Maintenance Manager also perform maintenance and repair activities, providing effective leadership and hands-on involvement in assuring that CONTRACTOR’s maintenance and repair program is top-notched. Maintenance Manager shall undertake ongoing and comprehensive training for diesel, gasoline, CNG and other alternative fuel vehicles, CNG station, CNG tank inspections, air conditioning systems, and all other equipment utilized at YCTD’s facility. To the extent feasible, YCTD will include training as part of orders of new buses. Regardless of this training that comes with the vehicle purchases, it

Page 96 of 212 is CONTRACTOR’s responsibility to have Maintenance Manager trained and proficient on all bus and facility systems associated with YCTD.

Minimum qualifications of the Maintenance Manager position shall be subject to approval from YCTD’s Executive Director, or his/her designee. 2.14 Bus Safety and Training Manager. CONTRACTOR shall provide a full time, on-site Bus Safety and Training Manager responsible for proficiently implementing CONTRACTOR’s safety and training programs. This position shall report to either the Operations Manager or the General Manager and shall oversee the safety and training program for all employees associated with this project. Said person shall be responsible for direct, proficient training of road supervisors, trainers, drivers, dispatchers, telephone information and ride reservation personnel. Said person shall be fully certified in the State of California for the Train-the-Trainer program, or the equivalent, to be subject to YCTD’s Executive Director, or his/her designee, approval, and shall have strong organizational and people skills to effectively carry out his/her duties. This person shall oversee all in-house training, including classroom and road training, and ongoing safety training, and shall be responsible for coordinating all other training for all positions. This person shall also be thoroughly trained in all aspects of accident investigation and reporting procedures through a course and courses recommended by YCTD’s insurance pool, the California Transit Insurance Pool (CALTIP). This person shall also be kept current on best training practices that are recommended for the industry. This person, shall also organize, coordinate, and supervise activities related to medical examinations, drug and alcohol testing program, criminal background and reference checks, DMV testing, pull-notice, medical certificate programs, ongoing Verification of Transit Training (VTT) programs, defensive driving, accident investigation and reporting (including the preparation and submittal of accurate and timely reports), and all other training and related employee programs. The Bus Safety and Training Manager shall substitute for the Operations Manager during his/her absence upon direction by either the General Manager or Operations Manager. This person shall meet the minimum requirements outlined for Road Supervisors/Dispatchers/Trainers, plus have at least six months recent experience as a Road Supervisor/Trainer, or equivalent, in transit. The employee training program administered by the Bus Safety and Training Supervisor shall provide a strong emphasis on defensive driving, good customer service, passenger empathy, and ADA matters. Minimum qualifications of the Safety and Training Supervisor position shall be subject to approval from YCTD’s Executive Director, or his/her designee.

2.15 Human Resources Manager. CONTRACTOR shall provide a full time, on-site Human Resources Manager responsible for the overall administration, coordination and evaluation of the human resource function. Essential duties include:

• Maintains the work structure by updating job requirements and job

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descriptions for all positions. • Maintains organization staff by establishing a recruiting, testing, and interviewing program; counseling managers on candidate selection; conducting and analyzing exit interviews; recommending changes. • Prepares employees for assignments by establishing and conducting orientation and training programs. • Maintains a pay plan by conducting periodic pay surveys; scheduling and conducting job evaluations; preparing pay budgets; monitoring and scheduling individual pay actions; recommending, planning, and implementing pay structure revisions. • Ensures planning, monitoring, and appraisal of employee work results by training managers to coach and discipline employees; scheduling management conferences with employees; hearing and resolving employee grievances; counseling employees and supervisors. • Maintains employee benefits programs and informs employees of benefits by studying and assessing benefit needs and trends; recommending benefit programs to management; directing the processing of benefit claims; obtaining and evaluating benefit contract bids; awarding benefit contracts; designing and conducting educational programs on benefit programs. • Ensures legal compliance by monitoring and implementing applicable human resource federal and state requirements; conducting investigations; maintaining records; representing the organization at hearings. • Maintains management guidelines by preparing, updating, and recommending human resource policies and procedures. • Maintains historical human resource records by designing a filing and retrieval system; keeping past and current records. • Maintains professional and technical knowledge by attending educational workshops; reviewing professional publications; establishing personal networks; participating in professional societies. • Completes human resource operational requirements by scheduling and assigning employees; following up on work results. • Maintains human resource staff by recruiting, selecting, orienting, and training employees. • Maintains human resource staff job results by counseling and disciplining employees; planning, monitoring, and appraising job results. • Contributes to team effort by accomplishing related results as needed.

2.16 Quality Assurance Manager Until 90 days after receiving written notice that YCTD shall no longer compensate CONTRACTOR for a Quality Assurance Manager, CONTRACTOR shall provide a full time, on-site Quality Assurance Manager at the rates established in Exhibit E. The job description and

Page 98 of 212 minimum qualifications shall be subject to approval from YCTD’s Executive Director, or his/her designee, but shall at a minimum include those tasks described in this Scope of Work under Option 17.

2.20 Operating Personnel. CONTRACTOR shall provide a sufficient number of proficient operating personnel (road Supervisors, trainers, dispatchers, telephone information and ride reservation personnel, and clerical support staff, to meet all operating requirements of this Agreement at all times.

2.21 Road Supervisors/Dispatchers/Trainers.

CONTRACTOR shall provide proficient, qualified road supervisors/dispatchers, including substitutes, to monitor and direct drivers operating in fixed route and demand responsive services during all hours of operation. Additionally, there shall be a sufficient number of qualified trainers to assist the Safety and Training Supervisor to train enough personnel to keep all positions filled on a timely basis, regardless of absenteeism and other leaves of absence. The road supervisors/dispatchers/trainers shall: • Under direction from the Safety and Training Manager, provide classroom and behind- the-wheel road training, as well as ongoing training, to all persons driving YCTD vehicles.

• Supervise bus pull-outs and pull-ins to assure this activity is being completed on a timely basis, monitor driver performance, investigate complaints regarding driver performance, assist and supervise drivers in revenue service, resolve customer service matters, provide customers shuttle service when necessary, insert additional buses and drivers into service when service is running significantly late (defined as more than 15 minutes late), resolve emergencies and other operational problems that arise in the field in a professional, courteous manner, monitor and report on missing or damaged bus stop signs, bus stop shelters, lighting, electronic wayside sigs, buses and other equipment, perform quality assurance visual inspections of buses before they are placed in service each day, make certain that there is always an adequate supply of bus schedules on all buses in revenue service, organize and coordinate the administration of surveys.

CONTRACTOR shall provide a sufficient number of trained, qualified road supervisors/dispatchers/trainers, including substitutes, to provide radio and/or telephone communications with all drivers during all days and times when YCTD related vehicles are being operated, including pre-trip and post-trip activities.

CONTRACTOR shall develop, implement, and maintain formal procedures for road supervisors, dispatchers, trainers and management personnel to respond to emergencies and routine problems which from time to time occur in the course of providing daily fixed route and demand responsive services. Such occurrences to be addressed include, but are not limited to: vehicle

Page 99 of 212 accidents, injuries of any sort, all other accidents, in-service vehicle failures, fixed route and demand response buses operating more than fifteen (15) minutes behind the published schedule, wheelchair lift and ramp failures, passenger disturbances, and other incidents.

Road Supervisors/Dispatchers/Trainers shall meet the same qualification requirements as bus drivers, plus:

• Have at least one year recent experience in public transit or school bus driving or one year recent experience as a public transit or school bus training instructor; and • Possess a valid instructor training certificate consistent with “Train-the-trainer” or other formal training program recognized by the State of California as having met State requirements; and

• Be fully trained on: all vehicles used in YCTD service, diagnosis and troubleshooting of basic vehicle mechanical problems that a driver may encounter, YCTD routes, schedules, two-way radios, fare structures, customer service, and policies; and

• Completion of CONTRACTOR’s supervisor./dispatcher training program

2.23 Drivers.

CONTRACTOR shall provide a sufficient number of trained, proficient, qualified drivers, including relief and extra board drivers, to meet all bus service requirements, including enough drivers to accommodate driver vacations and all other absences. Drivers shall meet the following minimum requirements: • Be at least 21 years old; and • Have a safe driving record; and • Have a valid medical certificate at all times; and • Have at least three year’s recent experience safely driving a motor vehicle with a valid license; and • Completed and passed CONTRACTOR’s driver training program; and • Have a valid California Class B or Class A driver’s license; and • Completed and passed training on the specific vehicle type to be driven; and • Driven the route being assigned to him/her at least twice with on-board supervision.

CONTRACTOR shall not allow an employee to operate any vehicle associated with YCTD service if that employee has exceeded the accident threshold described in CONTRACTOR’s proposal.

The only exceptions to the above requirements will relate to drivers in training for their Class B license, in which case, CONTRACTOR shall abide by the training program described in CONTRACTOR’s proposal, which must meet or exceed the requirements outlined below.

2.24 Customer Service and Ride Reservation/Scheduling Personnel.

CONTRACTOR shall employ customer service, ride reservation and scheduling personnel who shall professionally, courteously, and proficiently handle customer calls, receive and record comments and complaints on a form to be approved by YCTD, submit such complaints to the

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Operations Manager, resolve such complaints to the extent authorized for that position, mail out and fax bus schedules when requested by a customer, register clients for ADA service, based on review and recommendations from an outside mobility assessment entity, maintain and update the database of paratransit clients, schedule ADA and non-ADA paratransit rides, and report ADA and non-ADA paratransit rides in a format to be approved by YCTD.

CONTRACTOR shall provide at least one on-site bilingual person, proficient in speaking and understanding English and Spanish, telephone information and ride reservation/scheduling during all days and hours of revenue service. A road supervisor/dispatcher may be utilized for this activity before 6:00 a.m. and after 7:00 p.m. on weekdays, and anytime on weekends as long as: 1) that person has been trained to be proficient and accurate in performing telephone information and ride reservation/scheduling tasks, 2) that person meets the bilingual language requirements, and 3) CONTRACTOR provides a plan subject to approval to YCTD’s Executive Director, or his/her designee, that will assure that drivers are being supervised during all hours of operation and that there are sufficient personnel to handle emergencies without vacating the dispatching area.

CONTRACTOR shall develop and implement a comprehensive training program for customer service, telephone information and ride reservation and for scheduling personnel, all of whom shall be familiar with YCTD’s fixed route routes and schedules and paratransit services prior to being left unsupervised. The curriculum shall be subject to approval from YCTD’s Executive Director, or his/her designee.

CONTRACTOR shall maintain and operate “Novus” (or approved equal) software, which is automated, real-time order taking, scheduling, and dispatching paratransit software, including the GIS component and Novus automatic call-back function, which was installed by the OEM vendor. All employees assigned to use such software shall be adequately trained by CONTRACTOR to the level of proficiency in use of said software.

2.30 Maintenance and Service Personnel CONTRACTOR shall provide sufficient maintenance and service personnel staffing to assure that YCTD’s fleet, equipment and facilities are kept clean, well maintained, and in good operating condition at all times. Maintenance and service personnel staffing levels shall be sufficient to quickly accommodate road calls and emergencies as they occur without negatively impacting the rest of the ongoing maintenance and operations.

All bus maintenance, repair, and rebuilding work shall be supervised by proficient ASE certified, or approved equal, journeyman mechanics who are trained in bus diesel, gasoline, and preferably compressed natural gas engines, emerging alternative fueled vehicles, facility maintenance, air conditioning systems, as well as in wheelchair lift and ramp systems. At a minimum, CONTRACTOR shall provide the number and classifications of maintenance related personnel as specified in Exhibit E of the Agreement.

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At the outset of this Agreement, CONTRACTOR shall provide at least five (5) full-time mechanics certified as ASE, or approved equal, Master Technician journeyman heavy duty engine mechanics (defined as Mechanic A and described below), to conduct repairs on buses. Such Mechanic A personnel shall be trained and proficient in diagnosing, maintaining, repairing and replacing all components on YCTD’s bus fleet. At least one (1) Mechanic A shall be a lead mechanic.

Additionally, CONTRACTOR shall provide at least five (5) additional full-time mechanics, at least four (4) of which shall meet the Mechanic B requirements described below. If CONTRACTOR provides Mechanic C personnel in any capacity, they must meet or exceed with the Mechanic C requirements described below.

Both parties recognize that given the term of this Agreement, the required skill set, training requirements and number of different mechanics may vary, depending on service levels, size of the fleet and changes in technology. Any changes in the number of mechanics and the corresponding skill, experience and certification requirements may changed throughout the course of this Agreement. Any changes in such shall be subject to prior written approval from YCTD’s Executive Director, or his/her designee, and shall be incorporated into a revised Exhibit E. Mechanic A, B, C

OVERVIEW

Mechanics perform ongoing and timely preventive maintenance on equipment and facilities and determine when and what kind of maintenance is needed. They conduct tests and inspections of products, services, or processes to evaluate quality or performance. Some common tasks include: installing equipment, engines, hoses, batteries, tires, wheels/brakes, HVAC, wiring, etc., and performing ongoing preventive maintenance inspections, and repair programs to meet specifications. They observe and review gauges, dials, or other indicators, and they use available diagnostic devices and software, to make certain equipment and facilities are functioning properly. Mechanics service, repair, adjust, and test machines, devices, moving parts, and equipment that operate primarily on the basis of mechanical principles. Also, they inspect equipment, the structures, etc., of materials to identify the cause of errors or other problems or defects. Analyzing information and evaluating results to choose the best solution is another task mechanics perform. They are also responsible for electronic signs, fare collection systems (currently GFI Odyssey farebox and Connect smart card systems) repairs, video surveillance system (currently Apollo) repairs, repairs of automatic vehicle location system (currently Tripspark Ranger based system), wheel polisher and related ventilation system, and all other components and equipment used on rolling stock and at facilities used by YCTD.

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DUTIES

1. Adjust and reline air and hydraulic brakes, align wheels, tighten bolts and screws, and reassemble equipment 2. Align front ends (where applicable) and service suspension systems 3. Attach test instruments to equipment, and read dials and gauges in order to diagnose malfunctions 4. Must be qualified to disassemble and overhaul internal combustion engines, pumps, generators, transmissions, clutches, and differential units 5. Examine and adjust protective guards, loose bolts, and specified safety devices 6. Inspect brake systems, steering mechanisms, wheel bearings, and other important parts to ensure that they are in proper operating condition 7. Inspect, repair, and maintain automotive and mechanical equipment and machinery such as pumps and compressors 8. Inspect, test, and listen to defective equipment to diagnose malfunctions, using test instruments such as handheld computers, diagnostic equipment and software, chassis charts, and pressure gauges 9. Operate valve-grinding machines to grind and reset valves (where applicable) 10. Perform routine maintenance such as changing oil, checking batteries, and lubricating equipment and machinery 11. Must be qualified to remove, install or rebuild diesel engines 12. Recondition and replace parts, pistons, bearings, gears, and valves 13. Repair and adjust seats, doors, and windows, and install and repair accessories 14. Rewire ignition systems, lights, and instrument panels. Able to work on multiplex systems 15. Inspect and verify dimensions and clearances of parts to ensure conformance to factory specifications 16. Must be qualified to repair and maintain parts of the engine, such as fuel injection systems, turbochargers 17. Test drive trucks and buses to diagnose malfunctions or to ensure that they are working properly and have appropriate drivers license for facilities needs or the ability to obtain one 18. Use hand tools such as screwdrivers, pliers, wrenches, pressure gauges, and precision instruments, as well as power tools such as pneumatic wrenches, lathes, welding equipment, and jacks and hoists (where applicable for your specific location) 19. Other duties as directed and or assigned, to include and to ensure the safe operation and efficiency of the department

MINIMUM REQUIREMENTS

To perform this job successfully, an individual must be able to perform each essential duty satisfactorily. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. The requirements listed below are representative of the knowledge, skill, and/or ability required.

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1. High school diploma or equivalent (GED). 2. Must be a minimum of 21 years of age. 3. Must exhibit both written and spoken communication skills. 4. Must be able to work flexible hours.

Mechanic A: 5 or more years experience Mechanic A must be able to diagnose, troubleshoot, and repair the most difficult of all diesel, CNG, gasoline, electric and other alternative fueled vehicles and equipment in service with minimal supervision. Mechanic A must be able to teach Mechanics B and C, as time permits, more complex repair techniques. He/she must demonstrate superior mechanical skills and mentoring capabilities. Mechanic A must possess a CDL license with air brakes and a passenger endorsement or have the ability and willingness to obtain one. Additionally, optimally, he/she will possess 609 and 608 air conditioning certificates and at least seven H or T series ASE certifications of which two must consist of T6, T7, H6, or H7, within 120 days of being placed in the Mechanic A position.

Mechanic B: 3-4 years experience The Mechanic B must be able to diagnose, troubleshoot, and repair all diesel, CNG, gasoline, electric and other alternative fueled vehicles and equipment in service with minimal supervision. Mechanic B must be able to teach C Mechanics, as time permits, repair techniques that are not routine in nature. He/she must demonstrate mechanical proficiency and mentoring capabilities. Mechanic C must be able to work with minimal supervision. He/she must posses a CDL license with air brakes and a passenger endorsement or have the ability and willingness to obtain one. Optimally, Mechanic B will possess 609 air conditioning certification and at least four H or T series ASE certifications of which two must include H2, T2, T4 or H4, within 120 days of being placed in the Mechanic B position. A 608 air conditioning certification is preferred.

Mechanic C: Less than 2 years experience The Mechanic C must be able to diagnose and repair some of the diesel, CNG, gasoline, electric and other alternative fueled vehicles and equipment in service with supervision. The Mechanic C must be capable and willing to learn more difficult tasks from Mechanics A and B. He/she must possess a CDL license with air brakes and a passenger endorsement, or have the ability and willingness to obtain one. Mechanic C must be willing to work under direct supervision. Shall pass at least two H or T series ASE certifications within 120 days of being placed in the Mechanic C position. CONTRACTOR shall provide an ongoing maintenance training program whereby every mechanic receives at least 40 hours of ongoing maintenance training annually. The structure and curriculum shall be subject to approval from YCTD’s Executive Director, or his/her designee. Said program shall be dynamic and reflective of ongoing technology, fleet, and other equipment changes at YCTD. To the extent practical, YCTD shall endeavor to include training sessions with purchases of new and different equipment; however, it is

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CONTRACTOR’s ultimate responsibility to assure that its mechanics are well-trained and proficient in maintaining all YCTD buses, equipment, and facilities.

Additionally, CONTRACTOR shall assure that the Maintenance Manager and at least four of the certified mechanics have been trained on emergency procedures, and troubleshooting of YCTD’s compressed natural gas fueling facility and fueling islands, both public and private, as well as on all fuel cardlock systems.

Minimum requirements, including experience, for all maintenance related personnel shall be subject to approval from YCTD’s Executive Director, or his/her designee.

CONTRACTOR shall establish, implement, monitor, and update a comprehensive safety program and shall make certain that all employees associated with maintaining, repairing, rebuilding and cleaning YCTD vehicles, equipment and facilities have been fully trained and are fully knowledgeable and proficient on all systems, components, and safety measures related to professionally and safely maintaining YCTD’s buses, equipment and facility.

YCTD’s Executive Director, or his/her designee, reserve the right to allow CONTRACTOR to bring newly hired mechanics up to ASE, or approved equal, certification within a “reasonably short period”, as defined by YCTD’s Executive Director, or his/her designee, in the event CONTRACTOR is unable to recruit and hire personnel who meet the minimum qualification requirement for the corresponding minimum required positions. Said approval won’t be provided if CONTRACTOR is unable to prove to the satisfaction of YCTD’s Executive Director’s, or his/her designee’s, satisfaction that CONTRACTOR has exhausted all reasonable approaches to recruit and hire the necessary qualified, certified personnel. In any event, YCTD may deduct from CONTRACTOR the value for wages and benefits, plus a 25% penalty, of maintenance related positions not filled within 30 days of vacancy. Furthermore, YCTD may deduct from payment to CONTRACTOR the differential of wages and benefits, plus a 25% penalty, of maintenance personnel hired at a classification lower than required. YCTD reserves the right to terminate the Agreement for cause if CONTRACTOR fails to provide the number of required maintenance related personnel.

2.31 Other Support Personnel.

CONTRACTOR shall provide at one full-time office clerk to perform administrative and personnel support functions for CONTRACTOR related to this Agreement. Additionally, CONTRACTOR shall provide two maintenance administrative assistant/parts clerks to assist the Maintenance Manager in purchasing items consistent with the requirements of CFR 4220.1F., as amended, to verify, complete, keep and maintain vehicle maintenance records, as well as inventory, to keep parts room well-organized at all times, and to assure that mechanics receive parts in a timely fashion.

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2.40 Additional Qualifications for Employees.

The following minimum qualifications will be required of all persons employed by CONTRACTOR in YCTD service:

2.41 All Employee Positions: CONTRACTOR shall perform employment work history, DMV, physicals, pre-employment drug and alcohol tests, fingerprints, and criminal background checks of all employees associated with this agreement and shall undertake the steps necessary to assure that all such employees perform their duties in a safe, legal, professional manner at all times.

CONTRACTOR shall develop and implement a minimum 8 hour transition orientation training program for all employees associated with this Agreement, to assist them in understanding rules, policies and procedures which the CONTRACTOR intends to implement.

2.42 All Employees in Safety Sensitive Employee Positions (e.g., mechanics, utility workers, cleaners, handyman, drivers, road supervisors, trainers, dispatchers, anyone operating or maintaining a YCTD vehicle): Such employees shall be subject to passing pre-employment, post-accident, and reasonable cause drug and alcohol tests, consistent with federal and state requirements. CONTRACTOR’s personnel program shall be designed to protect the safety and well being of passengers, employees, other people, and property.

2.50 Training For Bus Drivers and Road Supervisors.

CONTRACTOR shall provide training for all personnel working on this contract. It is the sole responsibility of the CONTRACTOR to insure that each individual is fully knowledgeable of their duties and responsibilities and can operate a bus in a safe, proficient manner. It is also the CONTRACTOR’s responsibility to provide additional training if the training requirements specified by the YCTD are insufficient to meet service requirements. At a minimum, training shall comply with the following requirements:

A. Class “C” drivers, first time Class “B” drivers and Class “B”/school bus drivers who have not had prior public transit/school bus training and at least nine (9) months of actual transit/school bus driving experience over the previous three (3) years, as well as a good driver record, and good references.

 Acquisition of a valid Class “B” (or school bus driver’s) license and Medical Certificate; plus

 Minimum thirty-six (36) hours classroom instruction on CONTRACTOR’s policies, procedures, defensive driving, vehicle code, vehicle features, fueling, and cleaning, driver notices, vehicle components, bike rack use, radio procedures,

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vehicle inspection, schedules, routes, transfer policies, fare collection, accident procedures, state rules and regulations, accident report writing, passenger handling and passenger empathy; plus

 Minimum twelve (12) hours classroom and supervised “hands-on” training regarding wheelchair lift components, disabled passenger handling and empathy, operation of lift with/without power, loading/tying down procedures, and emergency procedures; plus

 Minimum forty (40) hours individual behind-the-wheel instruction from a qualified driving instructor while out of service; plus

 Minimum forty-eight (48) hours individual behind-the-wheel instruction from a qualified driving instructor while in service; plus

 A Valid Red Cross First Aid Training Certificate (completed within 6-8 weeks of hiring); plus

 A Valid CPR Training Certificate (completed within 6-8 weeks of hiring); plus

 Completion of driving each route at least twice with on-board CONTRACTOR supervision before being allowed to drive that route unsupervised. (Said training may be included as part of the behind-the-wheel training while in revenue service.) Driver shall be proficient in driving a route under supervision prior to being allowed to drive a route without direct supervision.

B. Class “B”/school bus drivers (with a medical certificate) who have had at least nine months of public transit or school bus driving experience over the previous three years, as well as proof of training, a good driver record, and good references:

 Minimum twenty four (24) hours classroom instruction on CONTRACTOR’s policies, procedures, defensive driving, vehicle code, vehicle features, fueling, and cleaning, driver notices, vehicle components, bike rack use, radio procedures, vehicle inspection, schedules, routes, transfer policies, fare collection, accident procedures, state rules and regulations, accident report writing, passenger handling and passenger empathy; plus

 Minimum eight (8) hours classroom and supervised “hands-on” training regarding wheelchair lift components, disabled passenger handling and empathy, operation of lift with/without power, loading/tying down procedures, and emergency

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procedures (12 hours classroom and supervised “hands-on” training is required if the driver does not have wheelchair lift handling experience as a bus driver); plus

 Minimum twenty-four (24) hours individual behind-the-wheel instruction from a qualified driving instructor while out of service; plus

 Minimum thirty-two (32) hours individual behind-the-wheel instruction from a qualified driving instructor while in service; plus

 A Valid Red Cross First Aid Training Certificate (completed within two months of hiring); plus A Valid CPR Training Certificate (completed within two months of hiring); plus

 Completion of driving each route at least twice with on-board CONTRACTOR supervision before being allowed to drive that route unsupervised. (Said training may be included as part of the behind-the-wheel training while in revenue service.) Driver shall be proficient in driving a route under supervision prior to being allowed to drive a route without direct supervision.

C. Additional Training Required for all drivers regardless of experience:

 Vehicle Type Training No driver shall be allowed to operate equipment in YOLOBUS service until he has been trained and signed off by a qualified instructor as to his/her successful attainment of the skills necessary to properly, safely, and proficiently operate the vehicle type to which he/she has been assigned; plus

 Minimum 4 hours behind the wheel training per year; plus

 Minimum ninety (90) minutes ongoing safety and operations training every month for every driver employed in YOLOBUS service. CONTRACTOR to present proposed meeting agenda for YCTD’s approval prior to each session; plus

 Driver Evaluations. Each driver employed in YOLOBUS service shall be evaluated by a qualified instructor at least once every six (6) months, including in-service evaluation, license and medical certificate checks, and a review of citations and convictions. CONTRACTOR shall comply with DMV pull-notice requirements; plus

 Accidents. Whenever a driver is involved in a preventable accident and whenever a driver is involved in two or more non-preventable accidents in any twelve month period, CONTRACTOR’s qualified instructor shall ride with that driver and perform an

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evaluation and re-training, if necessary; plus

 Driver Safety Awards. CONTRACTOR shall institute an ongoing driver safety awards program (to be approved by YCTD’s Executive Director, or his/her designee,); plus

 Video Route Training. Within 120 days of the effective date of this Agreement, CONTRACTOR shall, using YCTD provided buses and YCTD’s on-board video camera system, film, organize, store, maintain and provide drivers and trainers access to videos displaying all YCTD routes and associated bus stops. Said training does not replace the required behind-the-wheel training, nor the requirement that drivers must operate along a route at least twice under supervision prior to being allowed to operate it without supervision. Rather, video route training is a supplemental tool to assist drivers in learning routes that they haven’t driven in awhile, or that have changed; plus

D. CONTRACTOR shall comply with State of California training requirements, including Verification of Transit Training and other required certifications; plus

E. CONTRACTOR shall comply with training requirements that may be established by the California Transit Insurance Pool (CALTIP).

3.0 Items Provided by YCTD.

A. At the initiation of the Agreement, YCTD shall provide CONTRACTOR those items outlined in Appendix A. B. All items made available from YCTD to the CONTRACTOR shall be classified as inventory and shall be used exclusively for YCTD bus service and shall not be used for any other purpose. CONTRACTOR shall account to the YCTD for the location and status of all YCTD provided items at all times. Upon completion or termination of this Agreement, CONTRACTOR shall return the vehicles and all other YCTD provided items to the YCTD with no deferred maintenance, damage, graffiti and ready for use in regular revenue service, less reasonable wear and tear, plus a minimum 90 day supply of all materials, fluids and supplies needed to complete PMIs ad repairs of YCTD buses, equipment and facilities. All non-leased tires on YCTD buses and in inventory shall become the property of the YCTD.

4.0 Items Provided By CONTRACTOR.

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At the initiation of this Agreement, CONTRACTOR shall provide and maintain all those items outlined below and in CONTRACTOR’s proposal. Tools, Supplies & Equipment Provided by CONTRACTOR.

A. CONTRACTOR shall provide all facilities, tools, equipment, work benches, oil, fluids, tires, batteries, parts (with the exception of the items provided by the YCTD), cleaning supplies, office supplies, office equipment, staff and service vehicle fuel, and all such other items and materials required to professionally operate and maintain the YCTD bus system.

B. CONTRACTOR shall, at CONTRACTOR’s expense, provide and maintain:  All tools, equipment, materials, and supplies not provided by YCTD but necessary to perform the preventive maintenance inspection, repair, rebuild, engine and transmission removal, and all other activities required in this Scope of Work.  Engine tune-up and diagnostic equipment and software.  All tools and equipment necessary to perform, periodic service and adjustments and make mechanical repairs.  All cleaning, bus washer, recycling system supplies necessary to clean the buses and maintain YCTD buses, equipment and facility in accordance with this Scope of Work.  All components related to YCTD’s diesel fueling system.  At least two (2) six-passenger staff cars for use primarily by Road Supervisors and for driver shuttle and occasional passenger transport purposes. Each such car shall be in good to excellent condition and shall never have more than 125,000 miles on the odometer, unless otherwise authorized in writing by YCTD’s Executive Director, or his/her designee. Said cars shall be affixed with professionally made signs that clearly identify them as supervisor or staff cars, as well as emergency lighting systems that direct vehicles to other lanes.  All cleaning, bus washer, recycling system materials and supplies necessary to clean the buses and YCTD facilities.  Minimum six (6) digital cameras or smart phones with high definition built-in digital cameras, including a flash, (one for each road supervisor car plus one each for Safety & Training Manager, Operations Manager, Maintenance Manager, and General Manager), specifications for which shall be subject to approval from YCTD’s Executive Director, or his/her designee.  “Smart-Drive”, or approved equal, installed in every revenue

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vehicle.

 Within 90 days after awarding the contract, and at least every three years thereafter, the contractor shall purchase, install and maintain: o A Minimum 18 (See List below) complete Windows 10 enterprise or current version workstations (including MS Office (Current Version) software, cabling, DUAL (2) 19” monitors, 2 of these computers must support Min of 4 monitors ),. 16 GB RAM, i7 Processor (or latest) and dvd read/write, utilizing YCTD’s server) with 3 year warrantee, workstations shall never be older than three (3) years old, the above specifications shall be subject every 3 years to approval from YCTD’s Executive Director, or his/her designee. (All such computer related equipment over three years of age shall be relinquished to YCTD by CONTRACTOR at no additional expense.) Said computers shall be used exclusively for activities directly associated with the YCTD/CONTRACTOR Agreement.

o A minimum two (2) Windows 10, or approved equal, laptop personal computer systems (one for shop, one for Safety & Training) (including software, cabling, min. 8 GB RAM, i5 processor (or latest) and dvd read/write), with 3 year warranty. The laptop computers shall never be older than three (3) years old, and the above specifications shall be subject to upgrades every 3 years, based upon review and approval from YCTD’s Executive Director, or his/her designee. All such computer related equipment over three years of age and being replaced shall be provided to YCTD by CONTRACTOR at no additional expense. Said laptop computers shall be used exclusively for activities directly associated with the YCTD/CONTRACTOR Agreement, none of which shall ever be older than three (3) years old, the above specifications shall be subject every 3 years to approval from YCTD’s Executive Director, or his/her designee.. (All such computer related equipment over three years of age shall be provided to YCTD by CONTRACTOR.at no additional expense.) Said computers shall be used exclusively for activities directly associated with the YCTD/CONTRACTOR Agreement. o

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The following table indicates operational and fiscal responsibilities of CONTRACTOR and YCTD as they relate to IT equipment, services, service fees and software.

IT Equipment Contractor YCTD Apollo Power Additional Systems Wiring Yearly 50% Fleet Drive Cameras Replacements Antenna's Programming Replacements Device Maintenance and Device Upgrades RMA's Units in Replacement or Replacement Installs Expansion Vehicles Testing Each with PM

Cradle Point Power Diagnostics Wiring Programming Antenna Replacement installs Device RMA’s Device Upgrades Units in Replacement or Expansion Vehicles

AVL Equipment Power Testing (Currently Tripspark Wiring Programming Ranger 4 system) Antenna Reinstalling Some parts Assist in Reinstalling Dev ice Upgrades Device RMA’s New Vehicles Connect Card Power Troubleshoot Wiring Dev ice Upgrades Antenna Device RMA’s Installing Units in Replacement or Expansion Vehicles

Radio System Power Troubleshooting Wiring Device Upgrades Antenna Units in Replacement or Device RMA’s Expansion Vehicles Programming (UCDavis)

Facility Alarm System Assist in wiring if needed Troubleshooting Administer

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Gates – RFDI Gate Parts Assist with Troubleshooting Troubleshooting Responsible to Fix Facility Security Cameras Assist with cables Diagnostics Assist with High lift Programming Install replacement cameras Device Upgrades Device replacements Administer Access Control / ID badges Run wires when requested by Diagnostics YCTD. (Materials to be paid Programming for by YCTD) Device Upgrades Device replacements Administer AT&T Line Take over DSL line, Programming including monthly service troubleshooting fees Phone System / Switching / Replace cords as necessary Troubleshoot Data Line Provide and replace Headsets. Parts and Repair Contractor responsible for upgrades 50% of monthly phone and data service fees. Replace all phones inoperative, damaged, or missing. UC Davis Pucks Replacement pucks Units in Replacement or RMA’s Expansion Vehicles

Generator – Generac PMIs and repairs that meet or exceed OEM recommendations Methane Detection 100% Responsible Testing, PMIs and repairs or replacement of all Methane Detection, Reporting and Alarm System related parts. GFI - Probing Probes, RMA’s Computer, Network connectivity Diesel Fuel System Dispenser, Controller system Wireless/Network Connectivity Troubleshooting.

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Fleet Maintenance Software All software, licenses, (currently RTA Version manuals, training, plus the 7.2) cost of setting up and transferring existing data bases from the incumbent Contractor to the new Contractor.

C. CONTRACTOR shall use YCTD facility as primary base of operations and maintenance of YCTD buses. CONTRACTOR use of YCTD facility shall be limited to carrying out the activities approved by YCTD. CONTRACTOR shall conduct no other business from that facility, unless specifically authorized in writing by YCTD’s Executive Director, or his/her designee. Furthermore, YCTD’s Executive Director, or his/her designee, may unilaterally determine the following:  Vehicle traffic circulation, speed, and parking locations  Number of square feet of shop space available to CONTRACTOR  Number of square feet of office space available to CONTRACTOR  Number of square feet of storage space available to CONTRACTOR  Days and hours facility is open  Who is allowed on YCTD’s property and who has access to facility entry codes and keys  Other rules associated with the facility as YCTD’s Executive Director, or his/her designee, deems necessary

All equipment, tools (except mechanic personal tools), supplies, materials and inventory purchased by CONTRACTOR for work associated with YCTD shall become the property of YCTD.

6.0 CONTRACTOR Maintenance and Repairs of Facility.

A. CONTRACTOR shall maintain YCTD’s facility (350 Industrial Way, Woodland, California) in a state of good repair at all times, keeping the site clean and neat, using qualified personnel. CONTRACTOR shall develop a facility maintenance program, subject to acceptability YCTD’s Executive Director, or his/her designee.

B. The facility is defined as the entire property, all equipment, and all improvements at the YCTD property, which is bordered on the south side by Main Street, east side by Industrial Way, north side by Cannery Road, and the west side, currently by a tomato processing plant. The facility definition shall also include all CNG and diesel bus fueling

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and washing facilities which are located on the property, as well as remote facilities leased by YCTD for storing and staging buses.

C. CONTRACTOR including, but not limited to, the following:

a. Daily-Keeping facility properly secure at all times. Keeping all work areas clean, neat, and orderly at all times. Limiting access to property to only authorized persons. Utilizing operable burglar, methane and fire alarm systems. (CONTRACTOR is responsible for all costs associated with false alarms.)

i. Emptying trash containers, and picking up loose debris. Properly securing facility (e.g., locking gates and doors and controlling CONTRACTOR related activities), including maintaining, and activating and monitoring alarm systems.

ii. Storing and maintaining only those vehicles and equipment authorized by YCTD to store and maintain at YCTD facility.

iii. Removing and reporting all spills, both on and off-site, immediately upon their discovery.

iv. Keeping shops, all bathrooms, showers, work areas, and yard thoroughly cleaned and organized, providing toilet paper, paper towels, aerosol sprays, soaps, other cleansing materials and all other materials to all such facilities at all times.

v. All computers files associated with the YCTD Agreement shall be backed up daily by Contractor in a manner subject to approval by YCTD.

vi. Safely storing maintenance information on facility and buses in a well organized manner at all times, in formats subject to approval by YCTD’s Executive Director, or his/her designee.

vii. Inspecting and cleaning public and bus fuel island dispensers, hoses, nozzles and card lock system. Repairing, preparing and re-painting surfaces that are rusted or damaged. Parts and supplies for the CNG station shall be provided by either YCTD or YCTD’s CNG station provider. However, items and components lost, stolen, or damaged as a result of CONTRACTOR’s negligence shall be repaired and replaced at CONTRACTOR’s expense.

viii. Water plants and trees throughout YCTD’s facility as needed.

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ix. CONTRACTOR shall adjust, clean, remove, and replace facility video surveillance system cameras and shall notify YCTD immediately of any equipment that needs to be replaced.

x. Provide YCTD Handyman services as needed by YCTD (providing at least 1.0 full time equivalent employee, consistent with CONTRACTOR’s proposal). b. At least 1 day a week—YCTD’s emergency power generator system shall be started and run in a test mode (for approximately 20 minutes) once a week, consistent with OEM recommendations and using the automatic testing system installed by the OEM. All noted defects shall be expeditiously repaired. Also, check and update fluid levels, belts. c. At least 3 days a week—Clean YCTD office area, plus all CONTRACTOR occupied areas. Empty all trash cans, change out trash bags, change out toilet paper, paper towels, soap. Clean bathrooms and kitchen areas, dust flat surfaces, vacuum all offices. Sweep and wash, as needed, non-carpeted floor areas. Haul off trash. d. At least every 30 days-YCTD’s emergency power generator shall be inspected, serviced and repaired. Contractor shall expeditiously repair all defects in generator system at CONTRACTOR’s expense.

All weeds shall be cut and removed, weather permitting. All plants and trees shall be maintained, and replaced as necessary. All facility paved areas shall be swept or otherwise thoroughly cleaned using air blowers or sweepers built for that purpose. e. At least every 60 days- All accumulated grease and oil shall be removed. All weeds shall be abated.

i. Fare vault/receiver system shall be serviced (more often if recommended by OEM). All fare transport equipment (e.g., fare vaults) shall be inspected, repaired or replaced if not reparable.

ii. All weeded areas shall be sprayed with “Roundup” or approved equal, for weed abatement, weather permitting. Said chemical selections and use shall comply with all environmental regulations. f. At least every 90 days-Methane detection system and all ventilation and

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HVAC systems shall be tested, serviced and repaired, with all replaceable air filters replaced. g. At least twice a year-Bus washer water recycling system (if any) and grease/oil/water separator systems (of which there are two) shall be thoroughly flushed out and cleaned, with all waste removed and discarded in compliance with environmental regulations. Sewer and storm lines shall be inspected, repaired and cleaned out where necessary.

i. The perimeter of all buildings, and the interior of all buildings shall be sprayed for insect eradication, using materials which are environmentally safe and not toxic to humans.

ii. All excess vegetation shall be trimmed back and the waste discarded off- site, in compliance with solid waste disposal regulations.

iii. CONTRACTOR shall perform preventive maintenance and repair of YCTD’s wheel polishing system, and related dust collection vacuum system, replacing all parts and supplies necessary for such systems to be safely used for at least the ensuing six (6) month period. Items requiring replacement shall be replaced in a manner that meets or exceeds OEM standards.

iv. CONTRACTOR shall thoroughly inspect, service, and repair all roll-up doors and associated systems. Items requiring replacement shall be replaced in a manner that meets or exceeds OEM standards. CONTRACTOR shall also be responsible for the safe keeping, maintenance, repair, and replacement of all proximity cards in the event any such item is lost, stolen, or otherwise unaccounted for, notifying YCTD immediately of any such incidents.

v. All carpeted areas shall be steam cleaned and treated with stain resistant chemicals. Stained and damaged carpet shall be professionally replaced with carpet identical to the piece that is removed. The only exception to this is replacement of carpeting in YCTD-occupied offices, which shall be the responsibility of YCTD at YCTD’s expense and within YCTD’s selected time frame. h. At least once a year-Entire facility pavement surface shall be inspected, consistent with YCTD’s pavement management plan requirements established by the California Department of Water Resources. All cracks and open joints shall be sealed, using materials subject to approval from YCTD’s Executive Director,

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or his/her designee. Inspection report shall be prepared and submitted to YCTD no later than November 30th of each year. i. At least every two years-Contractor shall repaint/restripe/re-number all asphalt and concrete surfaces and inspect, repair, sand, prime, repaint all bollards. This shall include not only outside surfaces, but shop floor areas which are striped. j. Ongoing facility maintenance requirements applicable to CONTRACTOR (as needed, as determined by circumstances and/or YCTD)-

i. Development and execution of SB 198 safety plan, including updates, as well as other documents, certifications and activities required by local, state, or federal regulations relative to maintaining and operating buses out of the YCTD’s facility. ii. Lighting (maintaining in good repair at all times both exterior and interior lighting of entire facility), excluding only the area inside of YCTD’s administrative offices. Replacing burned out lights immediately upon their discovery, utilizing energy efficient products where feasible. Subject to YCTD written approval and governmental regulations, modify lighting system to meet energy conservation requirements while still maintaining a safe environment. iii. Maintain all gates, gate opening and monitoring equipment, fencing, and locks. iv. Maintain all roofing, siding, doors, locks, windows, fixtures, flooring, carpeting (steam cleaning at least twice per year) at all areas except interior space occupied by YCTD. CONTRACTOR shall undertake the necessary maintenance and repair activities to assure that there are no roof or other water leaks in large and small shops, and offices and rooms occupied by CONTRACTOR. v. Eradication and removal of insects and rodents. vi. Landscape watering and maintenance of the entire facility, including contiguous plants. (CONTRACTOR shall abate weeds at all times and shall maintain and replant bushes and trees that are diseased or otherwise in need replacement.) vii. Storm Drain System Requirements. CONTRACTOR shall comply with all storm water runoff inspection, reporting, and remediation requirements established by local, state and federal agencies. CONTRACTOR shall keep entire storm drain system affecting YCTD facility clear of debris and in good operating order at all times. CONTRACTOR shall install and utilize any sump pump systems needed to assure non-flooding of YCTD facility. viii. Bus washer area shall be serviced at regular intervals in a manner which

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meets or exceeds OEM recommendations, and kept clean and functional at all times. Water recovery tanks, if any, shall be kept free of algae growth at all times. ix. Removing clutter and debris from the facility. Garbage pick-up shall be at least once/week, using industrial type covered refuse bin(s), of a capacity sufficient to store debris generated by CONTRACTOR. x. CONTRACTOR shall maintain telephone system supplied by YCTD and used by CONTRACTOR (currently Avaya Adventel phone system and voice mail system). CONTRACTOR shall replace, at CONTRACTOR’s expense, all CONTRACTOR operated phones that become defective or inoperable. xi. CONTRACTOR shall safely secure and maintain all radio and cellular telephone systems either provided by YCTD or otherwise used by CONTRACTOR in the provision of YCTD service. xii. CONTRACTOR shall be financially and operationally responsible for all utilities (electricity, natural gas, water, sewer, garbage), excluding: natural gas, electricity, and water used inside of YCTD administrative offices and natural gas and electricity used at the CNG compressors and CNG fueling islands. xiii. CONTRACTOR shall be responsible for all electrical, lighting, natural gas, fire sprinkler, water, sewer systems, with the exception of those exclusively associated with interior of YCTD administrative offices, the CNG compressors, and CNG fueling islands. xiv. CONTRACTOR shall adequately maintain and repair all ventilation, heating, air conditioning systems, excluding those feeding YCTD administrative offices. xv. CONTRACTOR shall maintain and repair all air compressor systems (stationary and portable units) xvi. CONTRACTOR shall properly store, maintain and repair fluid distribution systems (e.g., oils, ATF, coolants) xvii. CONTRACTOR shall properly store, maintain and repair natural gas detection, ventilation, fire detection system and fire alarm systems. xviii. CONTRACTOR shall maintain and repair burglar alarm systems in shops and CONTRACTOR occupied offices. xix. CONTRACTOR shall maintain and repair the facility video surveillance system, including monitor and VCR. xx. CONTRACTOR shall maintain and repair all other YCTD-provided and CONTRACTOR-provided equipment that is used in CONTRACTOR’s provision of service. xxi. CONTRACTOR shall maintain and repair all other facility features and equipment, whether or CONTRACTOR’s side or YCTD’s side. xxii. CONTRACTOR shall be responsible for properly removing oil and all

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other hazardous materials brought on site or generated by CONTRACTOR, including remediation and repair of environmental damage occurring during CONTRACTOR’s occupancy of YCTD facility at CONTRACTOR’s expense.

7.0 CONTRACTOR Maintenance and Repair of Buses & Equipment.

CONTRACTOR shall perform all preventive maintenance and repair, at a minimum, in accordance with original equipment manufacturers’ (OEM’s) recommendations and the Preventive Maintenance Inspection (PMI) program included in the CONTRACTOR’S proposal to the YCTD. Said maintenance and repair program shall be conducted at YCTD’s facility, with the exception of certain specialized work (e.g., body damage repair, certain rebuilds), which may be conducted off-site if approved by YCTD’s Executive Director, or his/her designee.

A. CONTRACTOR, at its sole cost and expense, shall provide all fuel, lubricants, other fluids, repairs, towing, cleaning, parts, supplies, labor, maintenance, major components (with the exception of those provided by YCTD), and component rebuilding and replacement, required for the operation of all vehicles and equipment pursuant to this agreement. CONTRACTOR shall be fully responsible for the safe and efficient maintenance of all vehicles, radios, fareboxes, data reporting subsystem, revenue storage units, bike racks, on- board camera systems and all other YCTD-provided equipment, including YCTD staff vehicles, to be used to perform this agreement in strict conformity to all CHP regulations and orders. CONTRACTOR’s duty and responsibility to so maintain all vehicles and equipment is not delegable to any other person, firm or corporation. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that are inoperative or require repair after 30 days of discovery of the needed work.

All parts, materials, tires, lubricants, fluids, oils, supplies, materials and procedures used by CONTRACTOR on all YCTD owned coaches, vehicles (including service truck and YCTD staff cars) and equipment shall meet or exceed Original Equipment Manufacturer (OEM) specifications and requirements.

All outside vendors, such as machine shops, component rebuilders or accident repair shops, that make repairs associated with any equipment provided by YCTD shall utilize only parts, materials, lubricants, fluids, oils and procedures that meet of exceed OEM specifications and requirements.

B. CONTRACTOR’s preventive maintenance program shall meet or exceed OEM specifications and requirements. Preventive maintenance inspections and repairs shall occur at

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or before the designated time or mileage intervals, whichever occurs first, on ALL buses used in YCTD service. At a minimum, preventive maintenance inspections on each bus and paratransit vehicle shall occur at least once every 3,000 miles or 45 days, whichever occurs first.

CONTRACTOR’s overall preventive maintenance program shall also be sufficient so as not to invalidate or lessen warranty coverage of YCTD-provided buses and equipment.

CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that are more than 500 miles past their PMI due mileage or more than 5 days beyond their PMI due date.

C. All wheelchair lift-related equipment shall be inspected, serviced and lubricated at intervals necessary to insure that the wheelchair lifts are fully operational whenever the vehicle is used in revenue service. Wheelchair lift systems shall be inspected and repaired during each preventive maintenance inspection.

D. Daily, CONTRACTOR shall drain the low pressure CNG fuel filter of all excess fluids on all CNG buses used in service that day. YCTD reserves the right to extend this drainage interval, subject to written approval from YCTD’s Executive Director, or his/her designee.

E. Brake, steering, suspension, emergency equipment, and vehicle code lighting system inspections and adjustments shall be performed at intervals that insure safe and efficient operation at all times. CONTRACTOR shall use only steel-belted radial tires with the proper rating for buses.

F. A timely laboratory oil analysis shall be performed on every YCTD provided vehicle engine with each oil change. The analysis program used by CONTRACTOR shall be subject to approval by YCTD. CONTRACTOR shall provide copies of all oil analysis reports to YCTD on a timely basis. CONTRACTOR shall be responsible for organizing, receiving, and analyzing engine oil analysis reports, which CONTRACTOR shall use to assist in scheduling engine repairs on a timely basis, thus avoiding unnecessary major repairs.

G. A timely laboratory analysis shall be performed on every YCTD-provided vehicle transmission with every fluid change. The analysis program used by CONTRACTOR shall be subject to approval by YCTD. CONTRACTOR shall provide copies of all fluid analysis reports to YCTD on a timely basis. CONTRACTOR shall provide copies of all oil analysis reports to YCTD on a timely basis. CONTRACTOR shall be responsible for organizing, receiving, and analyzing transmission oil analysis reports, which CONTRACTOR shall use to

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assist in scheduling transmission repairs on a timely basis, thus avoiding unnecessary major repairs.

H. All lubrication, oil, and filter change intervals shall be performed in accordance with OEM specifications, requirements and the schedule provided in the CONTRACTOR’s proposal to operate the YCTD bus system. Engine oil and filters shall be changed at least once every 6,000 miles on all diesel and compressed natural gas buses and at least every 3,000 miles on all other vehicles, unless otherwise modified in writing by the YCTD. Shorter oil change intervals shall occur if required by the engine OEM. CONTRACTOR shall comply with OEM requirements relative to fluid specifications for each bus type.

Extending fluid change intervals is subject to prior written approval from YCTD. Such approval shall not considered unless CONTRACTOR presents written OEM evidence that warranty coverage will not be adversely impacted by modifying such change intervals. Furthermore, lengthening the oil change intervals shall not occur without YCTD and CONTRACTOR agreeing in writing to a change in compensation (lowering charges) due to lengthening such intervals. Such evidence shall not result in automatic YCTD approval. CONTRACTOR guarantees that its preventive maintenance program will not invalidate or shorten warranty coverage provided by OEMs. CONTRACTOR shall be held financially liable to absorb expenses for all repairs which would have been covered under warranty had it not been invalidated by CONTRACTOR’s actions.

At a minimum, bus engines and radiators shall be steam cleaned prior to every 6,000 mile inspection and bus undercarriages shall be steam cleaned at least twice a year.

I. All components of the bus bodies, appurtenances, and frames shall be maintained in a safe, sound and undamaged condition at all times. Repairs (including body, glass, seats, molding, and all bus appurtenances) shall not be deferred; rather, they shall be made expeditiously and professionally.

K. All mechanical, electrical, fluid, air, and/or hydraulic systems shall be maintained in a safe and working condition at all times. At a minimum the engine coolant system on each bus shall be thoroughly inspected, flushed out and replenished at least twice a year, and coolant materials and mixture ratios shall meet or exceed OEM recommendations.

L. The interior passenger compartment shall be free of exhaust fumes from the engine, engine compartment, and exhaust system of the bus.

K. Heating and air conditioning (A/C) systems shall be installed, maintained, and used to insure that the passenger compartment is comfortably maintained under all climatic conditions at all times on all in-service runs. Thorough heating and A/C inspections and repairs shall be executed and completed on all buses with each PMI. CONTRACTOR shall maintain the A/C

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systems in a state of good operating condition throughout the entire year. The PMI program for the A/C systems shall meet or exceed OEM requirements. CONTRACTOR shall use and maintain all coolant recovery systems. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that have inadequate or inoperative heating or air conditioning.

L. Seats (including all appurtenances and framing), stanchions, standee straps, wheelchair tie-down systems shall be maintained in good operating condition at all times. All tears, gum, graffiti and other damage shall be repaired in a professional manner immediately upon their discovery. CONTRACTOR shall replace grab bar padding, seat covers, standee straps, wheelchair tie-down systems which are worn, damaged, or cannot be professionally repaired, using materials which are identical in design and color as those materials being replaced unless such materials are no longer available, in which case CONTRACTOR shall obtain Executive Director, or his/her designee, approval for an alternative material and design. CONTRACTOR shall provide an adequate supply of seat covers to assure that damaged seat covers are replaced immediately. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for damaged, stained, or soiled seats not repaired or replaced within 30 days of their discovery.

M. CONTRACTOR shall maintain buses in an undamaged state at all times and shall implement an ongoing repair, touch-up and repainting program. Areas of buses with chips, peeling, flakes, dings, scratches, and all other body or paint damage, including but not limited to the bus fronts, shall be expeditiously repaired, primed, and repainted at CONTRACTOR’s expense. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that have component, paint or body damage not repaired within 30 days of their discovery.

N. Above and beyond the ongoing repair, touch-up and repainting program described in Paragraph M above, CONTRACTOR shall propose and, subject to written approval from YCTD, implement a program for repainting entire buses. On or before January 15th of each year, CONTRACTOR shall prepare and present a proposed updated schedule and budget for bus repainting for the subsequent contract year. CONTRACTOR and YCTD shall meet to review and discuss said repainting budget. CONTRACTOR shall abide by Circular 4220.1F, as amended, relative to procurement requirements associated with bus repainting. The specific buses authorized for bus repainting shall be subject to prior written approval from YCTD’s Executive Director, or his/her designee.

O. CONTRACTOR shall maintain bicycle racks in a state of good repair at all times. CONTRACTOR shall implement an ongoing program of inspecting, replacing worn parts,

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repairing, prepping, repainting, and re-decaling bicycle racks. At a minimum, bicycle racks on buses shall be repainted where necessary and re-decaled at least once every two years.

All bicycle racks damaged, lost, or destroyed shall be replaced at CONTRACTOR’s expense.

P. CONTRACTOR shall maintain destination signs in a state of good repair at all times. CONTRACTOR shall expeditiously repair or replace signs that are inoperative. CONTRACTOR shall also design and implement a program where professionally made temporary signs are used on any and all buses operating along public streets with inoperable destination signs. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that have destination signs which are not displaying route and destination information, are inoperative or require repair after 30 days of their discovery.

Q. CONTRACTOR shall maintain and keep in good operating condition all electronic surveillance camera systems in YCTD buses. Currently, each of 49 YCTD buses is equipped with an 8-camera system and DVR and each of 11 YCTD paratransit vehicles is equipped with a 4-camera system and DVR. CONTRACTOR shall design and implement procedures for use of said system, including proper cataloguing, retrieval, and submitting of incidents recorded with said system. Such procedures shall be subject to approval from YCTD’s Executive Director, or his/her designee. YCTD shall, at YCTD’s expense, provide replacement hard drives for YCTD buses as necessary.

R. Bus Washing & Cleaning. All buses shall be reasonably clean, with all grease and oil fingerprints and handprints removed, throughout both outside and inside, prior to being driven outside of the YCTD yard.

1. Daily or More Often.

a) Complete interiors (including the passenger area, as well as the dash and floor area around the driver) shall be dusted/vacuumed and swept, with all trash removed, on a daily basis, or more often as necessary, on all buses used in service that day.

b) The bus exteriors of all buses being used that day shall be washed prior to being put into service that day, or more often as necessary (e.g., when streets are wet or muddy). Waterdrop build-up on bus windows shall be removed and minimized. In the event that the bus washer is out of service for repairs, CONTRACTOR shall make other arrangements to assure that the buses are washed at their required interval. Driver windows and mirrors shall be kept clean at all times.

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CONTRACTOR’s bus cleaning program shall minimize dirt, oil, water residue, and bug build-up on mirrors and windows, including the front windshield, side and rear windows, and destination sign windows, thus assuring good visibility on the driver’s part, as well as a clean, professional image from a public perspective. No bus shall be placed into service that has windows which are dirty, streaked, or heavily spotted and may obscure the driver’s vision. At a minimum, front windshields on each bus shall be thoroughly inspected and cleaned, with all streaks and spots removed, prior to each pull-out of that bus.

c) CONTRACTOR is responsible for keeping buses clean at all times, regardless of operability of the bus washer, at CONTRACTOR’s expense. CONTRACTOR’s shall establish a written alternative washing program to be implemented when the bus washer is unavailable for use. Said program shall be subject to approval from YCTD’s Executive Director, or his/her designee.

2. Other Intervals. a) Other windows, stanchions, fareboxes, first aid kit casings shall be thoroughly cleaned and floors and steps mopped and thoroughly cleaned at least three times every week, or more often as necessary, on all buses used in service. When the floors are mopped, gum and spills shall be removed. CONTRACTOR shall not leave an excessive amount of water on the floor which could cause deterioration of the floor or subfloor. b) In the event of widespread outbreaks of flu or other infectious diseases, CONTRACTOR shall, at CONTRACTOR’s expense, design and implement a responsive and aggressive program for cleaning and sterilizing bus stanchions, grab rails, grab straps and other bus components that passengers are likely to have physical contact with. c) Ceilings and walls shall be thoroughly cleaned at least once per month, or more often as necessary, on all buses. d) CONTRACTOR shall wash and clean all wheels at least three times every week. e) CONTRACTOR shall also establish an ongoing program for use of the VIS (Visual Inspection Services) wheel polisher, such that all aluminum wheels are clean, polished and professional looking at all times. f) Buses shall be kept free of vermin and insects at all times. CONTRACTOR shall exterminate all vermin and insects from all buses immediately upon their discovery, utilizing materials which are safe and not nauseous to passengers. g) CONTRACTOR shall propose, and subject to approval from YCTD’s Executive Director, or his/her designee, implement an ongoing vehicle detailing program on all revenue and non revenue vehicles used in association with this Agreement.

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CONTRACTOR shall detail every revenue vehicle at least once every three months.

S. CONTRACTOR shall conform to all instructions and make all corrections required by the CHP and other applicable regulatory agencies regarding use and maintenance of buses.

T. CONTRACTOR shall recharge/replace fire extinguishers whenever they are defective or their charge is too low or too high–at a minimum, portable fire extinguishers shall be recharged/replaced at least once each year and shall include renewal date tags, Amerex fire extinguishers (on CNG coaches) shall be recharged/maintained in a manner prescribed by the OEM.

U. CONTRACTOR shall equip all buses with first aid kits compatible with the size of each bus. Components outdated and used in first aid kits shall be replaced immediately.

V.. CONTRACTOR shall organize, manage, and coordinate service bulletin and recall information for all vehicles, correcting all deficiencies that have been noted on a timely basis. Recall and service bulletins that relate to safety issues shall result in immediate investigation and resolution of those problems.

W. If CONTRACTOR should provide buses to put into YCTD service, the color schemes and pattern designs shall be subject to Executive Director, or his/her designee, approval. The use of other than YCTD-provided buses in service is subject to approval from the Executive Director, or his/her designee, on a case-by-case basis. All buses must be readily identifiable as part of the YCTD transit system. Patterns, designs and colors shall be identical insofar as possible, depending on the design configuration of the buses. CONTRACTOR’s local telephone numbers at its base of operations shall be produced and placed by CONTRACTOR so as to be legible on the interior of each bus, with notification that the public may obtain scheduling and route information, as well as register any complaints they may have pertaining to the system or its operation by calling such number.

All buses provided by CONTRACTOR shall be capable of traveling at the speed of 65 miles per hour on a level road while fully loaded. “Fully loaded” shall mean that such bus contains a full complement of passengers, fuel, oil, and water.

All buses provided by CONTRACTOR shall be equipped with the YCTD logo on all four sides (logo to be furnished by CONTRACTOR, subject to Executive Director, or his/her designee, approval) and combination number and route destination signs mounted on the front of bus. All signs shall be similar to, or better than, those in use on YCTD-provided buses. Legends and numbers shall be professionally made and clearly visible during the

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day or night. All buses shall have an individual identification number if required by PUC or CHP regulation. The YCTD logo shall be covered or removed from CONTRACTOR- provided buses when they are used for any purpose other than performance of this agreement.

X. Bus CNG Systems. CONTRACTOR shall have CNG tanks, fittings, and pressure relief valves inspected and recertified on YCTD CNG buses in a manner consistent with OEM recommendations, federal, and state regulations. CONTRACTOR shall provide a thorough inspection of CNG tanks, fittings, and piping on each CNG bus at least once every six months, or more often if recommended by the OEM or established by federal, state or local requirements. Said inspections shall be by a person who has been certified to perform such work through the NGI training program, or approved equal.

Y. Inventory. At the beginning of this Agreement, CONTRACTOR and YCTD shall, in conjunction with YCTD’s maintenance review consultant, conduct an inventory of supplies, parts and major components at the YCTD’s facility. The purpose of the audit of the inventory is to establish the minimum level of supplies, parts and major components that the CONTRACTOR shall maintain. In the event that YCTD adds major components (e.g. an additional swing engine, transmission, a/c compressor, etc.), CONTRACTOR will be responsible for maintaining that additional level of inventory.

All equipment, tools (except mechanic personal tools), supplies, materials and inventory purchased by CONTRACTOR for work associated with YCTD shall become the property of YCTD.

1. In addition to properly using and accounting for YCTD-provided inventory, CONTRACTOR shall establish and maintain an on-going spare parts inventory sufficient to permit that peak hour vehicle requirements are met at all times and that bus spare vehicles are properly repaired and maintained. Said system shall be subject to approval from the Executive Director, or his/her designee. All such inventory shall be used exclusively on vehicles used in YCTD service and shall become the property of YCTD, including inventory on YCTD vehicles as well as in storage. Said inventory shall be maintained by CONTRACTOR at all times, and CONTRACTOR shall not be allowed to deplete the inventory; rather, CONTRACTOR shall be required to replace inventory as it is used. If CONTRACTOR uses an item of inventory that can no longer be replaced due to unavailability or obsolescence, YCTD may approve, and CONTRACTOR shall acquire an inventory item of equal or greater value than the item that was removed. At a minimum, the overall value of the bus parts inventory shall be maintained at an

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average of at least $200,000. This value is in addition to the value of swing engines and transmissions provided by YCTD, in addition to the value of lubricants, fluids, and non- bus parts. In the event YCTD adds buses to its active fleet, YCTD shall reimburse CONTRACTOR a one-time extra of at least $2,000 per additional new bus and at least $1,000 extra per new paratransit vehicle for additional spare parts to build up the inventory further, which will assure that the inventory value is sustained at levels consistent with the active fleet size.

2. In addition to the above, CONTRACTOR shall provide and maintain at all times a minimum inventory of at least a 60 day supply of all items required by the PMI program at YCTD’s facility. These items are typically filters, lubricants, coolant hoses, clamps, antifreeze, spark plugs, spark plug wires, lights, etc. All such PMI inventory shall become the property of YCTD. Said inventory shall be maintained by CONTRACTOR at all times, and CONTRACTOR shall not be allowed to deplete the inventory; rather, CONTRACTOR shall be required to replace inventory as it is used. If CONTRACTOR uses an item of inventory that can no longer be replaced due to unavailability or obsolescence, YCTD may approve, and CONTRACTOR shall acquire inventory items with a cumulative value of equal or greater than the cumulative value of the items that are removed.

3. In addition to the above, CONTRACTOR shall provide and maintain a minimum of at least a 60 day supply of running repair items at YCTD’s facility. These are typically wear items related to brake overhaul, shocks, bellows, suspension bushings, glass, switches, latches, wheelchair lift and tie-down systems, air valves, diaphragms, hoses, tires , belts, wiper blades, etc.. All such running repair inventory shall become the property of YCTD. If CONTRACTOR uses an item of inventory that can no longer be replaced due to unavailability or obsolescence, YCTD may approve, and CONTRACTOR shall acquire inventory items with a cumulative value of equal or greater than the cumulative value of the items that are removed.

4. CONTRACTOR shall securely store all YCTD and CONTRACTOR provided parts at YCTD facility in an organized, systematic format, securing said parts from theft or loss.

5. CONTRACTOR shall comply with all storage or extended storage recommendations of the unit manufacturer.

6. CONTRACTOR shall maintain accurate and current detailed inventory records regarding the location, condition and status of all YCTD parts whether new, rebuilt or core. Inventory records shall be perpetually maintained and indicate the vehicle and date that the unit was installed on the vehicle, either new or used.

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CONTRACTOR shall obtain Executive Director, or his/her designee, approval of inventory record system.

Depending upon the status of the unit, the following additional inventory information shall be included:

a) If the unit is new and never been used, the inventory record shall note that the unit is new.

b) If the unit is rebuilt, the inventory record shall indicate that it is rebuilt, the date it was rebuilt and who rebuilt it.

c) If the unit is a core, the inventory record shall indicate the coach it was removed from, the date it was removed and the work order number. In addition, the unit shall be tagged with duplicate coach information and detail of problem with the unit.

7. CONTRACTOR shall not co-mingle YCTD-provided units with other CONTRACTOR-owned, operated or maintained equipment. All YCTD-provided units are for the exclusive on YCTD provided equipment.

8. CONTRACTOR shall insure that the YCTD original units are rebuilt to OEM specifications and not exchanged for another unit without prior YCTD approval.

9. CONTRACTOR shall undertake rebuild/replacement activities in such a manner so as to insure that units removed from any bus or inventory are re-built or replaced within 45 days of their removal from a bus or inventory. Said units shall become YCTD property.

10. CONTRACTOR shall be responsible to return all units, except as otherwise specified, to the YCTD at the end of the contract period. Units shall be new or rebuilt to OEM specifications and ready for installation.

11. All rebuilt units shall be rebuilt in accordance with the unit manufacturer’s latest manuals or service publication minimum requirements.

8.0 Engine & Transmission Re-building. It is the intention that all rolling stock engine and transmission rebuilds be undertaken by OEM authorized third parties selected by YCTD, using a competitive procurement process undertaken by CONTRACTOR, subject to approval from YCTD’s Executive Director, or his/her designee. All engine and transmission rebuilds and replacements

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shall be subject to written authorization from YCTD’s Executive Director, or his/her designee, on a case-by-case basis.

All engine and transmission rebuilds by outside vendors shall be performed by only qualified mechanics and in a manner that meets or exceeds OEM requirements, as well as state and federal requirments.

All engine and transmission rebuilds shall be performed only by journeyman mechanics trained and certified on the engine and transmission type being rebuilt. CONTRACTOR shall undertake the steps necessary to assure that rebuilt or replacement engines and transmissions, including swing units, if available, are installed on a timely basis. No vehicle shall be out of service for more than 45 days for engine or transmission rebuilding, with the exception of parts unavailability beyond CONTRACTOR’s control. When a complete engine or transmission rebuild or replacement is recommended and approved, CONTRACTOR shall be responsible for all related work, including, but not limited to, removal and installation, and towing. CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be assessed penalties (consistent with the Performance Incentives/Penalty program described in Exhibit D) for buses that have been unavailable for service for more than 45 days as the result of engine or transmission rebuild or replacement work, with the exception of parts unavailability beyond CONTRACTOR’s control.

On or before January 15th of each year, CONTRACTOR shall prepare and present a proposed updated schedule and budget for parts and outside labor for anticipated major engine and transmission rebuilds and replacements for the subsequent contract year, consistent with the major rebuild requirements outlined in this Scope of Work. CONTRACTOR and YCTD shall meet to review and discuss said rebuild budget. YCTD reserves the unilateral right to shorten or extend the intervals when rebuilding shall be required and CONTRACTOR shall abide by such rebuild requirements. CONTRACTOR shall abide by Circular 4220.1F, as amended, relative to parts and service procurement requirements associated with rebuilds and replacements. The following chart outlines what components shall be included in the engine and transmission rebuild/replacement program: CONTRACTOR SHALL PROPOSE A COMPREHENSIVE REPAIR AND OVERHAUL PROGRAM, DELINEATING WHAT PARTS AND SUPPLIES THE CONTRACTOR WILL PROVIDE, AS WELL AS WHAT PASS-THRU ITEMS WOULD REQUIRE REIMBURSEMENT FROM YCTD. Areas of engine covered, if performed as a single rebuilding activity, include those listed above if completed as a single rebuild. If any of these components have to be replaced between major engine and transmission rebuilds, then such work shall be undertaken at CONTRACTOR’s expense and shall not be eligible for additional reimbursement beyond the established mileage rates, unless CONTRACTOR can prove to the YCTD Executive Director, or his/her designee’s

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satisfaction that the rebuild or replacement was not caused by negligence on the CONTRACTOR’s part.

The radiator shall be rebuilt or replaced with a new unit with each engine rebuild, unless the unit has been installed within the previous year, in which case, it shall be thoroughly cleaned, inspected, and repaired with the engine rebuild.

CONTRACTOR’s rebuild program shall be sufficient to assure that rebuilds/replacements last at least as long as follows: Natural Gas and Diesel Transit Bus Engines At least 150,000 miles Transit Bus Transmissions At least 150,000 miles Other Diesel Engines At least 150,000 miles Gasoline Engines At least 75,000 miles Other Transmissions At least 50,000 miles Rebuilds and replacements necessary at less than these intervals shall be at CONTRACTOR’s expense, unless CONTRACTOR can prove to the YCTD Executive Director, or his/her designee’s satisfaction that the rebuild or replacement was not caused by negligence on the CONTRACTOR’s part.

YCTD’s Executive Director, or his/her designee, may order the CONTRACTOR to rebuild or replace an engine, transmission, AC compressor, starter, alternator, radiator, hydraulic fan assembly, replace low and high pressure regulators, wheelchair lift assembly or any other bus related component at any time during the contract period if the Executive Director, or his/her designee, determines that such work is necessary to assure continued service reliability, after considering one or all of the following: recommendation from an outside third party, discussion with CONTRACTOR, oil analysis reports, equipment-caused penalties assessed, fuel consumption summaries, roadcall record, work orders, visual inspection, mileage assessment, or other assessment of the condition of said component. If a rebuild is ordered before the end of its minimum life, as defined above, CONTRACTOR shall execute such rebuild or replacement expeditiously at CONTRACTOR’s expense.

CONTRACTOR shall establish a comprehensive monitoring program to assess and forecast which components need to be rebuilt or replaced.

In the event YCTD decides to retire a bus prior to it receiving a transmission or engine rebuild, YCTD may unilaterally elect to either receive a credit for such or authorize the rebuild of a different engine or transmission.

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In procuring engine and transmission rebuilds, CONTRACTOR shall comply with FTA third party purchasing requirements (CFR 4220.1F, as amended).

8.5 Other Procurements, Standing Purchase Orders CONTRACTOR shall obtain goods and using a competitive procurement process that complies with FTA Circular 4220.1F, as amended, and YCTD’s adopted procurement policies. CONTRACTOR shall solicit and execute standing purchase orders for the following standby purposes: A. Plumber vendor(s) (gas, water, sewer systems) B. Electrician(s) C. Locksmith vendor(s) for electronic and manual locks D. Two-way radio system repair and replacement vendor(s) E. Burglar alarm, fire alarm and sprinkler system vendor(s) F. Tow Company vendor(s) G. Engine, engine component, engine rebuilding vendor(s) H. Transmission rebuilding vendor(s) I. Other outside maintenance, repair and service vendors (e.g., brake system, wheel alignment, tire, uniforms, accident damage repair, etc.) J. Generator maintenance & repair vendor(s) K. Roof repair and patching, siding and window related vendors L. Bus video surveillance vendor (currently Apollo) M. Asphalt repair vendor(s) N. Exterior striping and numbering vendor(s) for facility yard surfaces O. Pumping service vendor(s) for draining of oil/water separator systems P. HVAC vendor(s) Q. Diesel fuel system vendor(s), including tanks, dispensers, hoses, nozzles, card lock system and related safety & alarm systems R. Inspection & Certification vendor(s) for truck lift, boom lift, fall protection system, bus hoist systems, methane detection system, fire sprinkler & alarm systems S. Wheel polishing system ongoing inspection, maintenance & repair vendor T. Vendor(s) for components related to water recycling system, bus washer system, hot and cold pressure washers U. Vendors for other goods and services as needed

9.0 Contingency Fleet Maintenance and Repair.

YCTD may elect to establish a contingency fleet, as new buses are delivered and older ones replaced. CONTRACTOR shall abide by FTA requirements relative to maintenance and repairs

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of the contingency fleet. At a minimum, CONTRACTOR shall perform the following work on each vehicle placed in the contingency fleet:

A. Every Two Weeks: Perform a pre-trip inspection. Start bus and run vehicle for one hour.

B. Every 45 days: The above plus perform “A” level safety inspection. Cycle wheelchair lift. Check belts, hoses, fluid levels, lights, seats, floor, air systems, brakes, tires, windshield wipers, mirrors, heating, heating, air conditioning, safety, electrical, fire extinguishing and alarm systems. Road test vehicle. Repair or replace damaged and defective components. Wash exterior of bus. Eradicate vermin and insects.

C. Every 90 days: The above plus road test vehicle. Thoroughly clean interior and exterior of every contingency bus. Remove all dust, dirt, trash and loose debris.

D. Every Six Months: The above, plus steam clean engine, change fluids and oils, as needed. Inspect CNG tanks.

10.0 Computer Equipment & File Maintenance.

Computer equipment associated with YCTD activities shall be properly maintained and in good operating condition at all times. CONTRACTOR shall back up all files at least once each day on YCTD’s server, in coordination with YCTD’s IT Specialist. CONTRACTOR shall, at CONTRACTOR’s expense, replace all computer components, programs, and files which fail or are destroyed or lost.

CONTRACTOR shall organize and maintain its data system in a manner that YCTD personnel authorized by the Executive Director, or his/her designee, may access such information via a network system.

CONTRACTOR shall establish and maintain a policy whereby said computers will be utilized exclusively for business associated with YCTD. Said computers shall not be used for personal purposes.

11.0 Park-Out Buses. In the interest of minimizing unnecessary deadheading, CONTRACTOR may park buses near YCTD approved routes, in remote areas away from YCTD facility overnight, subject to said park-out locations being secured and subject to prior written approval from YCTD’s Executive Director, or his/her designee.

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12.0 Reports, Records, YCTD Record Inspections. A. Operating Reports. CONTRACTOR shall collect and submit to the YCTD operating data for periodic analysis. The precise format of CONTRACTOR’s reports shall be subject to approval from YCTD’s Executive Director, or his/her designee. In general, such reports shall be submitted both on disk and in a typed format. Such data shall include, but not be limited to, the following:

B. Reports Submitted on a Weekly Basis:

a. Ridership & Cashbox Summary _ Summarize fares and ridership by trip and route, fare category, and day of week, utilizing the data from the GFI reporting software provided by YCTD, as well as from CONTRACTOR’s data from the Connect Card smart card system, mobile phone apps and manual counts.

b. Complaints/Requests – CONTRACTOR shall receive complaints and requests from the public with courtesy, shall keep written records of all complaints and requests received, shall respond to all complaints received in a timely, courteous manner, transmitting such records and responses to YCTD. i. CONTRACTOR shall develop and maintain a data base on complaints, comments, and follow-up, and resolution and shall provide such information to YCTD.

C. Reports Submitted on a Monthly Basis:

a. Monthly expense statement in an Excel, or approved equal, spreadsheet, covering the same cost categories as in CONTRACTOR’s pricing proposal in Exhibit E. Said report shall be provided electronically, as well.

b. Total monthly ridership by trip, route, weekday, Saturday, and Sunday/Holiday for both fixed route and demand response, and monthly average rides per vehicle service hour and per day type by route and system total. Total scheduled revenue miles and hours by route, weekday, Saturday, and Sunday/Holiday compared to actual for both fixed route and demand response.

c. Total revenue recorded from data reporting software for that month, including breakdown of fare revenue and rides by day and fare category, utilizing GFI system.

d. Monthly miles, fuel and service summary by vehicle number and type of fuel. Detail of monthly services performed by vehicle, including date completed, odometer reading, work order number and services performed.

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e. Monthly Vehicle Utilization Summary, including number of vehicles unavailable each day, time and cause of unavailability, summary of vehicles placed into service without fully operational wheelchair lifts each day, summary of vehicles placed into service without functioning air conditioning or heat each day, summary of non- YCTD vehicles placed into service (if any) during month. f. Summary of road calls, missed trips, accidents i. Road call information shall include fleet number, date, time, location, driver, mechanic, reason/cause for road call 1. Mechanical Road calls 2. Non-Mechanical Road calls

ii. Missed trips (partial or fully missed)

iii. Accidents (separated by collision/non-collision and preventable/non- preventable) g. Service delays of more than fifteen (15) minutes by trip. h. Vehicle Cleaning Summary, if requested by YCTD. i. Vehicle Condition Summary by Vehicle Number: i. (Categorized by Month, year to date & fleet total) j. Consumable Liquids Used i. (Fuel, engine oil, transmission fluid, coolant used and miles per unit) k. Preventive maintenance inspection & service (actual versus scheduled & miles between, including both like and consecutive PMI types. l. Oil analysis report (for vehicles due for oil analysis). m. Accidents, including damage caused to vehicle and status of repairs. i. Roadcalls, including malfunction description. ii. Summary of major component rebuilding and repairs made. iii. Maintenance Cost Data: n. Maintenance Labor Hours (direct & indirect) o. Total Maintenance Labor Cost p. Maintenance Materials Cost i. Separated fuel, tire, labor, parts, PMI costs per mile. ii. (Maintenance cost files shall be sortable into detailed categories, including systems such as engines, transmissions, brakes, wheelchair lift, air conditioning, lighting, fuel, tires etc.) q. A parts inventory summary, including breakdown on parts on hand at the beginning

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of the month, those parts used during the month, those parts replenished during the month, parts on hand at end of the month, and inventory value (using a first-in, first- out (FIFO) procedure). r. Equipment Status Summary of all other YCTD-provided equipment (e.g., hoist, radios, etc.) i. Preventive maintenance inspection & service performed (actual versus scheduled) s. Employee Training & Turnover Summary, including: i. Listing of all drivers, mechanics, service personnel, dispatchers and supervisory personnel currently employed by CONTRACTOR for YCTD service ii. Turnover (new-hires and terminations) iii. Initial training received iv. Accidents and complaints received by driver v. Ongoing safety training received by employee vi. Summary of evaluations by employee vii. Summary of license checks (DMV pull-notices included) and traffic citations issued to any employee related to vehicles operated in connection with this Agreement, regardless of whether or not the citation resulted in a conviction. t. A summary of operational problems, if any, including a critique and evaluation of the system and the service, trends on vehicle reliability and maintenance costs, and recommended corrective action(s) where appropriate. u. Other Reports, Plans:

i. Accident Reports –Submitted to YCTD within one (1) business day for injury accidents, within three (3) business days for non-injury accidents. Telephone notification on all injury accidents shall be provided to YCTD and CALTIP adjuster immediately. ii. CHP Safety Compliance Reports –Submitted to YCTD within Two (2) business days after CHP submits said report(s) to CONTRACTOR. iii. Semi Annual Storm Water Reporting iv. California Environmental Reporting (CERS) v. Annual City of Woodland Environmental Inspection Report vi. Monthly facility Inspection Report vii. System Safety Program Plan Updates viii. Annual Tier II Emergency Hazardous Chemical Inventory Form and SPCC plan ix. Updates to SB 198 Safety Plan i. Security plans required or requested by TSA

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ii. Other facility and equipment reports required by local, state and federal laws

B. On-board Surveys. CONTRACTOR shall conduct periodic boarding surveys on routes and services funded by YCTD, summarizing and reporting to the YCTD boarding activity by community, trip, and route.

YCTD may conduct other surveys during the term of this agreement. These surveys may determine matters such as socioeconomic, ridership and fare-type characteristics of system users. CONTRACTOR shall cooperate in the conduct of these surveys, including having its in-service drivers and supervisory personnel participate, where operationally possible, at no additional charge to YCTD.

C. State/Federal Reporting. CONTRACTOR shall prepare and submit to YCTD for filing all reports required by State and Federal authorities, to include as necessary those required by the California Transportation Development Act of 1971, as amended, and FTA. Such reports shall be prepared in draft on the forms provided by such State authorities or as specified by the Executive Director, or his/her designee.

D. Data. CONTRACTOR agrees that all information required to be furnished by this agreement shall be free from proprietary restrictions. CONTRACTOR further agrees that all such data is public and in the public domain. CONTRACTOR agrees that all computer files associated with the data required pursuant to this agreement are the property of the YCTD and shall provide such files on disk, or in another format determined acceptable by YCTD’s Executive Director, or his/her designee, upon request by the Executive Director, or his/her designee, as well as upon termination of this agreement.

CONTRACTOR shall computerize and automate the data system to the greatest extent feasible, providing YCTD complete access to said system via network. The design of said management information system shall be subject to YCTD Executive Director or his/her designee’s approval.

C0NTRACTOR shall procure, install, maintain, and operate RTA Version 7.2, or newer, (or approved equal) fleet maintenance software. All buses, equipment, and inventory associated with this Agreement shall be included. CONTRACTOR shall undertake the necessary steps to assure that CONTRACTOR’s employees are adequately trained to use said software. If CONTRACTOR should propose, and YCTD accept, an alternative fleet maintenance program, CONTRACTOR shall move all electronic transfer data from RTA Version 7.2, or newer, to new system in such a way as to maintain and report

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maintenance history, maintenance hours and maintenance costs by vehicle, per mile, and by vehicle type.

E. Financial Records/Separate Records. CONTRACTOR shall maintain accurate and complete books, records, data and documents on generally accepted accounting principles in accordance with Uniform System of Accounts and records adopted by the State Controller pursuant to section 99243 of the Public Utilities Code, and as required by SACOG. Such records shall be kept in such detail and form so as to meet applicable local, State and Federal requirements.

A complete and separate set of books, accounts, and/or records shall be maintained by CONTRACTOR, which records shall show details of transactions pertaining to the management, maintenance, and operation of only this system under the terms of this agreement. System transactions shall not be co-mingled with CONTRACTOR’s other operations, if any. CONTRACTOR’s records shall be kept with sufficient detail to constitute an audit trail to verify that any and all costs charged to the system created by this agreement are in fact due to operations pursuant to this agreement, and not due to separate charter operations by CONTRACTOR.

CONTRACTOR shall keep and maintain (separated by vehicle) all work orders, dockets and maintenance records on YCTD- provided buses and equipment for as long as YCTD owns such, or until this agreement is terminated, whichever occurs first, releasing all such documents in electronic format consistent with the fleet maintenance software being utilized (currently RTA Version 7.2), to YCTD upon request and upon termination of this agreement.

On or before the 20th day of each month, CONTRACTOR shall provide to YCTD a printed and electronic report in Excel, or approved equal, format indicating its actual expenditures for the performance of this Agreement for the previous month. The format shall be similar to the cost breakdown in Exhibit E.

On or before February 15th of each year, CONTRACTOR shall provide to YCTD a printed and electronic report in Excel, or approved equal, format indicating its actual expenditures for the performance of this Agreement for the previous calendar year (previous 12 months). The format shall be similar to the cost breakdown in Exhibit E.

Record Access. YCTD, SACOG, FTA, the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, documents, papers, and records of the CONTRACTOR which are directly pertinent to this agreement, for the purpose of making audit, examination, excerpts, and transcriptions of CONTRACTOR’s files. CONTRACTOR shall maintain all these records for a period of

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at least three (3) years following contract closeout to allow for audits, examinations, excerpts and transcriptions of CONTRACTOR’s files.

13.0 Telephone Information and Ride Reservation Service.

A. CONTRACTOR shall provide customer information service in a courteous professional manner at all times, using personnel trained, proficient, and knowledgeable of YCTD’s entire system, to the public during all days and hours of revenue service. CONTRACTOR shall provide at least one proficient bilingual (English/Spanish) telephone information/ride reservation person during all days and hours of revenue service.

B. CONTRACTOR shall maintain and submit to YCTD a log of ADA rides, as well as missed rides, ride request turnaways, cancellations, and no-shows.

C. CONTRACTOR shall provide and maintain at its expense at least six telephone lines dedicated to YOLOBUS service. These numbers shall be; 1-800-371-2877, (916-666-2877) (916-371-2877), a local (Woodland) TDD number, and at least three (3) rollover lines. At its sole expense, CONTRACTOR shall publish these YOLOBUS phone numbers under "YOLOBUS" in the White and Yellow pages of the Sacramento and Yolo County Pacific Bell telephone directories. CONTRACTOR shall compensate YCTD for ½ of the monthly telephone and data bill (currently estimated at approximately $2,200 per month), and shall compensate YCTD for unauthorized phone related services, such as long distance phone calls.

Phone lines established by YCTD shall be used solely for the purpose of providing customer information and shall not be used by the CONTRACTOR for any other purpose. These telephones shall be answered as in a professional courteous matter at all times and with the message authorized by the Executive Director, or his/her designee.

CONTRACTOR and YCTD shall mutually establish customer relations standards for minutes of staff time per call, waiting time, and complaints per thousand passengers. CONTRACTOR and YCTD shall also mutually establish standards for responses to complaints and inquiries.

CONTRACTOR is responsible for repairing and replacing all YCTD provided telephone-related equipment that becomes damaged, missing or in need of repair or replacement while in CONTRACTOR’s possession.

D. During all days and hours of revenue service, CONTRACTOR shall provide information operators who are knowledgeable of and proficient in time schedules, routes and services of YOLOBUS and all other systems in the YOLOBUS operating area as is necessary to answer customer information telephones in a courteous, timely and professional fashion.

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E. During all other times, CONTRACTOR shall provide and utilize YCTD’s phone system to announce general YOLOBUS information and record incoming messages.

14.0 Uniforms, Dress Code, Appearance, Courtesy.

CONTRACTOR shall provide and maintain clean, identical uniforms (to be approved by the Executive Director, or his/her designee,) for all drivers and road supervisors, plus clean, identical maintenance uniforms for all maintenance personnel. CONTRACTOR shall also develop and enforce an appearance code, also subject to approval from the Executive Director, or his/her designee.

At a minimum, uniform requirements shall include the following for all drivers and road supervisors:

A. Clean, identical, solid color permanent press, button-down shirts (at least 5 shirts issued to each full-time operator, at least 3 shirts issued to each part-time operator. Said shirts shall have stitched YOLOBUS logo (provided by CONTRACTOR) on right sleeve and stitched CONTRACTOR logo on chest. Shirt design and selection shall be subject to YCTD approval; B. Clean, identical, solid color jackets, including reflective material for easier night visibility, for all drivers for use during cold or rainy weather. C. Clean dark, solid color full-length pants/trousers (at least 3 trousers issued to each operator, both full and part-time). (Uniform shorts may be provided by CONTRACTOR and worn in the summer, subject to YCTD Executive Director, or his/her designee, approval.) D. Clean, identical professionally made clip-on employee identification tags. E. Drivers shall also be required to display the ID assigned to them at a location to be approved by YCTD’s Executive Director or his/her designee, likely in an ID display located on the cover of the front destination sign. F. OSHA-complying reflective vests, or uniforms with bright, reflective surfaces, shall be worn by all CONTRACTOR personnel while in the bus yard and whenever the employee is on duty outside the bus and near where any vehicular, pedestrian, and bicycle traffic may operate. G. All uniforms and identification tags shall be in good condition at all times, being expeditiously replaced if missing, damaged, excessively worn.

H. CONTRACTOR shall also strictly enforce the following dress and appearance requirements, which shall be subject to modifications by YCTD’s Executive Director, or his/her designee:

1) Clean dark matching socks and clean dark, solid-color, shoes. 2) Clean dark pants or properly hemmed clean dark shorts (in warm weather

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only) 3) All drivers operating in revenue service shall comply with uniform and dress requirements and shall be clean and well-groomed. 4) Tuck-in type shirts shall be tucked in at all times. 5) Uniforms shall be clean and stain-free at all times. 6) If CONTRACTOR provides hats for employees, approval of such hats shall be subject to Executive Director, or his/her designee, approval. No other hats shall be worn, other than those approved by Executive Director, or his/her designee.

15.0 Employee Work Rules .

CONTRACTOR shall supervise all drivers to the end that they are courteous to all patrons at all times and respond to patrons’ questions regarding use of the transit system or connecting systems accurately.

The following additional employee rules, subject to modification by the Executive Director, or his/her designee, shall be enforced by the CONTRACTOR:

A. Uniforms/Appearance: 1) Uniforms, including proper ID, must be complete and worn at all times when on duty. 2) Reflective vests, or approved equal, shall be worn at all times when in the bus, in the bus yard or out of the bus while on duty. 3) Shall be clean, free of tears and stains, and presentable at all times. 4) Uniform designs, colors and ID tags subject to YCTD approval. 5) Drivers are required to identify themselves to inquiring passengers. (Using a CONTRACTOR-established identifying number is acceptable.) 6) Drivers shall be well-groomed and have good hygiene.

B. Gratuities/Fares: 1) Gratuities shall NOT be accepted, nor shall they be solicited. 2) All cash shall go into farebox without being handled by the driver. Driver shall collect fares consistent with the most recent fare structure adopted by the YCTD.

C. Knowledge of Routes/Services/Fare Structures: 1) Drivers shall have a thorough and proficient knowledge of each YCTD route, paratransit service, and fare structure prior to driving for that service

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unsupervised. 2) Drivers shall abide by the fare system established by YCTD, including correctly classifying and counting riders using the farebox system and Smart Card system. 3) Drivers shall also have a basic knowledge of transfer locations with Sacramento Regional Transit, , , train service, and other YCTD services and routes.

D. General Rules: 1) No vehicle shall be operated when its condition is unsafe or uncertain. 2) CONTRACTOR shall schedule and assign specific buses to drivers for operating during their shift(s). Drivers shall abide by those assignments and do not have the authority to direct the CONTRACTOR which bus shall be assigned to them. 3) All employees are responsible for reporting any defects a bus may have to the supervisor and maintenance department immediately. Drivers shall conduct a “walk-around” inspection of their vehicle and fill out a “squawk” sheet which is consistent with the requirements of the California Transit Insurance Pool. Drivers shall have maintenance personnel resolve any doubt about the safety of a bus and the functionality of its subsystems (e.g., video surveillance, farebox, Smart Card reader, automatic vehicle location system, two way radio system, destination signs) prior to operating the bus in service. 4) No one will be permitted to smoke, eat or drink aboard buses at any time unless otherwise authorized in writing by the Executive Director, or his/her designee. An exception to this is that drivers may be allowed to eat and drink (non-alcohol beverage) aboard their bus during their break or layover. 5) Boisterous language, profanity, or incivility to anyone shall not be allowed while in uniform, on or off duty. 6) While in uniform, no employee shall purchase, consume, or be under the influence of any narcotic, intoxicant, or harmful drug. 7) Drivers shall be responsible for keeping all buses clean and sanitary during their shift. 8) Employees may use buses only in accordance with their assigned duties. 9) Employees must conduct themselves and operate buses in a safe and courteous manner at all times. 10) Employees shall not hide, disable or tamper with any component of the bus video surveillance system, automatic vehicle location system MDTs (Mobile Data Terminals), GFI Odyssey farebox system, two-way radio system, Smart Card related systems, destination sign systems, nor any other system installed on the bus they operate. 11) Proper destination sign headings shall be displayed at all times.

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12) No one shall be permitted to solicit on the bus with the exception of personnel specifically authorized to do so by the Executive Director, or his/her designee. 13) No item longer than five (5) feet will be allowed on the bus, unless otherwise authorized in writing by the Executive Director, or his/her designee. 14) No animals, except those assisting the disabled, will be permitted on the bus, unless otherwise authorized in writing by the Executive Director, or his/her designee. 15) All information regarding accidents shall be confidential. Employees shall refrain from speaking to anyone concerning any accident unless it is to Police, supervisory personnel, or other person(s) involved in the accident as required by law. 16) Anyone under the influence of any intoxicant, narcotic, or harmful drug, who endangers the safety of the driver, other passengers, himself or herself, or bus equipment, shall not be permitted on the bus. 17) Drivers providing service must travel over prescribed routes and maintain time schedules. If it becomes necessary to leave the route, the dispatcher or immediate supervisor shall be notified immediately. No run shall be cut short. 18) Fixed route buses shall stop along any of the designated bus stops upon request from the rider. Stops for fixed route services shall be made in safe locations approved by the Executive Director, or his/her designee. Paratransit stops shall be made at safe locations at all times. Whenever practical, fixed route and paratransit bus stops shall be made at a curb. 19) Backing of fixed route buses outside of the yard is prohibited without a) authorization from the dispatcher, supervisor, or on-duty police officer AND b) the driver visually checking for clearance prior to backing, AND c) use of a spotter if one is available. 20) Backing of paratransit buses outside of the yard is prohibited without a) the driver visually checking for clearance prior AND b) use of a spotter if one is available. 21) Drivers shall adhere closely to the bike rack use instructions provided by the Executive Director, or his/her designee. 22) No driver shall operate a wheelchair lift or ramp: a) until he has received the mandated training; and b) if there is any doubt whatsoever about the mechanical condition of the lift or safety of the passenger as a result from using the lift. Wheelchair lift and ramp operation shall be in compliance with the methodology recommended by the OEMs. 23) Drivers shall utilize the farebox system properly, recording ridership data in the format required by the Executive Director, or his/her designee. Drivers shall NOT touch cash fares, unless authorized to on an emergency

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basis by the dispatcher in the rare event that the farebox is unable to accept said cash or a person’s disability does not enable him/her to place the required cash in the farebox. Buses with inoperable fareboxes that force the driver to handle cash fares shall be changed out as soon as possible (e.g., before the next trip). All incidents involving driver handling of cash fares shall be reported to YCTD daily. 24) Drivers shall not leave a bus unattended unless the transmission is placed in park (“neutral” on transit coaches), the parking brake is set and the engine is turned off. Doors and windows on unattended buses outside the YCTD yard shall be secured at all times. 25) Passengers shall not be allowed on unattended buses, unless exceptions are approved in writing by YCTD’s Executive Director, or his/her designee. 26) Paratransit drivers shall provide “hands-on” assistance to disabled riders for boarding and unloading purposes. 27) With few exceptions, CONTRACTOR’s employees shall address labor issues through CONTRACTOR, not YCTD. 28) YCTD reserves the right to require additional medical examinations and background checks, at CONTRACTOR’s expense, of any CONTRACTOR employee whose status is questionable from a safety or health perspective. No driver without a valid DMV medical certificate will be allowed to operate a fixed route bus or a paratransit vehicle. 29) CONTRACTOR’s employees shall inform CONTRACTOR immediately regarding any tickets or citations they receive regarding any violations of the California Motor Vehicle Code.

16.0 Fare Revenue Handling.

A. CONTRACTOR shall remove cashboxes from YCTD buses and empty their contents into the revenue storage units every night (at least twice each week for park-out buses), or on an alternative schedule subject to written approval from YCTD’s Executive Director, or his/her designee, storing said units at a secure location (equipped with functioning burglar alarm), to be approved by YCTD. The contents of such revenue storage units shall be removed at YCTD expense by YCTD personnel or, YCTD’s authorized agent, at a time and location and by CONTRACTOR personnel agreed upon by the Executive Director, or his/her designee. CONTRACTOR shall utilize the data reporting subsystem provided by YCTD on a daily basis, generating reports on ridership by trip, route, day of week and fare category. CONTRACTOR shall establish and implement a process, subject to YCTD Executive Director, or his/her designee’s approval, that minimizes the likelihood that cash fares are touched by CONTRACTOR’s employees.

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B. CONTRACTOR shall maintain and repair YCTD revenue storage units in a manner that meets or exceeds OEM recommendations.

C. CONTRACTOR shall be responsible for assuring that buses with properly functioning fareboxes and smart card readers are being used on all services at all times. In the event a farebox or smart card reader is inoperative, CONTRACTOR shall endeavor to replace the related bus as soon as possible, minimizing the loss of fare revenue to YCTD. If CONTRACTOR elects to utilize a non-working farebox or smart card reader for more than one trip, YCTD shall calculate and deduct from CONTRACTOR’s bill all lost fare revenue. YCTD shall calculate lost fare revenue by looking at GFI and smart card reports for the trips with inoperative fareboxes or smart card readers, based on similar days when those devices were working correctly on those same trips.

17.0 Warranty.

CONTRACTOR shall comply with all warranty requirements on YCTD and CONTRACTOR owned and leased rolling stock and equipment used in association with this Agreement. Subject to prior written authorization from the OEM, CONTRACTOR may perform warranty work on YCTD and CONTRACTOR owned and leased rolling stock and equipment. Reimbursement revenue received for all authorized work performed by CONTRACTOR shall become the property of the CONTRACTOR.

CONTRACTOR is reminded, and CONTRACTOR agrees, that CONTRACTOR may be held financially accountable for all work not reimbursed under warranty due to CONTRACTOR’s failure to comply with warranty requirements.

18.0 Route, Schedule, Service Area, Holiday Adherence.

CONTRACTOR shall provide service in compliance with the bus routes, schedule, service area, and holidays established by Exhibit “E”, or any amendments thereto, providing service on schedule in a safe, professional, courteous manner at all times.

19.0 Drug and Alcohol Testing Compliance.

CONTRACTOR shall comply with all applicable drug and alcohol testing requirements as established by FTA, the U.S. Department of Transportation, labor agreements and by all other State or Federal agencies.

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At a minimum, CONTRACTOR shall perform pre-employment, reasonable cause, and post- accident drug/alcohol testing of all safety-related employees associated with YCTD service, in conformance with FTA requirements.

In the case of randomly sampled testing, CONTRACTOR shall comply with State and Federal requirements.

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20.0 Accident Procedures.

CONTRACTOR shall comply with those accident reporting and investigation procedures established by the California Transit Insurance Pool (CALTIP) and YCTD Executive Director, or his/her designee. Using a smart phone with digital picture and movie taking features, CONTRACTOR shall endeavor to photograph and/or film and prepare an accurate diagram of accident scenes involving YCTD service and equipment immediately after said accident occurs, shall take and transmit accurate notes of accident scenes using the CALTIP reporting format, shall obtain witness cards whenever possible and appropriate, and shall obtain and transmit all associated police accident reports to both the YCTD and CALTIP.

CONTRACTOR shall provide and maintain an accident reporting kit on each bus at all times, including witness cards, pencils and reporting forms. Additionally, CONTRACTOR’S supervisory personnel shall undertake steps to assure that witness cards and reporting forms are distributed, filled out and returned promptly.

If requested by Executive Director, or his/her designee, or CONTRACTOR, CONTRACTOR shall meet with the Executive Director, or his/her designee, to discuss accidents and incidents, including ways to maintain and improve CONTRACTOR’s accident record. The Executive Director, or his/her designee, shall be the sole determinant on whether or not an accident is considered preventable.

CONTRACTOR shall, at CONTRACTOR’s expense, be fully responsible to promptly address and resolve claims for soiled or damaged clothing and damaged and damaged or lost bicycles associated with CONTRACTOR providing service. CONTRACTOR is reminded, and CONTRACTOR agrees, that if CONTRACTOR fails to expeditiously resolve such claims in a timely, fair manner, YCTD may reimburse the claimant for such and reduce payment to CONTRACTOR’s next monthly bill by said amount.

21.0 CALTIP Safety Audit, Accident Investigation.

CONTRACTOR shall cooperate and participate in CALTIP-conducted safety audits of CONTRACTOR’s operation relative to service provided on behalf of the YCTD. CONTRACTOR shall comply with the safety- related recommendations provided by the safety consultant. CONTRACTOR shall undertake efforts to assure that its Safety and Training Manager, as well as at least one other employee, has undertaken a comprehensive accident investigation course that YCTD’s Executive Director, or his/her designee has approved.

22.0 Community Relations.

CONTRACTOR shall undertake the community relations program proposed by the CONTRACTOR to sustain and maintain good rapport with the public, including, but not limited to: 1) providing bus/equipment demonstrations to groups upon request, 2) participating in community events (e.g., parades, Toys for Tots, canned food drives, and media events), 3) preparing press releases (at least one per month) on transit matters associated with the YCTD, 4) attending YCTD board or committee meetings when deemed appropriate by Executive Director, or his/her designee, 5) meeting with the public as needed and upon request from Executive Director, or his/her designee, 6) preparation of passenger empathy training materials, and 7) performing

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charters and special shuttles if authorized by the Executive Director, or his/her designee, subject to compliance with federal charter requirements and limitations.

Each year, CONTRACTOR shall provide up to 150 hours and up to 3,000 miles of vehicle use time (defined as the time and miles when a vehicle is required to be on display or used in community service and excludes vehicle preparation and deadhead time and miles) at no additional expense to YCTD. The provision of such service shall be subject to approval from the Executive Director, or his/her designee, on a case-by-case basis, and CONTRACTOR shall work with YCTD in maintaining a log of such vehicle use.

CONTRACTOR shall proficiently and skillfully write and send (via email or U.S. Mail) correspondence to persons submitting suggestions and complaints regarding CONTRACTOR’s performance, sending a cc to YCTD. Additionally, CONTRACTOR shall endeavor to communicate with the person by telephone to resolve the issue in a professional, courteous manner.

In addition to the above, CONTRACTOR shall provide regular and comprehensive safety, emergency, and CNG system training sessions to fire departments and law enforcement agencies which are located where YCTD buses are operated.

23.0 Additional Operating Procedures.

On weekdays, in addition to the normal bus pull-outs, at least two spare transit buses, and at least one spare paratransit vehicle shall be pre-tripped and made ready for service, staged in strategic, fast access locations, at least 30 minutes prior to the peak hour service pull-out and made available throughout the rest of the day. This applies to both a.m. and p.m. peak periods, which shall be defined at 6-8:30 a.m. and 3:30-6 p.m. on weekdays. Likewise, for weekends, at least two spare transit buses, and at least one spare paratransit vehicle shall be pre-tripped and kept ready and available for service. YCTD reserves the right to determine where the two peak hour relief buses are staged during a.m. and p.m. peak hours, as well as during all other hours and days of service.

CONTRACTOR shall have sufficient number of qualified personnel and buses to change out buses for both scheduled and unscheduled change-outs, during all hours of service without displacing the on-duty dispatcher and on-duty customer service representative from their workplace and regular functions.

CONTRACTOR shall have a sufficient number of qualified extra board drivers available to cover scheduled and unscheduled unavailability of drivers at all times.

At a minimum, CONTRACTOR shall have qualified personnel available to handle emergencies and operational issues that present themselves throughout all hours that buses are out of the yard.

CONTRACTOR shall also establish a system for inserting buses into revenue service at times when service is running significantly behind schedule and is in need of getting back on schedule. “Significantly behind schedule” shall be defined as late by 15 or more minutes.

CONTRACTOR recognizes and agrees that CONTRACTOR is obligated to provide ADA paratransit service, based on demand, during all hours that fixed route YCTD public transportation services are deemed necessary to have complementary paratransit service, operated in the YCTD service area determined by YCTD’s

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Executive Director, or his/her designee. CONTRACTOR shall be allowed to adjust the times when ADA service is provided to match actual demand, up to the total ADA hour allotment authorized in Exhibit E.

24.0 Bus Video Surveillance System. CONTRACTOR shall use, maintain and repair bus video surveillance systems on all active buses. CONTRACTOR’s PMI program of said systems shall be thorough and frequent enough to assure that at least 95% of events subject to review have been properly recorded. CONTRACTOR shall record and submit surveillance images of all accidents and incidents that may result in claims, litigation, or passenger complaints regarding noteworthy issues. Such information shall include the video and sound of the event as recorded by each camera, bus number, route, day, and time range of the event. CONTRACTOR and YCTD shall work jointly to develop procedures for organizing and safeguarding records of events captured on the video surveillance system. CONTRACTOR’s Safety and Training Supervisor shall administer and supervise CONTRACTOR’s adherence to the above procedures.

24.0 Bus Stop Sign Installation, Repair & Maintenance.

CONTRACTOR shall maintain an accurate data base on all YCTD bus stop signs and shelters. CONTRACTOR shall repair or replace bus stop signs, mounting brackets and hardware that are damaged or missing immediately upon their discovery, as well as install new signs, informing YCTD of which signs are being installed, repaired or replaced, as well as where. YCTD shall, at YCTD’s expense, provide the necessary signs, poles, and mounting hardware. On average, it is estimated that CONTRACTOR will install, repair or replace up to 100 bus stop signs and bracket sets each year at CONTRACTORS expense.

Additionally, whenever CONTRACTOR is aware of events or conditions that cause bus service to be deviated or otherwise not serve an existing bus stop, CONTRACTOR shall immediately make and install signs at related bus stops that are not being served, as well as at temporary stops created as the result of the re-routing. Likewise, CONTRACTOR shall immediately remove the temporary signs when service is returned to normal.

CONTRACTOR shall also install and remove sandwich and feather signs, as well as banners and other displays for special events and temporary relocation of bus stops based on instructions from YCTD’s Executive Director, or his/her designee.

25.0 Options. CONTRACTOR shall offer the following options, any or all of which YCTD may exercise at any time throughout the term of this Agreement.

Option 1: Turnkey Adult Day Health Care Transportation. (See Option 11in Exhibit E) YCTD reserves the right to authorize CONTRACTOR to provide vehicles, maintenance, and personnel and operate transportation service on behalf of the Adult Day Health Care program in Yolo County. All costs, manpower, insurance, maintenance and vehicles associated with such work shall be kept separate and distinct from other YCTD activities and shall not impede on CONTRACTOR’s ability to meet the requirements of this Agreement. CONTRACTOR recognizes and agrees that it shall be responsible for negotiating and executing a separate agreement with outside parties for Adult Day Health Care related transportation services. CONTRACTOR shall provide insurance coverage on all vehicles used in ADHC service at levels comparable to YCTD’s dollar limits.

Option 2: UCD Medical Center/UCD Davis Campus Shuttle. (See Option 2 in Exhibit E) UC Davis is considering reconfiguring and redesigning the UC Med Center to UC Davis campus shuttle, which currently is contracted out to a private charter company. The corresponding Option 2 tab under

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Exhibit E provides basic information describing the service route and options. CONTRACTOR should propose rates for each of the next 12 years for providing operations, maintenance and capital related to operating 35-40 foot electric buses for this purpose.

Option 3: Microtransit for Rural & Suburban City Areas. (See Option 3 in Exhibit E). In the interest of improving ridership and convenience of certain transit services, YCTD will consider options that relate to the provision of microtransit services in those areas.

Area 1: 1-2 vehicles Area 2: 1-2 vehicles Area 3: 1 vehicle Area 4: 1 vehicle Area 5: 1 vehicle Area 6: 4-10 vehicles

Option 4: Electric Autonomous Microtransit Vehicle Maintenance & Operation (with and without an on-board employee to monitor and provide customer assistance). (See Option 4 in Exhibit E)

Option 5: Maintenance & Operation of Electric Buses. (See Option 5 in Exhibit E) Price differential per revenue mile, per revenue hour and for parts to maintain and operate 30, 40 foot electric buses. (Include startup costs related to recommended parts inventory, mechanic and driver training and related certifications and other required improvements and equipment.)

Option 6: Bus Shelter Bus Stop and Solar Powered Lighting Cleaning & Repairs. (See Option 6 in Exhibit E) YCTD reserves the right to exercise option to have CONTRACTOR maintain bus shelters used by YCTD services. If YCTD exercises this option, YCTD’s obligation shall be limited to those amounts specified in Exhibit E, Sheet 12. Postings. YCTD to provide bus shelter components. CONTRACTOR to provide all cleaning supplies, graffiti removal and trash removal services, materials and supplies, and related labor. CONTRACTOR to provide and maintain pickup truck. CONTRACTOR to maintain pressure washer supplied by YCTD.

CONTRACTOR may be asked to maintain and repair solar powered batteries and related lighting components at bus shelters and bus stops where solar powered lighting is provided. Contractor may use and maintain YCTD provided bucket truck for this purpose. YCTD to reimburse Contractor for competitively procured solar light parts and batteries.

Option 7: As CTSA, provide Storage, Maintenance, cleaning & washing of Social Service Agency Related Transit Vehicles. (See Option 7 in Exhibit E) YCTD is the Consolidated Transportation Services Agency (CTSA) for Yolo County. Accordingly, opportunities may exist whereby YCTD, through its CONTRACTOR, may be asked to store and/or maintain and/or repair transit vehicles operated by other social service agencies serving Yolo County. CONTRACTOR shall propose CONTRACTOR rates (per vehicle per cleaning/washing) for performing such work. YCTD, at its sole discretion, may choose to engage CONTRACTOR to perform such work at the rates included in CONTRACTOR’s Best and Final Offer. YCTD also reserves the right to add parts surcharges and shop surcharges for such extra work. As the CTSA,

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YCTD reserves the right to authorize its Contractor to clean and wash transit vehicles operated by other social service agencies serving Yolo County. YCTD also reserves the right to add surcharges for such extra work.

Option 8: Use of smaller buses on fixed route service (See Option 8 in Exhibit E)

Option 9: General Public Paratransit Vehicle (GPPV) Complying Maintenance, Inspections & Certifications and GPPV Driver License Certification & any Required Extra Training. (See Option 9 in Exhibit E)

Option 10: Maintenance Personnel Provided by YCTD. (See Option 10 in Exhibit E) YCTD reserves the right to directly hire employees associated with maintaining and repairing vehicle, equipment, and facilities maintenance, including, but not limited to Maintenance Manager, Lead Mechanic(s), A, B and C level Mechanics, Maintenance Administrative Assistant/Parts Clerk (2 positions), Utility Workers, Cleaners and Handyman. If YCTD exercises this option, YCTD will no longer be required to pay CONTRACTOR for such maintenance related wages and benefits and YCTD’s obligation shall be limited to those amounts specified in Exhibit E, Option 13.

Option 11: Option for YCTD Providing Bus, Equipment, and Facility Parts, Materials, and Supplies. (See Option 11 in Exhibit E) YCTD reserves the right to directly purchase parts, materials, and supplies associated with vehicles, equipment, and facilities maintenance and repairs, except maintenance of CONTRACTOR occupied offices. If YCTD exercises this option, YCTD shall no longer be required to pay CONTRACTOR for such parts, materials, and supplies and YCTD’s obligation shall be limited to those amounts specified in payment schedule in Option 11. . Option 12: Contractor Provided Liability & Physical Damage Insurance Option. (See Option 12 in Exhibit E)

Option 13: Travel Training. (See Option 13 in Exhibit E) YCTD applied for, and is likely to obtain, funding from the FTA 5310 Grant Program to provide Mobility Assessments and Travel Training to all currently registered ADA Paratransit (i.e., Yolobus Special) customers across a three year period. YCTD paratransit eligibility requirements will be updated to ensure successful and accurate eligibility assessments are completed by a contracted agency. It is estimated that a certain portion of current customers will be designated ineligible for Yolobus Special service after their assessment, at which point they may be deemed eligible for Travel Training. Travel Training would provide tailored assistance in trip planning and mobility training onboard other Yolobus services. It is estimated that customers seeking travel training assistance will require between four (4) and eight (8) hours per session to be considered sufficiently trained. YCTD has estimated up to 60 customers requesting individual travel training each year. It should be noted future year cost/hour estimates may be lower due to increased program efficiencies and reduced demand, and do not include group training sessions or community workshop-style training sessions. YCTD is requesting firms to propose an hourly rate for providing such travel training, using qualified staff familiar with the Yolobus fixed route and paratransit services.

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Option 14: Fare Counting, Reconciliation, Transporting & Depositing. (See Option 14 in Exhibit E) Under this option, fare revenue collection and accounting are to be handled by CONTRACTOR Administrative staff only. Fare revenue accounting is to be completed by competent and capable individuals and should be complementary to their primary duty under this Agreement.

Contractor shall, in accordance with a procedure to be approved by YCTD, count fare revenues collected in vehicle fareboxes, including cash, tickets, and other fare media found in the fareboxes, verify those counts against GFI fare system reports, and arrange for the transportation and deposit of all cash into an area bank account (currently West America Bank in Sacramento) designated by YCTD for that purpose. Also, CONTRACTOR shall separate, count, bundle, deliver such tickets and other printed fare media found in the fareboxes, along with a written report of such, to YCTD. YCTD reserves the right to audit revenues contained in each farebox vault. Contractor shall sort, count, band bills, bag like coins, tickets and miscellaneous items every day and prepare appropriate deposit slips and reports. At no point will fewer than two people be present for the cash count. Contractor shall provide revenue collection and accounting staff with pocketless uniforms to minimize the potential for theft. Contractor will faithfully deposit farebox revenue into YCTD’s account at least two (2) times per week. Contractor is responsible for securing and paying for armored truck services, coordinating pick up and drop off times and days, as well as having authorized staff present and overseeing the armored car company pickup of fare revenue at YCTD’s facility. Contractor shall establish fare counting, processing and verification related procedures, which shall be subject to approval from YCTD’s Executive Director, or his/her designee. All CONTRACTOR employees involved in counting, securing and depositing cash fares shall be trained and bonded. Contractor shall compensate YCTD for shortfalls in actual cash fare revenues, based on a YCTD comparison of bank confirmed deposits versus cash reflected in the GFI reports for the same time period. If actual bank deposits fall 1.5% or more below what the GFI reports reflect for the same time period, CONTRACTOR will reimburse YCTD for the entire calculated amount of the shortfall. (For example, if the bank deposit is 1.8% lower than what the GFI report reflects it should be, CONTRACTOR will reimburse YCTD for that 1.8% shortfall.) Generally speaking, it takes two employees approximately 45-60 minutes apiece each weekday to separate, count and prepare cash fares for depositing and printed fares for return to YCTD. Option 15: Changes in Authorized Staffing Levels. (See Option 15 in Exhibit E) Under this option, YCTD may instruct CONTRACTOR to increase or decrease the number of positions. CONTRACTOR shall propose an FTE rate, including wages and benefits, for all positions, including proposed adjustments in years 2-12. Option 16: Third Party Vehicle Inspections. (See Option 16 in Exhibit E) Under this option, CONTRACTOR would be asked to provide safety inspections of TNC vehicles, taxis and other transportation vehicles for safety compliance. Note that the safety inspections are only intended to provide a snapshot of the condition of the TNC vehicles and are not intended to alleviate the owners and operators of those vehicles from meeting their obligations to meet or exceed all legal safety requirements.

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Option 17: Quality Assurance Manager. (See Option 17 in Exhibit E) Under this option, CONTRACTOR shall provide a full time, on-site Quality Assurance Manager responsible for assuring that goods and services meet and exceed contractual requirements from a quality perspective. This includes: proficiently implementing CONTRACTOR’s safety and training programs, monitoring and evaluating system data and equipment to determine and assure contractor compliance; writing comprehensive contractor oversight reports, creating and using spreadsheets and monitoring data, understanding and monitoring compliance with operations contracts, monitoring and reporting on driver schedule adherence, pull-out, pull-in and on-time performance, monitoring operator skills, appearance and behavior associated with the contract, performing operator credential checks, assisting in accident scene investigation and related write-ups; assisting with special event, community service and special services approved by YCTD, performing vehicle appearance and functional inspections of both the exterior and interior of all vehicles placed on public roads for YCTD related purposes, completing reports and other required paperwork accurately and in a timely manner, and performing other quality assurance related duties as required.

Option 18: Ideas and Incentives to Attract and Retain Employees. (See Option 18 in Exhibit E) What ideas, incentives and bonuses would your firm like to propose to not only attract employees, but to retain them and minimize turnover? Be as specific as possible. If there are cost implications, please articulate those costs for each year of the 12years

Option 19: Other Cost Savings & Ridership Generating Ideas and Proposals. (See Option 19 in Exhibit E) Are there any other cost savings ideas, marketing approaches, other concepts, or proposals your firm would like to propose to help YCTD run more efficiently, while increasing the prospects of generating ridership growth? Be as specific as possible, including a breakdown by year what each idea will cost or save YCTD.

Option 20: Assessment and Eligibility Determination of ADA Riders (see Option 20 in Exhibit E) Mobility Assessments: Updating existing Yolobus Special customer database and providing comprehensive mobility assessments to current and future customers. Assessments will be provided by a partner organization at a dedicated assessment facility by trained experts. The assessments will follow YCTD to “right-size” the service provided to customers, which will result in improved service delivery efficiency, and an overall improved customer experience. In addition, impacts to service efficiency due to erroneous or fraudulent registration will be reduced.

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Exhibit D Performance Penalty Program

If, in the opinion of YCTD’s Executive Director, or his/her designee, Contractor has provided substandard performance, as described below, a payment reduction (penalty) may be assessed in the amounts specified below to the Contractor's most current monthly billing.

Category Assessment Penalty Penalty Acceptable Frequency Measure Standard (no penalty)

Providing Project Per Occurrence For each position vacant 30 Salary & benefits No vacancy over 30 calendar Site Manager, or fewer calendar days. for the affected days. Operations position. Manager, Maintenance For each position vacant Salary & benefits Manager, Training more than 30 calendar days. for the affected & Safety Manager, position, plus a Road Supervisors 25% of salary penalty. For each position vacant more than 60 calendar days. Salary & benefits for the affected position, plus a 50% of salary For each position vacant penalty. more than 90 calendar days. Salary & benefits for the affected position, plus a 100% of salary penalty.

Heating As needed < 100% of in-service trips $25 per calendar 62-80 degrees F checked having heat in day for every (Definition of acceptable acceptable range. vehicle placed into temperature inside vehicle) revenue service with interior temperatures beyond the acceptable range.

Air Conditioning As needed <90% of in-service trips $25 per calendar 62-80 degrees F, or at least 20 checked having AC in the day for every degrees less than ambient acceptable range. vehicle placed into temperature if ambient revenue service temperature is 100 degrees F with interior or over. (Definition of temperatures acceptable temperature inside beyond the vehicle) acceptable range.

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Category Assessment Penalty Penalty Acceptable Frequency Measure Standard (no penalty)

Vehicle appearance As needed Any infraction. -$25 per vehicle Cleanliness. Vehicles requirements per calendar day. leaving the yard shall be kept reasonably clean at all times, given weather and road conditions. Bus fronts and backs shall be kept clean and free of streaks, spots, dirt, grease, oil, insects, and other contaminants. Greasy fingerprints shall be removed before a bus is put into revenue service. Bus wheels and body shall be kept in clean condition. Interiors shall be kept clean and neat.

Any infraction left $10 per seat Seats. Soiled, torn, and uncorrected after 30 days. position per damaged seats, including all calendar day for appurtenances, shall be damaged, torn, repaired or replaced within 30 soiled seats. days of discovery.

Any infraction left $25 per bus per Destination signs. uncorrected after 30 days. calendar day for Destination signs on buses non-compliance. placed into revenue service shall be fully functional and properly used. Temporary professionally made signs (subject to YCTD approval) may be used up to 30 days in the event that the destination sign is not functional.

AVL System Per occurrence Any infraction $25 per Bus Logged onto AVL occurrence The Tripspark Ranger 4 units shall be logged in at all times the vehicle is out of the bus yard. (Note that drivers and dispatch both have the capability of logging a bus in.) Smart Card System Per occurrence Any infraction $100 per bus trip Connect Card Device (also known as operated without The Connect Card units shall “Connect Card”) logged in Connect be logged in and fully Card device. operational at all times the vehicle is in revenue service.

Wheelchair lift Per occurrence Any infraction. $100 per vehicle No infraction equipped vehicles per calendar day placed in service without fully operational wheelchair lift or tie-down equipment

Body damage, As needed Any infraction left $100 per calendar Buses with accident damage rebuilds, all other uncorrected after 30 days. day for each shall be repaired within 30 bus repairs vehicle with days of discovery. (with the exception accident damage. of repairs not being completed due to Any rebuild not completed $100 per calendar Rebuilds and all other bus parts being within 60 days. day for Rebuilds repairs not described above unavailable from and all other shall be completed within 60 supplier). repairs not days of discovery. completed within 60 calendar days

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Bus facility As needed Any infraction $25 per calendar No infraction maintenance day per infraction requirements shall be complied with at all times.

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Category Assessment Penalty Penalty Acceptable Frequency Measure Standard (no penalty)

Any PMI or oil change completed over 500 miles after -$150 for first scheduled interval vehicle that or completed over month, five business days -$250 per after scheduled additional vehicle interval Monthly Any infraction that month No infraction

Combined total Monthly <15,000 total miles -$.20 per revenue >=15,000 total miles between fixed route and between mechanical road service hour for mechanical road calls. paratransit miles per calls. corresponding one mechanical road month period call

Fixed route runs Per occurrence Any infraction -$10 per infraction No infractions departing more than for 2-3 minutes 1 minute before the early, -$25 per published departure infraction for >3 time minutes early

% of fixed route Monthly <75% -$.20 per revenue >=75% runs that are within service hour on -1 to +5 minutes of fixed route for the published corresponding one departure time month period

Late Pull-Outs Per occurrence Any infraction -$25 for each bus Buses shall leave the yard on leaving the yard time. more than 5 minutes late

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Category Assessment Penalty Penalty Acceptable Frequency Measure Standard (no penalty)

Total miles between Every six <55,000 miles -$.20 per revenue >=55,000 miles preventable months service hour for collision accidents corresponding six for combined fixed month period route and paratransit service

Complaints About Quarterly >15 complaints about -$500 per quarter <=15 complaints about Contractor contractor per 100,000 contractor per 100,000 boardings boardings

Late Reports Monthly Any late report -$10 per calendar All required reports shall be day per late report submitted on time.

Missed Bi-monthly Monthly Any infraction -$50 for each No infractions meetings (penalty employee missing may be waived if a meeting, per employee makes up missed meeting meeting within 30 days)

Non-compliance At least Any infraction -$25 for first No infractions with employee monthly infraction. -$50 uniform/dress code/ for each additional appearance infraction that requirements month.

Service missed due Per occurrence Any missed service. -$100 per one-way No infractions to unavailability of bus trip missed driver plus no payment for missed service

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Category Assessment Penalty Penalty Acceptable Frequency Measure Standard (no penalty)

Dispatcher Per occurrence Dispatcher not on duty Minimum $50 A dispatcher, capable of and while vehicles are in penalty. $50 authorized to troubleshoot service outside of yard. penalty per hour emergencies as they develop, for each hour not trained on YCTD’s two-way present. radio system, and trained on all aspects of YCTD operations shall be on duty to operate YCTD’s radio system until such time that all YCTD buses have been returned to their yard.

Road Supervisor Per occurrence Road Supervisor not on Minimum $50 A road supervisor , capable of duty while vehicles are in penalty. $50 and authorized to service outside of yard. penalty per hour troubleshoot emergencies as for each hour not they develop, trained on present. CONTRACTOR’s road supervision system shall be on duty until such time that all YCTD buses have been returned to their yard.

Telephone Per occurrence Telephone personnel, at Minimum $25 Trained, qualified telephone information least one of whom is penalty. $25 information personnel, at bilingual, not present to penalty per hour least one of whom shall be receive calls. for each hour not Spanish/English bilingual, present. shall be present to provide service information and ADA trip reservations during all hours and days of operation.

The Executive Director's decision with regard to the assessment of penalties, based on the above table, is final and may not be appealed. After bonuses or penalties are assessed, the rate of consideration shall revert back to the rates specified in the Service and Payment schedule (with the exception of adjustments in fuel and insurance rates) until the next assessment is made.

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This Performance Penalties Program does not lessen YCTD’s right to declare a material breach of contract for non-compliance reasons, nor constitutes a waiver of any other remedies provided by law. This program is in addition to, and not in lieu of, all other YCTD's remedies for CONTRACTOR's failure to perform the agreement, of which this is a part, in strict compliance with its terms.

In the event the Contractor provides a written protest regarding the assessment of a penalty or incentive, the Executive Director may elect to take said protest into consideration. However, the Executive Director=s decision is final.

EXAMPLES OF HOW MEASURES WILL TAKE PLACE

Miles between Mechanical Roadcalls: Based Executive Director's, or his designated inspector's, review of CONTRACTOR's reports, complaints, and inspection of vehicle maintenance records. A mechanical roadcall is defined in the Agreement.

On-time Performance and Early Runs: Based on Executive Director, or his designated inspector, performing time checks on at least 20 fixed route runs and a review of Contractor's paratransit ride log compared to complaints and/or field observations. Executive Director shall establish standard time points and times after conferring with CONTRACTOR. Time checks shall be based on telephone or atomic radio time.

Uniform/Dress Code Compliance: Based on visual observation by Executive Director or his designated inspector.

Bus Appearance: Based on review of CONTRACTOR's records and field inspection by Executive Director or his designated inspector.

PMI & Wheelchair Lift Compliance-Based on review of CONTRACTOR's records, complaints and reports from regulatory agencies.

Heating & AC -Based on field checks on any in-service bus, inspections of buses in the yard, and passenger complaints. AC temperature in-service assessments may be made visually without boarding the bus.

Preventable Collision Accidents-Based on Executive Director's review of accident and police reports, as well as upon visual bus inspections. Determination of whether an accident was preventable shall be made solely by the Executive Director, or his designee; however, standards established by the National Safety Council will be used as the guideline. Analysis shall be based on all miles driven by all buses used by CONTRACTOR in YCTD service.

Complaints-To respond to a complaint, CONTRACTOR shall accurately complete the customer service report form, thoroughly investigate the complaint, and complete the disposition section on that form. CONTRACTOR shall also contact the complainant, when possible, by telephone, in writing, or by other means acceptable to YCTD=s Executive Director, regarding the disposition of the complaint.

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Telephone Personnel-It is the intention that phones be staffed at all times while revenue service is being provided. If it is determined that the required personnel are not available to perform their duties, then the penalty shall be assessed.

The Executive Director reserves the right to modify the performance incentive program, including penalties covered, subject to written concurrence from CONTRACTOR as to the changes.

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Exhibit E Service and Payment Schedule Firm Name: Transdev, Inc.

Exhibit E, Sheet 1: Proposed Service and Budget Schedule, First Three Years

Year 1 (August 1, 2018-July 31, 2019) Year 2 (August 1, 2019-July 31, 2020) Year 3 (August 1, 2020-July 31, 2021) Fixed Fixed Fixed

Route Paratransit Route Paratransit Route Paratransit Service Service Total Service Service Total Service Service Total 1 Total Revenue Hours 102,611 18,151 120,762 102,611 18,151 120,762 102,611 18,151 120,762 2 Total Revenue Miles 2,007,819 363,027 2,370,846 2,007,819 363,027 2,370,846 2,007,819 363,027 2,370,846

3 Total Vehicle Miles Estimate 2,411,905 431,864 2,843,769 2,411,905 431,864 2,843,769 2,411,905 431,864 2,843,769 4 Total Miles/Revenue Miles 20.126% 18.962% 19.947% 20.126% 18.962% 19.947% 20.126% 18.962% 19.947% 5 Proposer Estimated Total Vehicle Miles 2,411,994 431,864 2,843,858 2,411,994 431,864 2,843,858 2,411,994 431,864 2,843,858

6 Fixed Expenses 7 One-Time Start-up Costs $ - $ - $ - 8 Ongoing Capitalized Costs $ - $ - $ - 9 10 Management Wages (5 Full-Time Positions) $ 439,023 $ 439,023 $ 449,999 $ 449,999 $ 461,249 $ 461,249 11 Management Health Benefits $ 41,869 $ 41,869 $ 43,280 $ 43,280 $ 44,738 $ 44,738 12 Management Worker Comp Insurance $ 8,836 $ 8,836 $ 9,278 $ 9,278 $ 9,742 $ 9,742 13 Management Other Employer Contributions $ 56,099 $ 56,099 $ 57,441 $ 57,441 $ 58,815 $ 58,815 14 QA Manager Wages* $ 75,000 $ 75,000 $ 76,875 $ 76,875 $ 78,797 $ 78,797 15 QA Manager Benefits* $ 26,250 $ 26,250 $ 27,300 $ 27,300 $ 28,392 $ 28,392 16 17 Office Clerk Wages $ 41,600 $ 41,600 $ 42,640 $ 42,640 $ 43,706 $ 43,706 18 Office ClerkOvertime $ - $ - $ - $ - $ - $ - 19 Office Clerk Health Benefits $ 7,426 $ 7,426 $ 7,676 $ 7,676 $ 7,935 $ 7,935 20 Office Clerk Workers Comp Insurance $ 1,796 $ 1,796 $ 1,886 $ 1,886 $ 1,980 $ 1,980 21 Office Clerk Other Employer Contributions $ 4,608 $ 4,608 $ 4,711 $ 4,711 $ 4,817 $ 4,817 22 23 Handyman Wages (1 Full-Time Position) $ 46,398 $ 46,398 $ 47,558 $ 47,558 $ 48,747 $ 48,747 24 Handyman Overtime $ 2,784 $ 2,784 $ 2,853 $ 2,853 $ 2,925 $ 2,925 25 Handyman Health Benefits $ 10,582 $ 10,582 $ 10,939 $ 10,939 $ 11,307 $ 11,307 26 Handyman Workers Comp Insurance $ 1,796 $ 1,796 $ 1,886 $ 1,886 $ 1,980 $ 1,980 27 Handyman Other Employer Contributions $ 4,252 $ 4,252 $ 4,347 $ 4,347 $ 4,443 $ 4,443 28

29 Dispatcher/Supervisor/Trainer Wages (Multple Positions) $ 364,456 $ 78,500 $ 442,956 $ 373,567 $ 80,463 $ 454,030 $ 382,907 $ 82,475 $ 465,381 30 Dispatcher/Supervisor/Trainer Overtime $ 21,867 $ 4,710 $ 26,577 $ 22,414 $ 4,828 $ 27,242 $ 22,974 $ 4,948 $ 27,923 31 Dispatcher/Supervisor/Trainer Health Benefits $ 61,099 $ 13,160 $ 74,259 $ 63,158 $ 13,604 $ 76,761 $ 65,286 $ 14,062 $ 79,348 32 Dispatcher/Supervisor/Trainer Worker Comp Insurance $ 14,245 $ 3,068 $ 17,313 $ 14,957 $ 3,222 $ 18,179 $ 15,705 $ 3,383 $ 19,088 33 Dispatcher/Supervisor/Trainer/Other Employer Contributions $ 37,010 $ 7,972 $ 44,981 $ 37,834 $ 8,149 $ 45,983 $ 38,679 $ 8,331 $ 47,010 34 35 Customer Service/Scheduler Wages (Multple Positions) $ 108,953 $ 36,318 $ 145,271 $ 111,677 $ 37,226 $ 148,902 $ 114,469 $ 38,156 $ 152,625 36 Customer Service/Scheduler Overtime $ 4,903 $ 1,634 $ 6,537 $ 5,025 $ 1,675 $ 6,701 $ 5,151 $ 1,717 $ 6,868 37 Customer Service/Scheduler Health Benefits $ 22,278 $ 7,426 $ 29,704 $ 23,028 $ 7,676 $ 30,705 $ 23,805 $ 7,935 $ 31,739 38 Customer Service/Scheduler Worker Comp Insurance $ 7,566 $ 2,522 $ 10,088 $ 7,944 $ 2,648 $ 10,592 $ 8,342 $ 2,781 $ 11,122 39 Customer Service/Scheduler Other Employer Contributions $ 10,607 $ 3,536 $ 14,143 $ 10,835 $ 3,612 $ 14,447 $ 11,069 $ 3,690 $ 14,759 40 41 Employee Bonuses, Other Incentives (Describe) $ - $ - $ - 42 GM incentive $ 21,414 $ 4,612 $ 26,026 $ 21,949 $ 4,728 $ 26,677 $ 22,498 $ 4,846 $ 27,344 43 $ - $ - $ - 44 $ - $ - $ - 45 $ - $ - $ - 46 $ - $ - $ - 47 Uniforms for Handyman, Dispatchers, Supervisors, Trainers, 48 Customer Service and Scheduling Personnel $ 411 $ 89 $ 500 $ 422 $ 91 $ 513 $ 432 $ 93 $ 525 49 Physicals/Drug & Alcohol Testing $ 355 $ 77 $ 432 $ 364 $ 78 $ 443 $ 373 $ 80 $ 454 50 Electricity Utilities (exclusive of CNG) $ 61,359 $ 61,359 $ 62,895 $ 62,895 $ 64,466 $ 64,466 51 Natural Gas Utilities (exclusive of CNG) $ 3,959 $ 3,959 $ 4,058 $ 4,058 $ 4,159 $ 4,159 52 Other Utilities (sew er, w ater, garbage, other) $ 9,512 $ 9,512 $ 9,747 $ 9,747 $ 9,995 $ 9,995 53 Telephone Related Expenses $ 27,760 $ 27,760 $ 28,450 $ 28,450 $ 29,160 $ 29,160 54 Contractor Provided Insurance $ 36,400 $ 6,000 $ 42,400 $ 37,730 $ 6,150 $ 43,880 $ 38,232 $ 6,304 $ 44,536 55 Travel, Training, & Meal Expenses $ 7,932 $ 1,708 $ 9,640 $ 8,129 $ 1,751 $ 9,880 $ 8,335 $ 1,795 $ 10,130 56 Performance Bond $ 8,500 $ 1,831 $ 10,331 $ 8,772 $ 1,890 $ 10,662 $ 9,102 $ 1,960 $ 11,062 57 OtherDriver Materials recruitment & Supplies expense (background checks, $ 40,242 $ 10,128 $ 50,370 $ 41,258 $ 10,377 $ 51,635 $ 42,299 $ 10,631 $ 52,930 58 advertising, etc.) $ - $ - $ - 59 Building & grounds expenses $ 14,942 $ 3,218 $ 18,160 $ 15,213 $ 3,277 $ 18,490 $ 15,592 $ 3,358 $ 18,950 60 Security expense $ 576 $ 124 $ 700 $ 592 $ 128 $ 720 $ 609 $ 131 $ 740 61 Miscellaneous & taxes $ 4,937 $ 1,063 $ 6,000 $ 5,060 $ 1,090 $ 6,150 $ 5,184 $ 1,116 $ 6,300 62 Equipment and automobile depreciation $ 10,698 $ 985 $ 11,683 $ 10,698 $ 985 $ 11,683 $ 18,179 $ 985 $ 19,164 63 Profit & Corporate Expenses/Overhead $ 474,436 $ 85,620 $ 560,056 $ 483,615 $ 88,956 $ 572,572 $ 511,747 $ 92,359 $ 604,106 64 Other Expenses (describe) $ - $ - $ - 65 Support vehicle lease & license $ 15,491 $ 3,337 $ 18,828 $ 15,491 $ 3,337 $ 18,828 $ 15,491 $ 3,478 $ 18,969 66 $ - $ - $ - 67 $ - $ - $ - 68 $ - $ - $ - 69 $ - $ - $ - 70 $ - $ - $ - 71 Total Monthly Related Expenses $ 2,160,230 $ 277,637 $ 2,437,867 $ 2,213,556 $ 285,938 $ 2,499,494 $ 2,293,815 $ 294,615 $ 2,588,429 72

73 Expense Per Month With QA Manager $ 180,019.13 $ 23,136.46 $ 203,155.59 $ 184,462.97 $ 23,828.20 $ 208,291.17 $ 191,151.22 $ 24,551.22 $ 215,702.44 74 Expense Per Month W/O QA Manager $ 171,581.63 $ 23,136.46 $ 194,718.09 $ 175,781.72 $ 23,828.20 $ 199,609.92 $ 182,218.81 $ 24,551.22 $ 206,770.03 *Note: YCTD may, upon at least 90 days written notice to Transdev, eliminate the Quality Assurance Manager position and the monthly rate shall be adjusted to 75 exclude salary and benefit costs associated with that position.

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Year 1 (August 1, 2018-July 31, 2019) Year 2 (August 1, 2019-July 31, 2020) Year 3 (August 1, 2020-July 31, 2021) Fixed Fixed Fixed

Route Paratransit Route Paratransit Route Paratransit Service Service Total Service Service Total Service Service Total Time Related

76 Expenses 77 Full-Time Driver Wages (Multiple Positions) $ 2,607,213 $ 576,412 $ 3,183,625 $ 2,687,264 $ 590,598 $ 3,277,862 $ 2,803,504 $ 619,795 $ 3,423,299 78 Full-Time Driver Overtime $ 117,855 $ 24,206 $ 142,061 $ 121,404 $ 24,801 $ 146,206 $ 126,547 $ 26,027 $ 152,574 79 Full-Time Driver Health Benefits $ 583,739 $ 120,454 $ 704,193 $ 603,411 $ 124,513 $ 727,924 $ 623,746 $ 128,709 $ 752,455 80 Full-Time Driver Worker's Comp. Insurance $ 141,000 $ 38,669 $ 179,669 $ 148,141 $ 40,622 $ 188,763 $ 155,934 $ 42,737 $ 198,671 81 Full-Time Driver Other Employer Contributions $ 246,960 $ 53,845 $ 300,805 $ 254,029 $ 55,014 $ 309,043 $ 263,613 $ 57,381 $ 320,994 82 83 Part-Time Driver Wages $ 19,858 $ - $ 19,858 $ 20,245 $ - $ 20,245 $ 21,252 $ - $ 21,252 84 Part-Time Driver Overtime $ - $ - $ - $ - $ - $ - $ - $ - $ - 85 Part-Time Driver Health Benefits $ - $ - $ - $ - $ - $ - $ - $ - $ - 86 Part-Time Driver Workers Comp. Insurance $ 1,167 $ - $ 1,167 $ 1,226 $ - $ 1,226 $ 1,287 $ - $ 1,287 87 Part-Time Driver Other Employer Contributions $ 2,009 $ - $ 2,009 $ 2,039 $ - $ 2,039 $ 2,116 $ - $ 2,116 88 89 Driver Training Pay $ 79,455 $ 4,239 $ 83,694 $ 80,242 $ 4,281 $ 84,523 $ 83,968 $ 4,480 $ 88,448 90 Driver Training Worker's Comp. Insurance $ 4,598 $ 353 $ 4,951 $ 4,828 $ 371 $ 5,198 $ 5,069 $ 389 $ 5,458 91 Driver Training Other Employer Contributions $ 6,078 $ 324 $ 6,403 $ 6,139 $ 328 $ 6,466 $ 6,424 $ 343 $ 6,766 92 93 Employee Bonuses, Other Incentives (Describe) $ - $ - $ - 94 Operator Incentive Plan $ 50,163 $ 10,805 $ 60,968 $ 51,417 $ 11,075 $ 62,492 $ 52,703 $ 11,352 $ 64,054 95 Promotional events $ 5,924 $ 1,276 $ 7,200 $ 6,072 $ 1,308 $ 7,380 $ 6,226 $ 1,341 $ 7,568 Additional Employee Bonuses (increased by $200 per 96 employee per yr)) $ 9,828 $ 2,172 $ 12,000 $ 9,828 $ 2,172 $ 12,000 $ 9,828 $ 2,172 $ 12,000 97 Additional Health Insurance $ 57,001 $ 11,758 $ 68,759 $ 58,941 $ 12,158 $ 71,099 $ 60,916 $ 12,565 $ 73,481 98 $ - $ - $ - 99 100 Uniforms For Drivers $ 6,353 $ 1,270 $ 7,623 $ 6,510 $ 1,302 $ 7,812 $ 6,670 $ 1,334 $ 8,004 101 Physicals/Drug & Alcohol Testing $ 15,862 $ 450 $ 16,312 $ 16,259 $ 1,095 $ 17,354 $ 16,259 $ 1,095 $ 17,354 102 Other Fuel (Contractor operated cars) $ 10,125 $ 10,125 $ 10,380 $ 10,380 $ 10,635 $ 10,635 103 Travel, Training, & Meal Expenses $ - $ - $ - 104 Other services $ - $ - $ - 105 Other Materials & Supplies $ - $ - $ - 106 Other Expenses (describe) $ - $ - $ - 107 SmartDrive review $ 24,120 $ 4,545 $ 28,665 $ 15,218 $ 4,659 $ 19,877 $ 15,599 $ 4,775 $ 20,374 108 Safety-Training Materials $ 6,075 $ - $ 6,075 $ 6,227 $ - $ 6,227 $ 6,383 $ - $ 6,383 109 Sw ing Bus Driver w ages $ 63,591 $ 63,591 $ 65,543 $ 65,543 $ 68,378 $ 68,378 110 $ - $ - $ - Adjustment for Reduction of Y Shuttle Hours @ 111 $41.311 $ (63,026) $ - $ (63,026) $ (64,835) $ - $ (64,835) $ (67,499) $ - $ (67,499) 112 (1,525.64 few er hours) $ - $ - $ - 113 Total Service Hour Related Expenses $ 3,995,947 $ 850,778 $ 4,846,725 $ 4,110,527 $ 874,297 $ 4,984,824 $ 4,279,556 $ 914,496 $ 5,194,052 114 115 Expense Per Revenue Hour $ 38.943 $ 62.73 $ 40.06 $ 64.71 $ 41.71 $ 67.48

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Year 1 (August 1, 2018-July 31, 2019) Year 2 (August 1, 2019-July 31, 2020) Year 3 (August 1, 2020-July 31, 2021) Fixed Fixed Fixed

Route Paratransit Route Paratransit Route Paratransit Service Service Total Service Service Total Service Service Total Maintenance Related

116 Expenses 117 Mechanic Wages (Multiple positions) $ 504,639 $ 108,694 $ 613,333 $ 517,254 $ 111,412 $ 628,666 $ 530,186 $ 114,197 $ 644,383 118 Mechanic Overtime $ 3,307 $ 712 $ 4,019 $ 3,389 $ 730 $ 4,119 $ 3,474 $ 748 $ 4,222 119 Mechanic Shoe & Tool Allow ance $ 1,580 $ 340 $ 1,920 $ 1,619 $ 349 $ 1,968 $ 1,660 $ 357 $ 2,017 Insurance Coverage of Mechanic Tools (at least $25,000 120 coverage per mechanic) $ - $ - $ - $ - $ - $ - $ - $ - $ - 121 Mechanic Health Insurance $ 73,187 $ 15,764 $ 88,951 $ 75,653 $ 16,295 $ 91,948 $ 78,203 $ 16,844 $ 95,047 122 Mechanic Workers Comp. Insurance $ 13,988 $ 3,013 $ 17,001 $ 14,687 $ 3,164 $ 17,851 $ 15,422 $ 3,322 $ 18,744 123 Mechanic Other Employer Contributions $ 46,248 $ 9,961 $ 56,209 $ 47,308 $ 10,190 $ 57,497 $ 48,393 $ 10,424 $ 58,817 124 125 Maintenance Admin Asst/Parts Clerk Wages (2 positions) $ 77,395 $ 77,395 $ 79,330 $ 79,330 $ 81,314 $ 81,314 126 Maint AA/Parts Clerk Overtime $ - $ - $ - $ - $ - $ - 127 Maint AA/Parts Clerk Health Benefits $ 14,852 $ 14,852 $ 15,352 $ 15,352 $ 15,870 $ 15,870 128 Maint AA/Parts Clerk Worker's Compensation $ 3,592 $ 3,592 $ 3,772 $ 3,772 $ 3,960 $ 3,960 129 Maint AA/Parts Clerk Other Employer Contributions $ 7,288 $ 7,288 $ 7,445 $ 7,445 $ 7,607 $ 7,607 130 131 Utility Worker, Cleaner, Fueler Wages (Multiple positions) $ 185,774 $ 40,014 $ 225,788 $ 190,418 $ 41,014 $ 231,432 $ 195,179 $ 42,040 $ 237,218 132 Utility Worker, Cleaner, Fueler Overtime $ 2,787 $ 600 $ 3,387 $ 2,856 $ 615 $ 3,471 $ 2,928 $ 631 $ 3,558 133 Utility Worker, Cleaner, Fueler Health Benefits $ 49,565 $ 10,676 $ 60,240 $ 51,235 $ 11,036 $ 62,270 $ 52,962 $ 11,407 $ 64,369 134 Utility Worker, Cleaner, Fueler Workers Comp. Insurance $ 9,901 $ 2,133 $ 12,033 $ 10,396 $ 2,239 $ 12,635 $ 10,916 $ 2,351 $ 13,267 135 Utility Worker, Cleaner, Fueler Other Employer Contributions $ 17,740 $ 3,821 $ 21,562 $ 18,116 $ 3,902 $ 22,019 $ 18,502 $ 3,985 $ 22,487 136 137 Employee Bonuses, Other Incentives (Describe) $ - $ - $ - 138 ASE Training & Certifications $ 2,567 $ 553 $ 3,120 $ 2,839 $ 611 $ 3,450 $ 3,135 $ 675 $ 3,810 139 Promotional events $ 1,975 $ 425 $ 2,400 $ 2,024 $ 436 $ 2,460 $ 2,075 $ 447 $ 2,523 140 $ - $ - $ - 141 $ - $ - $ - 142 $ - $ - $ - 143 144 Uniforms for Mechanics, Utility Workers, Cleaners & Fuelers $ 9,528 $ 2,052 $ 11,580 $ 9,766 $ 2,104 $ 11,870 $ 10,010 $ 2,156 $ 12,166 145 Physicals/Drug & Alcohol Testing $ 655 $ 141 $ 796 $ 671 $ 145 $ 816 $ 688 $ 148 $ 836 146 Travel, Training, Employee Certifications & Meal Expenses $ - $ - $ - $ - $ - $ - $ - $ - $ - 147 Contractor Coverage of $10,000 Bus Physical Damage SIR $ 24,120 $ 4,330 $ 28,450 $ 24,723 $ 4,438 $ 29,161 $ 25,341 $ 4,549 $ 29,890 148 Tow ing Not Covered By Warranty $ 8,200 $ 1,470 $ 9,670 $ 8,410 $ 1,510 $ 9,920 $ 8,620 $ 1,550 $ 10,170 149 Other Outside Services (outside vendors) $ 57,650 $ 10,350 $ 68,000 $ 59,090 $ 10,610 $ 69,700 $ 60,570 $ 10,870 $ 71,440 150 Other Fuel (service trucks, fork lift, kubota tractor) $ 3,375 $ 3,375 $ 3,460 $ 3,460 $ 3,545 $ 3,545 151 DEF Fuel Additive $ 1,305 $ 145 $ 1,450 $ 1,350 $ 150 $ 1,500 $ 1,395 $ 155 $ 1,550 152 All Other Lubricants & Fluids $ 33,530 $ 6,020 $ 39,550 $ 34,360 $ 6,170 $ 40,530 $ 35,220 $ 6,320 $ 41,540 153 Tires & Wheels $ 84,420 $ 15,160 $ 99,580 $ 86,530 $ 15,530 $ 102,060 $ 88,690 $ 15,920 $ 104,610 154 155 Bus Parts (excluding major engine/transmission rebuilds)* $ 382,988 $ 35,462 $ 418,450 $ 444,385 $ 40,959 $ 485,344 $ 477,795 $ 43,972 $ 521,767 156 Non-Bus Parts for All Other Equipment/Facilities $ 4,566 $ 984 $ 5,550 $ 4,682 $ 1,008 $ 5,690 $ 4,797 $ 1,033 $ 5,830 157 Bus Cleaning Materials & Supplies $ 980 $ 410 $ 1,390 $ 1,000 $ 420 $ 1,420 $ 1,010 $ 430 $ 1,440 158 Other Materials & Supplies $ 31,110 $ 5,590 $ 36,700 $ 31,890 $ 5,730 $ 37,620 $ 32,690 $ 5,870 $ 38,560 159 Bus Washer Parts and Maintenance Expenses $ 6,500 $ 500 $ 7,000 $ 6,700 $ 600 $ 7,300 $ 6,800 $ 700 $ 7,500 160 Bus Washer Soaps, Cleaning Materials & Supplies $ 3,300 $ 300 $ 3,600 $ 3,400 $ 350 $ 3,750 $ 3,500 $ 400 $ 3,900 161 Bus Washer Outside Repairs $ 300 $ 300 $ 400 $ 400 $ 500 $ 500 162 All Other Expenses (describe) $ - $ - $ - 163 Farebox Repairs $ 7,960 $ - $ 7,960 $ 8,160 $ - $ 8,160 $ 8,360 $ - $ 8,360 164 Environmental expense $ 17,850 $ 3,200 $ 21,050 $ 18,290 $ 3,280 $ 21,570 $ 18,750 $ 3,370 $ 22,120 165 Paint & Body Repairs $ 9,890 $ 1,780 $ 11,670 $ 10,140 $ 1,820 $ 11,960 $ 10,390 $ 1,870 $ 12,260 166 Service Vehicle Repairs $ 8,200 $ 1,470 $ 9,670 $ 8,410 $ 1,510 $ 9,920 $ 8,620 $ 1,550 $ 10,170 167 Radio Repair $ 4,950 $ - $ 4,950 $ 5,070 $ - $ 5,070 $ 5,200 $ - $ 5,200 Shop & Garage Equipment Repairs (including w heel polisher 168 maint) $ 26,860 $ 1,000 $ 27,860 $ 27,450 $ 1,100 $ 28,550 $ 28,070 $ 1,200 $ 29,270 169 Camera repair/replacement $ 6,804 $ 756 $ 7,560 $ 6,804 $ 756 $ 7,560 $ 6,804 $ 756 $ 7,560 Adjustment for Reduction of Y Shuttle Miles 170 (14,076.48) @ $.951 $ (13,387) $ (13,387) $ (14,119) $ (14,119) $ (14,668) $ (14,668) 171 $ - $ - $ - 172 Total Service Maint. Related Expenses $ 1,738,037 $ 287,827 $ 2,025,863 $ 1,834,717 $ 300,182 $ 2,134,899 $ 1,904,480 $ 310,248 $ 2,214,729 173

174 Expense Per Revenue Mile $ 0.866 $ 0.914 $ 0.95 175 (paratransit maint. included in paratransit (paratransit maint. included in paratransit (paratransit maint. included in paratransit 176 hourly expense) hourly expense) hourly expense) 177 Total Annual Expenses $ 7,894,213 $ 1,416,242 $ 9,310,456 $ 8,158,799 $ 1,460,418 $ 9,619,217 $ 8,477,851 $ 1,519,359 $ 9,997,210

*Parts & Outside Services for Major Engine & Transmission Rebuilds Reimbursed on Pass-Thru **Assume all but one paratransit vehicle used in paratransit service & one used for rural fixed route

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Firm Name: Transdev, Inc. Exhibit E, Sheet 2: Proposed Unit Pricing, Years 1-12

FIXED ROUTE PARATRANSIT Revenue Miles 2,007,819 363,027 Revenue Hours: 102,611 18,151

Start Date End Date Year 1 August 1, 2018 July 31, 2019 Fixed Route Year 1 Paratransit Per Month $ 180,019.13 Per Month $ 23,136.46 Per Revenue Hour $ 38.94 Per Revenue Hour $ 62.73 Per Revenue Mile $ 0.87 $ 7,894,947.57 $ 1,416,242.28

Year 2 August 1, 2019 July 31, 2020 Fixed Route % Change Year 2 Paratransit % Change Per Month $ 184,462.97 2.47% Per Month $ 23,828.20 2.99% Per Revenue Hour $ 40.06 2.87% Per Revenue Hour $ 64.71 3.15% Per Revenue Mile $ 0.91 5.54% $ 8,159,228.60 $ 1,460,417.52

Year 3 August 1, 2020 July 31, 2021 Fixed Route Year 3 Paratransit Per Month $ 191,151.22 3.63% Per Month $ 24,551.22 3.03% Per Revenue Hour $ 41.71 4.11% Per Revenue Hour $ 67.48 4.28% Per Revenue Mile $ 0.95 3.83% $ 8,478,790.33 $ 1,519,359.15

Year 4 August 1, 2021 July 31, 2022 Fixed Route Year 4 Paratransit Per Month $ 195,165.39 2.10% Per Month $ 25,066.80 2.10% Per Revenue Hour $ 42.67 2.30% Per Revenue Hour $ 69.03 2.30% Per Revenue Mile $ 0.97 2.46% $ 8,672,168.27 $ 1,553,715.18

Year 5 August 1, 2022 July 31, 2023 Fixed Route Year 5 Paratransit Per Month $ 199,556.61 2.25% Per Month $ 25,630.80 2.25% Per Revenue Hour $ 43.73 2.50% Per Revenue Hour $ 70.75 2.50% Per Revenue Mile $ 0.99 2.18% $ 8,876,870.49 $ 1,591,806.05

Year 6 August 1, 2023 July 31, 2024 Fixed Route Year 6 Paratransit Per Month $ 205,044.42 2.75% Per Month $ 26,335.65 2.75% Per Revenue Hour $ 45.04 3.00% Per Revenue Hour $ 72.88 3.00% Per Revenue Mile $ 1.02 3.16% $ 9,140,381.51 $ 1,638,791.31

Year 7 August 1, 2024 July 31, 2025 Fixed Route Year 7 Paratransit Per Month $ 211,195.75 3.00% Per Month $ 27,125.72 3.00% Per Revenue Hour $ 46.67 3.60% Per Revenue Hour $ 75.50 3.60% Per Revenue Mile $ 1.07 4.00% $ 9,462,903.21 $ 1,695,891.63

Year 8 (Option Year) August 1, 2025 July 31, 2026 Fixed Route Year 8 (Option Year) Paratransit Per Month $ 216,475.65 2.50% Per Month $ 27,803.86 2.50% Per Revenue Hour $ 47.93 2.70% Per Revenue Hour $ 77.54 2.70% Per Revenue Mile $ 1.09 2.70% $ 9,713,332.90 $ 1,741,029.69

Year 9 (Option Year) August 1, 2026 July 31, 2027 Fixed Route Year 9 (Option Year) Paratransit Per Month $ 221,887.54 2.50% Per Month $ 28,498.96 2.50% Per Revenue Hour $ 49.24 2.75% Per Revenue Hour $ 79.67 2.75% Per Revenue Mile $ 1.12 2.76% Per Revenue Mile $ 9,974,175.07 $ 1,788,073.89

Year 10 (Option Year) August 1, 2027 July 31, 2028 Fixed Route Year 10 (Option Year) Paratransit Per Month $ 228,544.17 3.00% Per Month $ 29,353.92 3.00% Per Revenue Hour $ 50.72 3.00% Per Revenue Hour $ 82.06 3.00% Per Revenue Mile $ 1.16 3.16% $ 10,276,991.41 $ 1,841,716.11

Year 11 (Option Year) August 1, 2028 July 31, 2029 Fixed Route Year 11 (Option Year) Paratransit Per Month $ 234,257.77 2.50% Per Month $ 30,087.77 2.50% Per Revenue Hour $ 52.12 2.75% Per Revenue Hour $ 84.32 2.75% Per Revenue Mile $ 1.19 2.78% $ 10,553,451.32 $ 1,891,482.68

Year 12 (Option Year) August 1, 2029 July 31, 2030 Fixed Route Year 12 (Option Year) Paratransit Per Month $ 239,528.57 2.25% Per Month $ 30,764.75 2.25% Per Revenue Hour $ 53.37 2.40% Per Revenue Hour $ 86.34 2.40% Per Revenue Mile $ 1.22 2.53% $ 10,805,630.57 $ 1,936,336.69

TOTAL FOR BOTH FIXED Fixed Route Total Paratransit Total ROUTE & PARATRANSIT 7-Year Base Total $ 60,685,290 7-Year Base Total $ 10,876,223 $ 71,561,513 5-Year Option Total $ 51,323,581 5-Year Option Total $ 9,198,639 $ 60,522,220 Total $ 112,008,871 Total $ 20,074,862 $ 132,083,733

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OPTIONS Firm Name: Transdev, Inc. Option 1: ADHC Option

Cost per service hour for providing transportation services for ADHC, using ADHC vehicles

ACHC provides: Paratransit vehicles (currently 3 for in-service, 2 spares) Client list ride reservation Wheelchair accessible cutaway vehicles Two-way radios, including ongoing service (YCTD reserves the right to pass-thru radio and radio use expenses on to ADHC through the bus contractor) Min. $10 million general and auto liability coverage on CONTRACTOR provides: Maintenance, repairs & Cleaning Drivers & Supervision Scheduling & Dispatch Services Physical Damage Insurance on all ADHC Vehicles all ADHC transportation service For vehicle value, assume $80,000 apiece

If Service is Existing Doubled In-Service Vehicles: 3 6 Spare Vehicles: 2 2 Weekdays per Year: 251 251 Hours per Day Per In-Service Veh: 4 4 Total Hours of Service per Weekday: 12 24 Miles per Day Per In-Service Veh: 55 55 Total Miles Per Day 165 330 Total Miles Per Year 41,415 82,830 Total Hours per Year 3,012 6,024

Year 1 $ 59.96 per vehicle hour Year 1 per vehicle hour Year 2 $ 61.65 per vehicle hour Year 2 $ 59.38 per vehicle hour Year 3 $ 64.06 per vehicle hour Year 3 $ 61.70 per vehicle hour Year 4 $ 65.13 per vehicle hour Year 4 $ 62.73 per vehicle hour Year 5 $ 66.73 per vehicle hour Year 5 $ 64.28 per vehicle hour Year 6 $ 69.07 per vehicle hour Year 6 $ 66.53 per vehicle hour Year 7 $ 71.69 per vehicle hour Year 7 $ 69.05 per vehicle hour Year 8 $ 73.99 per vehicle hour Year 8 $ 71.26 per vehicle hour Year 9 $ 75.90 per vehicle hour Year 9 $ 73.11 per vehicle hour Year 10 $ 78.04 per vehicle hour Year 10 $ 75.17 per vehicle hour Year 11 $ 80.18 per vehicle hour Year 11 $ 77.23 per vehicle hour Year 12 $ 82.21 per vehicle hour Year 12 $ 79.18 per vehicle hour

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Firm Name: Transdev, Inc. Option 2: UC Davis Med Center to UC Davis Main Campus Shuttle Option

Intercampus Shuttle Cost Range

One Way Round Trp Approx Annual V. Mile Fee Per Fee Per Total Year 1 Service Description Run Time Recovery Cycle Headway # of buses Daily VH Days Veh Hrs Estimate VH VM Fee**

Avg Annual Add Downtown Sacramento Stop and West Sac Stop Adjustment % Existing service level (reduce recov, less reliable)* 45 15 120 60 2 28 251 7028 210,840 $ 39.54 $ 0.69 $ 423,367 3.35% * and/or eliminate Silo or Mondavi stop at UC Davis

With 60 minute headway, all 3 Davis stops, current reliability 50 40 180 60 3 42 251 10542 316,260 $ 38.85 $ 0.53 $ 575,593 3.42%

With 30 minute headway, reduced recov or fewer Davis stops 45 15 120 30 4 56 251 14056 421,680 $ 38.78 $ 0.69 $ 835,629 3.34%

With 30 minute headway, all 3 Davis stops, current reliability 50 25 150 30 5 70 251 17570 527,100 $ 39.84 $ 0.59 $ 1,012,032 3.38%

Weekend 60 minute headway 45 15 120 60 2 28 100 2800 84,000 $ 42.66 $ 0.81 $ 187,152 3.23%

**Excludes liability & phys damage insurance, fuel, marketing, YCTD overhead, and vehicle lease fees

Additional cost in year 1 for $20 million liability & phys damage insurance equal to YCTD coverages: $ 9,200 Additional amount in year 1 for electricity (leave blank if unknown) Addiitional amount in year 1 to lease/finance each bus:*** $ 126,324

***Annual Cost based on $800,000 40-foot Electric bus, with accessories financed over 10 years

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Firm Name: Transdev, Inc. Option 3: MicroTransit Option

Cost per service hour for providing microtransit service for selected rural and suburban areas

Contractor provides and uses up to 14 new, or like new minivans, each capable of holding the driver plus at least five passengers. YCTD would provide up to two accessible cutaways. Maintenance, repairs & Cleaning Operations, Drivers & Supervision Scheduling & Dispatch Services Contractor to provide physical damage insurance on vehicles at replacement value

Assume inclusion of Transloc, or approved equal, smart phone and ride reservation app Contractor to provide min. $10 million general and auto liability coverage on vehicles, plus physical damage coverage at replacement value. Hours of service per vehicle per day will vary from 2 to 12 hours. Assume 254 weekdays per year

Assume 2 rides per hour of service in rural areas, 4 rides per hour in suburban areas Assume 15 mile average trip distance for rural 50% Assume 3 mile average trip distance for suburban areas 50%

PROPOSED COST PER VEHICLE PER HOUR: Area 1 Area 2 Area 3 Area 4 Area 5 Area 6 Vehicle No: 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 4 hrs/day 2 hrs/day 2 hrs/day 2 hrs/day 3 hrs/day 3 hrs/day 3 hrs/day 3 hrs/day 3 hrs/day 4 hrs/day 4 hrs/day 4 hrs/day 12 hrs/day 12 hrs/day 12 hrs/day 12 hrs/day Year 1 $44.38 $ 44.38 $ 44.38 $ 44.38 $51.18 $53.52 $40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 $ 40.79 Year 2 $44.70 $ 44.70 $ 44.70 $ 44.70 $52.35 $55.04 $41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 $ 41.00 Year 3 $46.05 $ 46.05 $ 46.05 $ 46.05 $54.17 $56.97 $42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 $ 42.90 Year 4 $47.32 $ 47.32 $ 47.32 $ 47.32 $55.65 $58.55 $44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 $ 44.04 Year 5 $48.51 $ 48.51 $ 48.51 $ 48.51 $57.51 $60.55 $45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 $ 45.28 Year 6 $51.29 $ 51.29 $ 51.29 $ 51.29 $59.06 $62.17 $48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 $ 48.37 Year 7 $53.72 $ 53.72 $ 53.72 $ 53.72 $61.01 $64.27 $50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 $ 50.21 Year 8 $54.33 $ 54.33 $ 54.33 $ 54.33 $62.42 $65.77 $51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 $ 51.30 Year 9 $56.00 $ 56.00 $ 56.00 $ 56.00 $64.01 $67.44 $52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 $ 52.69 Year 10 $57.24 $ 57.24 $ 57.24 $ 57.24 $65.52 $69.08 $54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 $ 54.33 Year 11 $58.89 $ 58.89 $ 58.89 $ 58.89 $66.66 $70.24 $55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 $ 55.53 Year 12 $60.75 $ 60.75 $ 60.75 $ 60.75 $69.13 $72.88 $57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62 $ 57.62

DEFINE WHAT AN HOUR IS: the time the vehicle enters the area until the time it leaves the area; exclusive of deadhead Other Fees for ride reservation and brokerage services: $ 35,000.00 Other Fees for ridership projection simulation services: Fee per vehicle per month for contractor provided vehicles: included in above rates (if not already included in above hourly rates)

For proposal purposes, assume: Area 1 1-2 vehicles Area 2 1 vehicle Area 3 1 vehicle Area 4 1 vehicle Area 5 1 vehicle Area 6 10 vehicles

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Firm Name: Transdev, Inc. Option 4 Electric Autonomous Vehicles Option

8 vehicles, each with 12-15 passenger capacity

Amtrak/UCD Autonomous Vehicle Shuttle Scenario With With no employee employee on board on board $ 81.73 $ 52.46 Hourly rate 251 251 Days per Year (6 days/week) Annual Round Round 60 60 minutes per hour Start Finish Span # of vehiclesTrips/Day Days Trips Rev Hrs Rate/Hr* Operating Expense** 30 30 round trip time, including layover 6:00 AM 9:00 AM 3.00 5 30 251 7,530 3,765.00 $ 81.73 $ 307,696 Avg 2.00 2.00 round trips per hour per bus 3:30 PM 6:30 PM 3.00 5 30 251 7,530 3,765.00 $ 81.73 $ 307,696 Annual 10 10 Goal of round trips per hour peak Adjustment % 5 5 Goal of round trips per hour off-peak 9:00 AM 3:30 PM 6.50 3 39 251 9,789 4,894.50 $ 81.73 $ 400,004 5% 6:30 PM 8:00 PM 1.50 3 9 251 2,259 1,129.50 $ 81.73 $ 92,309 5.00 5.00 Buses required Peak 3.00 3.00 Spare Buses Peak Total 108 27,108 13,554.00 $ 1,107,705 4.5 4.5 Miles per round trip 2.25 2.25 Miles per one-way trip 10 10 Avg Speed 13.5 13.5 Travel time each direction 134,185 134,185 total miles per year, including 10% out of service 0.3 0.3 Kwh per mile Rate per Kwh (estimate only) 13,554 13,554 hours per year **Excludes monitoring, contingencies, electricity 54,216 54,216 One way bus trips/year 4 4 4 avg boardings/one-way trip HOURS TO FULLY CHARGE A VEHICLE: 6 216,864 216,864 Rides/year HOURS ONE VEHICLE WILL OPERATE PER CHARGE SUMMER: 7 $ 1,107,705 $ 711,080 Subtotal HOURS ONE VEHICLE WILL OPERATE PER CHARGE NON-SUMMER: 10 $ - $ - Electricity $ 110,770 $ 71,108 Monitoring, Supervision, Contingencies (10%) PLEASE ATTACH THE SPECIFICATIONS OF THE PROPOSED VEHICLE, AS WELL AS CHARGING EQUIPMENT SPECIFICATIONS. $ 1,218,475 $ 782,188 Subtotal (216,864) (216,864) Less Fares at $1 per ride $ 1,001,611 $ 565,324 netcost $ 3,990.48 $ 2,252.29 net cost/day

Equipment At this stage, proposals shall be based on Transdev or Keolis type 12-15 passenger autonomous electric vehicles

# of Units cost/unit TOTAL 8.00 Vehicles purchased $ 334,044 $ 2,672,352 Charging Equipment $ 25,000 Cost of Charging Facilities, tooling (8 charging stations) Hardware/Software/Engineering/Technical Support $ 373,926

Subtotal $ 3,071,278 10% Contingency $ 307,128 Total Equipment Costs $ 3,378,406 Total Capital, Software, Technical Support

Subtotal $ 3,071,278 20% Contingency $ 614,256 Total Equipment Costs $ 3,685,534 Total Capital

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Firm Name: Transdev, Inc. Option 5: Operation & Maintenance of of full-size electric buses

Effect on fee per revenue mile for each vehicle that YCTD switches from CNG to electric for full size bus*

Current Base Change Revised Rate in Rate Charge Per Rev Per Rev. Mi. Per Rev Mile if Electric Mile

Year 1 $ 0.937 $ (0.040) $ 0.90 Year 2 $ 0.989 $ (0.052) $ 0.94 Year 3 $ 1.027 $ (0.057) $ 0.97 Year 4 $ 1.074 $ (0.059) $ 1.01 Year 5 $ 1.098 $ (0.061) $ 1.04 Year 6 $ 1.133 $ (0.063) $ 1.07 Year 7 $ 1.179 $ (0.065) $ 1.11 Year 8 $ 1.210 $ (0.067) $ 1.14 Year 9 $ 1.243 $ (0.069) $ 1.17 Year 10 $ 1.282 $ (0.071) $ 1.21 Year 11 $ 1.318 $ (0.073) $ 1.25 Year 12 $ 1.352 $ (0.075) $ 1.28

*Based on use of newest BYD 40 foot electric transit buses. YCTD reserves the right to consider other buses, such as the pending electric bus Gillig is working on, which will involve a Cummins based electric drive system.

Assume YCTD will provide the rolling stock, charging equipment and will be responsible for the cost of battery replacements.

RECOMMENDED STARTUP INVENTORY: List: Windshield CS 1 480.88 $ 480.88 Windshield SS 1 483.17 $ 483.17 Brake Disk Front 2 219.86 $ 439.72 Brake Disk Rear 2 220 $ 440.00 Head Light SS/CS Hi/Lo 4 12.18 $ 48.72 Wipers SS/CS 2 28.85 $ 57.70 Stop/Tail/Turn Signal Rear 2 149.36 $ 298.72 Clearance light SS/CS side 4 83.69 $ 334.76 Speaker CS 207.66 2 207.66 $ 415.32 Mirrors CS/SS 2 802.54 $ 1,605.08 Seat cushions 6 176.66 $ 1,059.96 Door glass front / rear 8 180 $ 1,440.00 Head sign Glass 1 350 $ 350.00 Airbags 6 190.23 $ 1,141.38 Shocks 4 115 $ 460.00 $ 9,055.41

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Firm Name: Transdev, Inc. Option 6: Bus Shelter Cleaning & Repairs

There are approximately 30 bus shelters that YCTD buses stop at in Woodland, Winters & Rural Yolo County Assuming you provided a .40 FTE employee dedicated to cleaning and repairing shelters, what would it cost YCTD for this additional service? (Note: YCTD may increase or decrease the number of hours dedicated to this piece of work and the CONTRACTOR shall apply the unit rates below to the revised hours.)

Startup & Every 4 Years: Acquire and insure pick-up in 40,000-80,000 mile range (request to spread costs over 4 years per purchase) ongoing: Store & use YCTD provided gasoline powered pressure washer. Purchase, use and store blower, weed eater, trash bags, squeegees, brooms, shovels,insect spray (no toxic fumes for humans), and other bus shelter cleaning tools and supplies

Every 3 days: Clean out loose debris and trash from all shelters, using blower and broom Remove graffiti Report damage, missing decals

Every 4 weeks: Remove graffiti and pressure wash all shelters & pad surfaces, display case, bike rack (if any), trash receptacle, bus bench, clean glass, remove gum, other stains where possible

As needed: Repair shelter, replace broken or missing glass, other shelter components Replace missing decals Eradicate insects & vermin Post and remove information as directed by YCTD Check solar powered lighting, replace batteries at a frequency recommended by OEM, other parts (may need to use YCTD bucket truck) Touch up and buff up shelter paint Remove weeds at and adjacent to the shelter

Vehicle & Pressure Washer Labor & Benefits Maintenance & Charge per Employee Fuel per employee Hours Start-up* Supplies employee hour hour Total Year 1 832 $ 8,875 $ 4,200 $ 5.68 $ 26.39 $ 39,751.28 Year 2 832 $ 8,875 $ 4,305 $ 5.85 $ 27.31 $ 40,766.34 Year 3 832 $ 8,875 $ 4,413 $ 6.02 $ 28.27 $ 41,815.17 Year 4 832 $ 8,875 $ 4,523 $ 6.20 $ 29.26 $ 42,898.90 Year 5 832 $ 7,875 $ 4,636 $ 6.39 $ 30.28 $ 43,018.71 Assumes service truck is replaced every 4 years Year 6 832 $ 7,875 $ 4,752 $ 6.58 $ 31.34 $ 44,175.81 Year 7 832 $ 7,875 $ 4,871 $ 6.78 $ 32.44 $ 45,371.45 Option Yr 8 832 $ 7,875 $ 4,992 $ 6.98 $ 33.57 $ 46,606.93 Option Yr 9 832 $ 8,269 $ 5,117 $ 7.19 $ 34.75 $ 48,277.33 Option Yr 10 832 $ 8,269 $ 5,245 $ 7.40 $ 35.96 $ 49,596.55 Option Yr 11 832 $ 8,269 $ 5,376 $ 7.63 $ 37.22 $ 50,959.77 Option Yr 12 832 $ 8,269 $ 5,511 $ 7.86 $ 38.53 $ 52,368.47 12 Year Total $ 545,606.70 *Proposers are encouraged to amortize the cost of a truck over 4 years. It is proposed that the cost for parts related to repairs of shelters and glass will be reimbursed at cost plus: 5 %

*Service truck to be amortized over 4 years.

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Firm Name: Transdev, Inc. Option 7: Proposed Rates for CTSA Work

Shop Rate Per Mechanic Hour For Outside vehicle Work of Non Profit Vehicles As CTSA:

Year 1 $ 63.49 Year 2 $ 65.40 Year 3 $ 67.36 Year 4 $ 69.38 Year 5 $ 71.46 Year 6 $ 73.60 Year 7 $ 75.81 Option Yr 8 $ 78.09 Option Yr 9 $ 80.43 Option Yr 10 $ 82.84 Option Yr 11 $ 85.33 Option Yr 12 $ 87.89

Rate Per Outside Vehicle for use of Bus Washer on Non Profit CTSA vehicles:

Year 1 $ 26.13 per wash Year 2 $ 26.91 per wash Year 3 $ 27.72 per wash Year 4 $ 28.55 per wash Year 5 $ 29.41 per wash Year 6 $ 30.29 per wash Year 7 $ 31.20 per wash Option Yr 8 $ 32.13 per wash Option Yr 9 $ 33.10 per wash Option Yr 10 $ 34.09 per wash Option Yr 11 $ 35.11 per wash Option Yr 12 $ 36.17 per wash

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Firm Name: Transdev, Inc. Option 8: Use of smaller buses on fixed route service

Assume 16-20 passenger low-floor, CNG or electric

Effect on fee per revenue hour and revenue mile for each vehicle that YCTD switches from 40 foot CNG bus to 20 passenger CNG or electric bus

If Used in Fixed Route Service: If Used in on Demand, Route Deviation Service Revised Revised Revised Operating Maintenance Operating Cost Per Cost Per Cost Per Rev.Hour Rev Mi. Rev.Hour

Year 1 $ - $ 0.896 Year 1 $ - Year 2 $ - $ 0.937 Year 2 $ - Year 3 $ - $ 0.969 Year 3 $ - Year 4 $ - $ 1.014 Year 4 $ - Year 5 $ - $ 1.036 Year 5 $ - Year 6 $ - $ 1.070 Year 6 $ - Year 7 $ - $ 1.113 Year 7 $ - Year 8 $ - $ 1.142 Year 8 $ - Year 9 $ - $ 1.174 Year 9 $ - Year 10 $ - $ 1.211 Year 10 $ - Year 11 $ - $ 1.245 Year 11 $ - Year 12 $ - $ 1.277 Year 12 $ -

*No change in operating costs for either Fixed Route or On Demand

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Firm Name: Transdev, Inc. Option 9: General Public Paratransit Vehicle Added Cost

Added annual costs per vehicle associated with GPPV vehicle inspection and certification costs

Year 1 $ 101.00 Year 2 $ 101.00 Year 3 $ 101.00 Year 4 $ 101.00 Year 5 $ 101.00 Year 6 $ 101.00 Year 7 $ 101.00 Year 8 $ 101.00 Year 9 $ 101.00 Year 10 $ 101.00 Year 11 $ 101.00 Year 12 $ 101.00

Added annual costs per employee associated with compliance with GPPV requirements

Year 1 $ 392.63 per employee Year 2 $ 99.63 per employee Year 3 $ 99.63 per employee Year 4 $ 99.63 per employee Year 5 $ 99.63 per employee Year 6 $ 99.63 per employee Year 7 $ 99.63 per employee Year 8 $ 99.63 per employee Year 9 $ 99.63 per employee Year 10 $ 99.63 per employee Year 11 $ 99.63 per employee Year 12 $ 99.63 per employee

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Firm Name: Transdev, Inc. Option 10: Maintenance Personnel Provided by YCTD

What would your change in your annual rates be if YCTD hired all maintenance related employees, including maintenance manager, maintenance manager, parts clerks, utility workers, cleaner and handyman?

Year 1 $ (1,306,997) Year 2 $ (1,340,960) Year 3 $ (1,375,823) Year 4 $ (1,411,610) Year 5 $ (1,448,348) Year 6 $ (1,486,060) Year 7 $ (1,524,774) Year 8 $ (1,564,516) Year 9 $ (1,605,315) Year 10 $ (1,647,198) Year 11 $ (1,690,196) Year 12 $ (1,734,337)

Firm Name: Transdev, Inc. Option 11: In-House Parts & Supplies

What would be your proposed change in rates if YCTD was to directly purchase all parts and supplies associated with maintenance? This would include everything except parts and supplies related to operations of CONTRACTOR occupied offices and materials used by CONTRACTOR's employees, such as drivers.

Year 1 $ (749,173) Year 2 $ (824,762) Year 3 $ (869,677) Year 4 $ (863,406) Year 5 $ (844,889) Year 6 $ (894,869) Year 7 $ (953,827) Year 8 $ (975,496) Year 9 $ (1,013,249) Year 10 $ (1,088,242) Year 11 $ (1,097,205) Year 12 $ (1,110,556)

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Firm Name: Transdev, Inc. Option 12: Liability & Physical Damage Insurance

Cost if CONTRACTOR provided $20 million per occurrence automobile, garage keeper, & general liability insurance coverage, plus physical damage, theft insurance providing replacement value coverage of all YCTD buses & appurtenances, staff cars, & buildings.

Physical Damage, Physical Damage, Liability Theft Insurance Theft Insurance Insurance on rolling stock on YCTD facility, buildings, parts, inventory, equipment Year 1 $440,357 $92,577 $6,968 Year 2 $462,375 $97,206 $7,317 Year 3 $485,493 $102,067 $7,682 Year 4 $509,768 $107,170 $8,067 Year 5 $535,256 $112,528 $8,470 Year 6 $562,019 $118,155 $8,893 Year 7 $590,120 $124,063 $9,338 Year 8 $619,626 $130,266 $9,805 Year 9 $650,608 $136,779 $10,295 Year 10 $683,138 $143,618 $10,810 Year 11 $717,295 $150,799 $11,350 Year 12 $753,160 $158,339 $11,918

Firm Name: Transdev, Inc. Option 13: Travel Training

If CONTRACTOR provided fixed route travel training to persons determined ineligible for paratransit services, as well as to individuals and groups that would benefit from such training.

Cost Per Hour For Travel Training*:

Year 1 $ 59.83 Year 2 $ 61.21 Year 3 $ 62.61 Year 4 $ 64.05 Year 5 $ 65.53 Year 6 $ 67.03 Year 7 $ 68.58 Year 8 $ 70.15 Year 9 $ 71.77 Year 10 $ 73.42 Year 11 $ 75.11 Year 12 $ 76.83

*Training materials to be provided by YCTD, or billed to YCTD via pass-thru at cost with no additional markup.

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Firm Name: Transdev, Inc. Option 14: Fare Counting

If CONTRACTOR was assigned the duty of collecting, securing, counting, transporting, depositing and reconciling fare revenues. (Assume 2 employees at 1.5 hours apiece times 5 days/week times 51 weeks/year) (Assume use of armored car service)

Cost Per Employee Per Hour Labor for Armored Car Armored Car Counting Service Costs Service Costs & Processing Per Month Per Week Year 1 $ 330.63 $ 76.36 Year 2 $ 338.90 $ 78.27 Year 3 $ 347.37 $ 80.22 Year 4 $ 356.06 $ 82.23 Year 5 $ 364.96 $ 84.29 Year 6 $ 374.08 $ 86.39 Year 7 $ 383.43 $ 88.55 Year 8 $ 393.02 $ 90.77 Year 9 $ 402.84 $ 93.04 Year 10 $ 412.92 $ 95.36 Year 11 $ 423.24 $ 97.75 Year 12 $ 433.82 $ 100.19

Firm Name: Transdev, Inc. Option 16: Third Party Vehicle Inspections

If CONTRACTOR was asked to inspect TNC vehicles, taxis and other transportation related vehicles for safety compliance*

RATE IS PER VEHICLE PER INSPECTION (ASSUME 30 MINUTES PER VEHICLE):

Year 1 $ 50.00 No Charge for up to 10 per month, stated charge for over than quantity Year 2 $ 51.10 Year 3 $ 52.20 Year 4 $ 53.40 Year 5 $ 54.60 Year 6 $ 55.90 Year 7 $ 57.20 Year 8 $ 58.50 Year 9 $ 59.80 Year 10 $ 61.20 Year 11 $ 62.60 Year 12 $ 64.00

*Note that the safety inspections are only intended to provide a snapshot of the condition of the TNC vehicles and are not intended to alleviate the owners and operators of those vehicles from meeting their obligations to meet or exceed all legal safety requirements.

Firm Name: Transdev, Inc. Option 17: Quality Assurance Manager

Proposed additional cost if CONTRACTOR created and filled a quality assurance manager position (see Scope of Work for job description) Annual Annual Wage Benefits Combined Year 1 $ 75,000 $ 26,250 $ 101,250.00 Year 2 $ 76,875 $ 27,300 $ 104,175.00 Year 3 $ 78,797 $ 28,392 $ 107,188.88 Year 4 $ 80,767 $ 29,528 $ 110,294.48 Year 5 $ 82,786 $ 30,709 $ 113,494.75 Year 6 $ 84,856 $ 31,937 $ 116,792.75 Year 7 $ 86,977 $ 33,215 $ 120,191.63 Year 8 $ 89,151 $ 34,543 $ 123,694.64 Year 9 $ 91,380 $ 35,925 $ 127,305.15 Year 10 $ 93,665 $ 37,362 $ 131,026.66 Year 11 $ 96,006 $ 38,856 $ 134,862.75 Year 12 $ 98,406 $ 40,411 $ 138,817.17 $ 1,429,093.87

This option is being exercised and the cost of the QA position is now included in Sheets 1 and 2

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Firm Name: Transdev, Inc. Option 18: Ideas and Incentives to Attract and Retain Employees

CONTRACTOR may propose by year any ideas and Incentives it is proposing, including what the related cost will be for each of the 12 years. Cost of Cost of Cost of Cost of Cost of Cost of Idea Idea Idea Idea Idea Idea 1 2 3 4 5 6 Year 1 $ 12,000 $ 10,492 $ 68,759 Year 2 $ 12,000 $ 15,582 $ 71,099 Year 3 $ 12,000 $ 83,487 $ 73,481 Year 4 $ 12,000 $ 152,566 $ 75,951 Year 5 $ 12,000 $ 140,135 $ 78,512 Year 6 $ 12,000 $ 141,418 $ 81,156 Year 7 $ 12,000 $ 135,323 $ 83,895 Year 8 $ 12,000 $ 139,329 $ 86,721 Year 9 $ 12,000 $ 152,167 $ 89,647 Year 10 $ 12,000 $ 162,833 $ 92,666 Year 11 $ 12,000 $ 167,979 $ 95,790 Year 12 $ 12,000 $ 180,561 $ 99,013

Description of Ideas and Incentives: 1 Improvement in employee incentive plan from $200/quarter to $250 2 Eliminate first 2 steps of operator progression 3 Improvement in Health Plan offered to employees 4 5 6 Ideas 1 and 3 above are exercised and are now included in Sheets 1 and 2 Use additional pages as needed. Firm Name: Transdev, Inc. Option 19: Other Cost Savings & Ridership Generating Ideas and Proposals

CONTRACTOR may propose by year any other cost savings & ridership generating ideas, including what the related cost will be for each of the 12 years. Cost of Cost of Cost of Cost of Cost of Cost of Idea Idea Idea Idea Idea Idea 1 2 3 4 5 6 Year 1 $ 541,117 $ 59,573 Year 2 $ 21,934 $ 17,285 Year 3 $ 21,934 $ 17,285 Year 4 $ 21,934 $ 17,285 Year 5 $ 21,934 $ 17,285 Year 6 $ 21,934 $ 17,285 Year 7 $ 21,934 $ 17,285 Year 8 $ 21,934 $ 17,285 Year 9 $ 21,934 $ 17,285 Year 10 $ 21,934 $ 17,285 Year 11 $ 21,934 $ 17,285 Year 12 $ 21,934 $ 17,285

Description of Ideas: 1 Mobileye Shield + 2 M ticketing 3 4 5 6

Use additional pages as needed.

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Firm Name: Transdev, Inc. Option 20: Assessment and Eligibility Determination of ADA Riders

 Mobility Assessments: Updating existing Yolobus Special customer database, and providing comprehensive mobility assessments to current and future customers. Assessments will be provided by a partner organization at a dedicated assessment facility by trained experts. The assessments will allow YCTD to "right-size" the service provided to customers, which will result in improved service delivery efficiency, and an overall improved customer experience. In addition, impacts to service efficiency due to erroneous or fraudulent registration will be reduced.

Assume an average of 40 assessments/reassessments per month.

Year 1 $ 86,658 Year 2 $ 88,652 Year 3 $ 90,691 Year 4 $ 92,777 Year 5 $ 94,911 Year 6 $ 97,094 Year 7 $ 99,328 Year 8 $ 101,613 Year 9 $ 103,951 Year 10 $ 106,342 Year 11 $ 108,788 Year 12 $ 111,291

Exhibit G Transdev Best and Final Offer (BAFO)

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BOARD COMMUNICATIONS: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776 --- (530) 661-0816 Topic: Introduction of Agenda Item #: Proposed 2018/19 Preliminary Budget 9 Agenda Type: Deliberation/Action Attachments Yes No Prepared by: Terry Bassett Approved by: Meeting Date: May 14, 2018

RECOMMENDATION: The proposed 2018/19 fixed route and paratransit preliminary budget for Yolo County Transportation District is being introduced at this time. It is respectfully recommended that the YCTD Board of Directors: d. Receive the Presentation of the Proposed Preliminary Budget and provide feedback; and e. Set a public hearing on the budget to take place on June 11, 2018; and f. Assign Review of Salary Ranges (which relate to the budget) to the Personnel Subcommittee; and g. Postpone the Previously Approved July 1, 2018 Fare Increase; and h. Authorize Staff to Prepare an RFP to Undertake a Comprehensive Operational Analysis REASON FOR RECOMMENDATION: Proposing and adopting a budget is described in YCTD’s bylaws. A public hearing for the proposed preliminary budget will be conducted at the June 11, 2018 meeting, at which time the Board will be asked to adopt it, or a variation thereof. In the past, the board has adopted the preliminary budgets as the final budgets. BACKGROUND: A) PRELIMINARY BUDGET PRESENTATION A color copy of the proposed preliminary budget for the 2018/19 fiscal year was sent via email to all Board members, Public Works Directors and City Managers on May 1st of this year. A digital copy is also attached to this packet and a hard copy will be available at the May 14, 2018 YCTD board meeting. Yolo County Transportation District’s bylaws state that “the Board shall adopt at least a preliminary budget by June 30th which shall serve as the tentative District’s budget pending adoption of a final budget. A final budget shall be adopted no later than August 30th of each year.” The proposed preliminary budget for combined fixed route and paratransit operating, planning and capital projects is down by 22.51% ($5,503,848) from the prior year budget. Operating and Planning expenses are up 2.11% (+$333,498) from the 2017/18 budget. Proposed capital expenses decrease by 67.49% (-$5,837,346) from the 2017/18 budget primarily because YCTD purchased eight (8) fixed route buses in 2017/18, compared to no new fixed route buses in 2018/19. Most capital projects in the preliminary budget are carried over from prior years.

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Like 2017/18, the operating and planning budget for 2018/19 depends on the use of unrestricted reserves to a significant extent; namely, $1,516,126 for fixed route operating and planning and $474,193 for paratransit operating. This level of reserve drawdown cannot be sustained beyond 2018/19. A major challenge is that certain revenue sources have declined and that impacts the net subsidies that are required. FTA is estimated to be $189,025 lower and fares are $76,836 less on the fixed route side than budgeted in 2017/18. For paratransit service, FTA is $209,138 lower and fares are $8,922 lower than budgeted in 2017/18. We have proposed the expenditure of $150,000 to conduct a Comprehensive Operational Analysis of both fixed route and paratransit services during 2018/19. The purpose is to review and re-design service to optimize efficiencies, limit costs, allocate expenses and revenues equitably, and contain net subsidies in a manner to limit the drawdown from limited reserves in future years and to stabilize net subsidies needed from the jurisdictions. There is a delicate balance in how expenditures and revenues are allocated to the five (5) YCTD jurisdictions. The proposed preliminary budget removes all trips intended to get vehicles to and from their starting and ending points. This includes trips that were previously assigned as “Quick Trips” that were open to the general public as revenue service. It also assumes that two (2) extra round-trips to Cache Creek Casino Resort would be instituted. The net impact on the jurisdictions is reflected in attached Tables A-1 and A-2. Several years ago there were many quick trips assigned to the jurisdictions. As financing tightened, your Board approved the removal of many, but not all, quick trips as a way of trimming costs to the jurisdictions. The result had a deleterious impact on the payments from YCTD to the Contractor. Staff attempted to strike a balance so that the proportionate share of expenses between the jurisdictions remained unchanged. That is why some jurisdictions have more quick trip miles and hours than others. Attached are four tables your Board needs to consider. The first two Tables (A-1 and A-2) reflect the net cost distribution to jurisdictions based on the preliminary budget as submitted. They exclude all quick trips and include two new Cache Creek Casino Resort trips. By excluding all quick trips, this budget version departs from how costs have historically been allocated. Two jurisdictions, namely Yolo County and Woodland, expressed concerns about their shares of the net subsidy jumping significantly if all quick trips are excluded, as the net result shifts expenses to those jurisdictions. This led to Tables B-1 and B-2, which re-insert the quick trips and remove extra Cache Creek Casino Resort trips for the time being. On May 7th, staff representing three jurisdictions (Woodland, the County and Winters), expressed support for the approach shown in Tables B-1 and B-2. Subsequently, staff from West Sacramento and Davis expressed concerns about paying for quick trips. Since then, I relayed information to the City of Davis which shows that deadhead miles (miles not charged directly to the city but charged to all jurisdictions) associated with Davis express routes make up 68-70% of the miles and hours associated with getting buses to and from those express routes. In essence staff did what it could to contain expenses charged to Davis. In the case of West Sacramento, subject to board approval, I have offered for YCTD to cover an estimated $60,000 for asphalt and gate upgrade work associated with the West Sacramento yard as a one-time arrangement. The net effect will be that no jurisdiction sees its overall net TDA subsidy for transit increasing by more than 9%. In the long run, which will likely come out from the Comprehensive Operational Analysis, staff sees the need for an improved facility near Sacramento where buses can be parked overnight, parked between the morning and afternoon peak periods, and receive a certain amount of on-site maintenance work, which is not possible today with the site currently being used. The measures just described will have the net effect of reducing miles and hours that buses operate, contributing to reduced overall expenses in future budgets.

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B) SET PUBLIC HEARING DATE ON PROPOSED PRELIMINARY BUDGET

Staff recommends that June 11, 2018 be set as the date for the YCTD Board of Directors to conduct a hearing on the proposed preliminary budget. At that hearing, staff intend to present a summary of the preliminary budget, along with two different approaches for handling the allocation of costs to the jurisdictions. C) ASSIGN PERSONNEL SUBCOMMITTEE TO REVIEW SALARY RANGES

The proposed preliminary budget assumes all employees except the Executive Director receive a three percent salary adjustment on their anniversary date. There is currently no salary increase reflected in the preliminary budget for the Executive Director. With many employee anniversary dates being in the December-January range, the net effect would be an approximate 1.5% impact on the adopted budget. Three of the eight non-management positions and one deputy director position are topped out and may require an update of the respective salary ranges if those positions are to receive 3% adjustments on their anniversary date, as recommended. It is recommended that a Personnel Subcommittee of the Chair and Vice-Chair be assigned the task of reviewing the salary range survey results and making recommendations for adjustments, where appropriate.

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D) CONSIDER POSTPONING FARE INCREASE

In the spring of 2016, the YCTD Board approved a series of two fare increases, with the first adjustment effective July 1, 2016 and the second one effective July 1, 2018, per the following table:

Staff believes that the fare increase of July 1, 2016 did not improve overall farebox revenue, due to high elasticity and significant drop in ridership exacerbated by the fare increase. In contrast, Sacramento Regional Transit District recently lowered its student monthly pass rate and some other transit systems are considering lowering fares for persons of limited economic means. Now is not the time for the Yolobus fare to jump. It could result in a downward spiral of ridership and overall farebox revenue. Staff will focus efforts to market and promote services, as well as find ways to further trim costs where possible.

E) AUTHORIZE RFP FOR COMPREHENSIVE OPERATIONAL ANALYSIS

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In order to address an ongoing annual $2 million operating structural deficit YCTD needs to undertake a comprehensive analysis of both its fixed route and paratransit operations. The estimated $150,000 cost for contracting with a consultant to do this type of work is included in the fixed route budget. This work should occur regardless of the status of a pending state grant application to cover part of the study’s costs. As part of this analysis, the study should address how changes in service for a jurisdiction, up or down, can be made without having a negative impact on the other four jurisdictions. Should costs be divided between fixed costs (e.g., overhead, insurance) that get paid regardless of service level and variable costs (e.g., drivers, mechanics, utility workers, fuel, parts) that could change with changes in miles and hours? BUDGET IMPACT: Please refer to the provided proposed 2018/19 fixed route and paratransit preliminary budgets.

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11 x 17 printouts of the following tables will be provided at Monday’s meeting Table A-1 DRAFT BUDGET (Without Quick Trips, With 2 Cache Creek Round Trips) SUMMARY OF BUDGETED 18/19 OPERATING EXPENSES AND REVENUES FIXED ROUTE West Sac Davis Woodland Winters County Total

Operating Expenses $3,496,559 $3,692,154 $3,716,693 $383,608 $2,832,438 $14,121,451 Less fares ($580,853) ($696,310) ($567,826) ($24,986) ($483,930) ($2,353,905) Less FTA ($270,972) ($799,515) ($1,158,715) ($117,052) ($26,176) ($2,372,430) Less Caltrans ($45,977) ($48,602) ($48,929) ($5,097) ($37,305) ($185,910) Less One-Time Insurance Rebate ($21,330) ($22,548) ($22,699) ($2,365) ($17,307) ($86,249) Less Casino Revenues ($1,791,167) ($1,791,167) Less Outside Fuel Sales ($159,905) ($169,037) ($170,171) ($17,728) ($129,746) ($646,587) Less Other Revenues (interest, advertising, TMA, YSAQMD) ($28,069) ($29,672) ($29,870) ($3,113) ($22,775) ($113,499) Less Recommended from Unrestricted Reserves ($540,205) ($487,813) ($380,061) ($47,634) ($60,413) ($1,516,126) Total Fixed Route Credits ($1,647,310) ($2,253,497) ($2,378,272) ($217,975) ($2,568,820) ($9,065,874) NET LTF/STA NEEDED FOR FIXED ROUTE: $1,849,248 $1,438,657 $1,338,421 $165,633 $263,618 $5,055,577

Paratransit West Sac Davis Woodland Winters County Total 20.00% 32.80% 41.70% 0.00% 5.50% 100.00% Operating Expenses $396,011 $649,458 $825,683 $0 $108,903 $1,980,055 Operating Expenses Cache Creek $0 $0 $0 $0 $30,454 $30,454 Total Operating Expenses $396,011 $649,458 $825,683 $0 $139,357 $2,010,509 Less Fare Credits ($25,450) ($41,738) ($53,063) $0 ($8,619) ($128,869) Less FTA Credits ($61,320) ($100,564) ($127,851) $0 ($16,863) ($306,598) Less Casino Credits $0 $0 $0 $0 ($28,834) ($28,834) Less Interest Credits ($1,000) ($1,640) ($2,085) $0 ($275) ($5,000) Less Recommended from Unrestricted Reserves ($94,839) ($155,535) ($197,739) $0 ($26,081) ($474,193) Total Paratransit Credits ($182,608) ($299,477) ($380,738) $0 ($80,671) ($943,494)

NET LTF/STA NEEDED FOR PARATRANSIT $213,403 $349,981 $444,945 $0 $58,686 $1,067,014

TOTAL 18/19 LTF/STA NEEDED $2,062,651 $1,788,638 $1,783,366 $165,633 $322,304 $6,122,591 TOTAL LTF/STA NEEDED FOR YCTD IN 17/18 $1,900,702 $1,816,547 $1,536,347 $147,652 $224,303 $5,625,551 CHANGE $161,949 ($27,909) $247,019 $17,981 $98,001 $497,040 Total Unrestricted Reserves used for operations ($635,044) ($643,348) ($577,800) ($47,634) ($86,494) ($1,990,319)

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Table A-2 IN DRAFT BUDGET (Without Quick Trips, With 2 Cache Creek Round Trips ESTIMATED 2018/19 LTF & STA TO YCTD BY JURISDICTION (Local Transportation Fund & State Transit Assistance Fund)

Davis Woodland West Sacramento Final Final Preliminary Final Final Preliminary Final Final Preliminary 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change LTF Estimate by Jurisdiction $3,240,798 $2,816,949 $2,981,547 5.8% $2,792,619 $2,369,029 $2,585,800 9.2% $2,489,060 $2,144,594 $2,305,906 7.5% STA Estimate by Jurisdiction $230,238 $252,528 $481,784 90.8% $198,261 $217,605 $417,836 92.0% $177,156 $193,952 $372,608 92.1% $3,512,526 $3,069,477 $3,463,331 12.8% $3,026,769 $2,586,634 $3,003,636 16.1% $2,697,758 $2,338,546 $2,678,514 14.5% LTF & STA to YCTD YCTD Fixed Route $1,496,685 $1,512,081 $1,438,657 -4.9% $1,141,473 $1,178,081 $1,338,421 13.6% $1,645,195 $1,674,482 $1,849,248 10.4% YCTD Capital $67,771 $0 $0 $54,289 $0 $0 $56,168 $0 $0 YCTD Paratransit Service $307,213 $312,437 $349,981 12.0% $361,499 $367,645 $444,945 21.0% $228,261 $232,142 $213,403 -8.1% Total Required LTF & STA $1,871,669 $1,816,547 $1,788,638 -1.5% $1,557,261 $1,536,347 $1,783,366 16.1% $1,929,624 $1,900,702 $2,062,651 8.5%

Winters County Total Final Final Preliminary Final Final Preliminary Final Final Preliminary 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change LTF Estimate by Jurisdiction $337,590 $297,155 $314,680 5.9% $1,305,164 $1,114,126 $1,306,520 17.3% $10,165,231 $8,741,853 $9,494,453 8.6% STA Estimate by Jurisdiction $23,663 $26,306 $50,849 93.3% $92,735 $101,700 $211,119 107.6% $792,091 $792,091 $1,534,196 93.7%

$365,896 $323,461 $365,529 13.0% $1,414,597 $1,215,826 $1,517,639 24.8% $11,017,546 $9,533,944 $11,028,649 15.7% LTF & STA to YCTD YCTD Fixed Route $133,147 $147,652 $165,633 12.2% $138,099 $187,264 $263,618 40.8% $4,554,599 $4,699,560 $5,055,577 7.6% YCTD Capital $8,300 $0 $0 $40,204 $0 $0 $226,732 $0 $0 YCTD Paratransit Service $0 $0 $0 $48,226 $38,609 $58,686 52.0% $945,199 $950,833 $1,067,014 12.2% Total Required LTF & STA $141,447 $147,652 $165,633 12.2% $226,529 $224,303 $322,304 43.7% $5,726,530 $5,625,551 $6,122,591 8.8%

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Table B-1 WITH QUICK TRIPS REINSTATED, 2 CACHE CREEK TRIPS EXCLUDED FOR NOW SUMMARY OF REVISED 18/19 BUDGET OPERATING EXPENSES AND REVENUES FIXED ROUTE West Sac Davis Woodland Winters County Total

Operating Expenses $3,590,298 $3,890,866 $3,601,345 $377,403 $2,573,505 $14,033,418 Less fares ($580,853) ($696,310) ($567,826) ($24,986) ($462,906) ($2,332,881) Less FTA ($272,268) ($804,043) ($1,153,273) ($116,669) ($26,176) ($2,372,429) Less Caltrans ($47,521) ($51,567) ($47,696) ($5,047) ($34,078) ($185,909) Less Casino Revenues ($1,651,205) ($1,651,205) Less One-Time Insurance Rebate ($22,046) ($23,924) ($22,127) ($2,341) ($15,810) ($86,249) Less Outside Fuel Sales ($165,277) ($179,349) ($165,884) ($17,552) ($118,525) ($646,587) Less Other Revenues (interest, advertising, TMA, YSAQMD) ($44,697) ($48,502) ($44,859) ($4,747) ($32,053) ($174,858) Less Recommended from Unrestricted Reserves ($540,205) ($487,813) ($380,061) ($47,634) ($60,413) ($1,516,126) Total Fixed Route Credits ($1,672,867) ($2,291,507) ($2,381,727) ($218,977) ($2,401,166) ($8,966,244) NET LTF/STA NEEDED FOR FIXED ROUTE $1,917,431 $1,599,359 $1,219,619 $158,426 $172,339 $5,067,173

Paratransit West Sac Davis Woodland Winters County Total Operating Expenses, General $396,011 $649,458 $825,683 $108,903 $1,980,055 Operating Expenses Cache Creek $0 $0 $0 $30,454 $30,454 Total Operating Expenses $396,011 $649,458 $825,683 $139,357 $2,010,509 Less Fare Credits ($25,450) ($41,738) ($53,063) ($8,619) ($128,869) Less FTA Credits ($61,320) ($100,564) ($127,851) ($16,863) ($306,598) Less Casino Credits ($28,834) ($28,834) Less Interest Credits ($1,000) ($1,640) ($2,085) ($275) ($5,000) Operating Revenues Less Recommended from Unrestricted Reserves ($94,839) ($155,535) ($197,739) ($26,081) ($474,193) Total Paratransit Credits ($182,608) ($299,477) ($380,738) ($80,671) ($943,494) NET LTF/STA NEEDED FOR PARATRANSIT $213,403 $349,981 $444,945 $0 $58,686 $1,067,014

TOTAL 18/19 LTF/STA NEEDED $2,130,834 $1,949,339 $1,664,564 $158,426 $231,025 $6,134,188 TOTAL LTF/STA NEEDED FOR YCTD IN 17/18 $1,900,702 $1,816,547 $1,536,347 $147,652 $224,303 $5,625,551 CHANGE $230,132 $132,792 $128,217 $10,774 $6,722 $508,637 Total Unrestricted Reserves used for Operations ($635,044) ($643,348) ($577,800) ($47,634) ($86,494) ($1,990,319)

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Table B-2 WITH QUICK TRIPS REINSTATED, 2 CACHE CREEK TRIPS EXCLUDED FOR NOW ESTIMATED 2018/19 LTF & STA TO YCTD BY JURISDICTION (Local Transportation Fund & State Transit Assistance Fund)

Davis Woodland West Sacramento Final Final Preliminary Final Final Preliminary Final Final Preliminary 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change LTF Estimate by Jurisdiction $3,240,798 $2,816,949 $2,981,547 5.8% $2,792,619 $2,369,029 $2,585,800 9.2% $2,489,060 $2,144,594 $2,305,906 7.5% STA Estimate by Jurisdiction $230,238 $252,528 $481,784 90.8% $198,261 $217,605 $417,836 92.0% $177,156 $193,952 $372,608 92.1% $3,512,526 $3,069,477 $3,463,331 12.8% $3,026,769 $2,586,634 $3,003,636 16.1% $2,697,758 $2,338,546 $2,678,514 14.5% LTF & STA to YCTD YCTD Fixed Route $1,496,685 $1,512,081 $1,599,359 5.8% $1,141,473 $1,178,081 $1,219,619 3.5% $1,645,195 $1,674,482 $1,917,431 14.5% YCTD Capital $67,771 $0 $0 $54,289 $0 $0 $56,168 $0 $0 YCTD Paratransit Service $307,213 $312,437 $349,981 12.0% $361,499 $367,645 $444,945 21.0% $228,261 $232,142 $213,403 -8.1% Total Required LTF & STA $1,871,669 $1,816,547 $1,949,339 7.3% $1,557,261 $1,536,347 $1,664,564 8.3% $1,929,624 $1,900,702 $2,130,834 12.1% $2,070,834 After One-Time $60,000 Harbor yard credit

Winters County Total Final Final Preliminary Final Final Preliminary Final Final Preliminary 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change 2016/17 2017/18 2018/19 Change LTF Estimate by Jurisdiction $337,590 $297,155 $314,680 5.9% $1,305,164 $1,114,126 $1,306,520 17.3% $10,165,231 $8,741,853 $9,494,453 8.6% STA Estimate by Jurisdiction $23,663 $26,306 $50,849 93.3% $92,735 $101,700 $211,119 107.6% $792,091 $792,091 $1,534,196 93.7%

$365,896 $323,461 $365,529 13.0% $1,414,597 $1,215,826 $1,517,639 24.8% $11,017,546 $9,533,944 $11,028,649 15.7% LTF & STA to YCTD YCTD Fixed Route $133,147 $147,652 $158,426 7.3% $138,099 $187,264 $172,339 -8.0% $4,554,599 $4,699,560 $5,067,173 7.8% YCTD Capital $8,300 $0 $0 $40,204 $0 $0 $226,732 $0 $0 YCTD Paratransit Service $0 $0 $0 $48,226 $38,609 $58,686 52.0% $945,199 $950,833 $1,067,014 12.2% Total Required LTF & STA $141,447 $147,652 $158,426 7.3% $226,529 $224,303 $231,025 3.0% $5,726,530 $5,625,551 $6,134,188 9.0%

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BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776---- (530) 661-0816 Topic: Agenda Item #: Consider Director’s 10 Report Agenda Type: Deliberation/Action*

Attachments: Yes No

Prepared By: Approved By: Meeting Date: May 14, 2018 Terry Bassett, Jose Perez, Janice Bryan RECOMMENDATION: The following are Board updates regarding various YCTD matters. Specific recommended actions from staff are highlighted with an asterisk. Your Board also reserves the right to take action on all items below, with the exception of oral report items. BACKGROUND: g) Oral Report h) Bus Naming Contest Results Staff has completed the collection of entries in the 2018 “Name the Bus” competition. Invitations to participate were distributed to elementary schools in Yolo County. Beyond the thrill of having named a Yolobus, participation was incentivized by offering each student a complimentary pass and an ice cream certificate to a local ice cream vendor. A total of 20 names were submitted, and eight winners were selected by the YCTD Executive Director after tallying votes from YCTD staff. The winning names include: “The Friendly Bus” from Esparto Elementary, “Blue Lightening” from Birch Lane Elementary in Davis, “Awesome Blue” from César Chaves Elementary in Davis, “Planet Yolobus” from Ramon Tafoya Elementary in Woodland, “Blue Magic” from Dingle Elementary in Woodland, “R2Detour” from Plainfield Elementary in Woodland, “Bustling Bus” from Patwin Elementary in Davis and lastly the “Rainbow Bus” from Woodland Prairie Elementary in Woodland. Staff will work to coordinate contest winner presentations throughout the next few months as were completed during last year’s competition. Bus names will be installed on all eight buses above the front passenger doors. Photographs of the presentations will be available at earliest possible regular Board meeting, and a list of all winning entries will be made available at said meeting. i) Update on Cap-to-Cap Trip Chair Xóchitl Rodriguez and Directors Frerichs, Saylor, Ledesma, Sandeen (alternate), Villegas (alternate) and Deputy Director Luken, traveled to Washington, DC, from April 14 to April 18 to attend the Sacramento Metro Chamber Annual Cap to Cap event. A number of other city, county and Yolo staff also attended the conference. The purpose of Cap to Cap is to deliver the administration, members of Congress and organizations in the nation’s capital, policy targets and project priorities for the Sacramento Region and Yolo County. Board members and staff attending served on the Transportation and Flood Control Teams. A copy of the Transportation Team priorities and white papers are available to the Board upon request. The secondary purpose of the conference was that it was the single largest gathering of elected officials and management staff in the Sacramento Region and was a place where projects that come before the SACOG Board for consideration could be discussed. A specific meeting to discuss the priorities of the County was hosted by the District, County and Davis, and was held to discuss Yolo specific priorities, projects and the Countywide Capital Transportation Capital Improvement Program (CTCIP). A card listing the transportation projects from the CTCIP was given to each Yolo participant, available upon request. Meetings with the Federal Transit Administration, Congresswoman Matsui, Congressman Garamendi, Congressman McClintock, Senator Feinstein, Senator Harris and

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various committees of Congress were conducted to convey the policy priorities of the Transportation Team and Yolo County. Of particular note at these meetings was the support expressed for the Downtown Riverfront Streetcar and the Interstate 80 HOV/Bike Connection projects. Meeting participants from Yolo County explained the recent CTCIP process which demonstrated multi-jurisdictional cooperation, strong support for SB1 and the potential for a future source of local revenue for transportation projects. j) Update on Electric Vehicle Related Grant Applications Staff was recently notified that the grant applications for Transit and Intercity Rail Capital Program (TIRCP) and Solutions for Congested Corridors Program (SCCP) funding for Autonomous Vehicle Shuttle Service and UC Davis Medical Center Service, respectively, were not awarded. Staff will seek debriefs from the respective funding agencies to identify application strengths and weaknesses to improve likelihood of success in future applications. On another front, YCTD coordinated and submitted a joint application with Sacramento Regional Transit (SacRT) to Electrify America (EA) for capital funding for zero-emission buses and infrastructure. The application remains under consideration. The District’s EA application seeks funding for up to twenty four (24) zero-emission electric buses to facilitate two distinct and frequent service options. 1) 15-minute service between the City of Sacramento and the Sacramento International Airport (operated by SacRT), and 2) 15-30 minute service between UC Davis, the City of Davis, the City of West Sacramento, the City of Sacramento, and the UC Davis Medical Center in Sacramento (operated jointly by YCTD and SacRT). Staff recently coordinated a series of responses to clarification questions from EA, and eagerly anticipates the results of their evaluation, and staff will present an update to the Board at its next regular meeting. k) Update on Woodland Transit Study Staff conducted initial public outreach with respect to the Woodland Transit Center Site Selection Study. Key stakeholders were invited to participate in a series of small group discussions on April 23 and 25, 2018, and a community workshop open to the general public was conducted on May 2 from 5:30 p.m. to 7:00 p.m. in the Woodland Council Chambers. Additional comments and feedback were collected by YCTD staff through individual meetings and discussions. YCTD’s consultant team led by Kimley-Horn staff facilitated the outreach efforts, and the results of the feedback are being compiled into a concise summary. Staff anticipates a draft memo of outreach findings and initial project goals and objectives to be completed in the coming weeks. Upon completion of the memos, staff will review, distribute to City of Woodland staff (as appropriate) and work with Kimley-Horn to finalize the initial findings. Next steps include finalizing site selection criteria, and site amenity prioritization. Staff will work with the City of Woodland to determine an appropriate strategy to incorporate future feedback and presentation of findings to the City Council and YCTD Board. The next round of public outreach will include presentation of initial findings and evaluation criteria to the public, as well as a potential “short list” of available locations. The second round of public outreach is anticipated for fall 2018.. l) Status of Flexible, On-Demand Pilot Project in West Sacramento The City of West Sacramento is preparing to launch a local, on-demand shuttle service in partnership with Via. The City has recently been in contact with staff to coordinate relevant aspects of the service and its potential impacts to YCTD services. The City is hosting a launch event on the morning of May 14, 2018 to promote the service. The service is expected to cost $3.50 per trip to the customer (the balance of each trip cost to be subsidized by the City), and various promotional codes/coupons are anticipated. YCTD has offered promotional space inside existing display kiosks and at the West Sacramento Transit Center and in West Sacramento bus shelters where space is available. Via promotional info will not obscure or replace existing YCD service information available in the displays. Staff is also coordinating the distribution of subsidized transit passes for Via customers making a connection to/from Yolobus services at the West Sacramento Transit Center. The service has been developed as a pilot project with data analysis as a key component. The analysis will be aimed at informing both the City and YCTD with trip origin/destination, and customer satisfaction data to be used (in conjunction with anticipated YCTD Comprehensive Operational Analysis data) to identify areas for improvement for service delivery and operational efficiencies. m) Report on Yolo Leaders Forum Executive Director Terry Bassett, Deputy Director Mike Luken, and Senior Planner Jose Perez attended and participated in the Spring 2018 Yolo Education and Discovery (YED) Talks forum, hosted by the City of Winters. The forum panel discussed key projects, enterprise solutions and priorities, and strategies relevant to the success of the Yolo (ad

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neighboring regions). Chair Xochitl Rodriguez presented on the recently completed Countywide Transportation Capital Improvement Plan (CTCIP) and some key projects therein, and on how the plan was developed as a foundation for Yolo becoming a self-help county. Frank Muller, Pacific Coast Producers Chairman, presented on how agricultural commerce is critical to the success of the region and how partnerships with local governments will help ensure future economic success. James Corless, Executive Director of SACOG, presented key regional projects and strategies, including updates on Civic Lab, and the region’s recent success in obtaining competitive SB1 grant funding. Dan Carrigg from the League of California Cities presented information on upcoming ballot measures about public awareness and how measures are developed and supported, to ensure regional stakeholders are able to keep their constituents informed and make the best decisions for the region. n) Attachments ii. Ridership Report through March 31, 2018 iii. Financial and Performance Indicator Report for Third Quarter, 17/18

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YolobusYolobus FixedFixed RouteRoute RidershipRidership TrendsTrends -6.6% YTD 15-1614-15 16-1715-16 17-1816-17 -10.6% YTD

160,000160,000 -13.9% -12.0% -10.4% -14.6% -5.6% -9.7%-11.5% -2.3% -- 140,000140,000 -9.4% -7.8%-6.1% -0.4% --13.4%4.4% +0.9 120,000120,000

100,000100,000

Riders 80,000

Riders 80,000

60,00060,000

40,00040,000

20,00020,000

00 JulJul AugAug SeptSept Oct Nov Dec Jan Feb Mar Apr MayMay JunJun

Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Totals 17-18 99,376 114,812 110,499 119,086 106,124 97,626 102,959 103,530 106,280 960,292 16-17 112,902 128,174 124,845 121,920 115,050 102,071 102,026 103,980 117,263 108,040 114,667 103,117 1,354,055 15-16 132,193 135,789 138,295 141,590 122,545 117,814 119194 126,278 129,160 125,400 121,025 115,313 1,524,596

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YolobusYolobus SpecialSpecial ParatransitParatransit (ADA)(ADA) RidershipRidership TrendsTrends

14-1515-16 15-1616-17 16-1717-18 --2.6%9.9%YTDYTD 3,5003,500

3,000 3,000 -10.3% -10.1% +13.1% -10.0% -9.2% --8.4%17.4% +0.7% +0.8% -11.6% -6.7% -16.7% +1.2% 2,5002,500 -3.6%-13.4%

2,0002,000

Riders 1,500 Riders 1,500

1,0001,000

500500

00 JulJul AugAug SeptSept OctOct NovNov DecDec JanJan FebFeb MarMar AprApr MayMay JunJun

Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Totals 17-18 1,914 2,342 2,102 2,240 1,914 1,845 1,980 1,806 2,055 18,198 16-17 2,318 2,604 2,379 2,400 2,210 2,051 1,956 1,990 2,292 2,146 2,650 2,070 27,066 15-16 2,530 2,302 2,363 2,382 2,292 2,463 2,515 2,590 2,886 2,659 2,547 2,550 30,079

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Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended March 31, 2018 Variance Favorable/ All Fixed Route Service Month Y-T-D Y-T-D Budget (Unfavorable) Revenues Fare Revenue Passenger Fares 168,165 1,728,206 1,810,232 (82,026) Special Fares 1,101 10,881 12,824 (1,943) Total Fare Revenue 169,266 1,739,087 1,823,056 (83,969)

Operating Revenue: Local Transportation Fund (TDA) 3,654,491 3,524,670 129,821 Local Operating Assistant (Reserves) 1,130,204 (1,130,204) Interest 1 56,439 26,250 30,189 State Operating - Other 26,559 (26,559) FTA 5307-Operating (PM & Consultants) 504,436 1,823,432 (1,318,996) FTA 5311 - Operating 98,159 (98,159) PTMISEA 0 Auxilliary Transportation 32,350 411,959 560,381 (148,422) Other 9,129 136,312 214,482 (78,170) Mitigation Revenue 1,589,620 1,192,215 397,405 Sales of Fixed Assets 15,977 15,977 Total Operating Revenue 41,480 6,369,234 8,596,352 (2,227,118)

Total Revenue 210,746 8,108,321 10,419,407 (2,311,086)

Expenses Salaries & Benefits: Regular Employees 68,500 626,757 666,359 39,602 Extra Help 3,353 38,808 37,500 (1,308) Overtime 3,750 3,750 Vacation Payoff 0 Management Leave Buy-Back 3,000 3,000 Retirement 6,223 127,843 115,660 (12,183) Social Security 208 2,406 Medicare Tax 1,060 9,859 12,530 2,671 Health Insurance 15,370 123,122 139,959 16,837 YCTD Contribution to Other Post Employment Benefits 1,252 9,796 81,750 71,954 Unemployment Insurance 147 4,259 4,830 571 Workers' Compsensation Insurance 1,199 4,044 8,276 4,232 Other Frings Benefits 1,970 20,199 24,075 3,876 Subtotal Salaries & Benefits 99,282 967,093 1,097,689 133,002

Services Housekeeping Expenses 1,490 12,906 13,127 221 Maintenance - Equipment 9,523 134,235 514,845 380,610 Maintenance - Building & Improvements 645 23,774 61,500 37,726 Legal Services 3,632 7,624 18,750 11,126 Professional & Specialized Services 17,670 49,267 212,305 163,038 Training Expense 3,831 7,838 19,163 11,325 Trustees, Commissioners, Directors 500 4,500 5,100 600 Subtotal Services 37,291 240,144 844,789 604,645

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Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended March 31, 2018 Variance Favorable/ All Fixed Route Service Month Y-T-D Y-T-D Budget (Unfavorable) Fuel & Lubricants Vehicle Fuel Expense 37,165 663,442 1,252,457 589,015 Lubricants 0 Subtotal Fuel & Lubicants 37,165 663,442 1,252,457 589,015

Materials & Supplies Food 478 1,968 2,772 804 Office Expense 222 5,975 20,400 14,425 Postage 144 2,770 8,250 5,480 Printing 0 7,559 44,956 37,397 Small Tools & Minor Equipment 0 12,592 35,619 23,027 Subtotal Materials & Supplies 844 30,864 111,997 81,133

Utilities Communications 12,055 112,453 138,770 26,317 Utilities 5,882 23,717 19,725 (3,992) Subtotal Utilities 17,937 136,170 158,495 22,325

Casualty & Liabilty Insurance - Public Liability 523,015 469,260 (53,755) Insurance - Fire & Extended 8,547 16,383 7,836 Insurance - Physical Damage 21,245 20,039 (1,207) Subtotal Casualty & Liability 0 552,807 505,682 (47,126)

Purchased Transportation Purchased Transportation 672,232 5,889,330 6,094,973 205,643 Subtotal Purchased Transportation 672,232 5,889,330 6,094,973 205,643

Miscellaneous Memberships 0 31,580 27,017 (4,564) Publications & Legal Notices 349 1,875 1,526 Advertising 961 41,182 24,919 (16,263) Rents & Leases-Equipment 77 452 300 (152) Rents & Leases-Bldgs & Improvements 0 2,467 4,200 1,733 Books & Periodicals 18 1,091 735 (356) Special Department Expense - Other 464 5,126 12,053 6,927 Transportation & Travel 1,871 28,071 32,777 4,706 Subtotal Miscellaneous 3,391 110,318 103,875 (6,443)

Total Services & Supplies 768,860 7,623,075 9,072,266 1,449,191

Total Expenses 868,142 8,590,168 10,169,955 1,582,193

OperatingSurplus/(Shortage) (657,396) (481,847) 249,452 (728,893)

Contingencies 108,750 108,750 Loan Payment 100,202 100,202 Pass Through to Other Agencies 40,500 40,500

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Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended March 31, 2018 Variance Favorable/ All Fixed Route Service Month Y-T-D Y-T-D Budget (Unfavorable) Capital Revenue FTA 5309 - Capital Revenue FTA 5307 - Captial Revenue 162,863 3,920,903 3,758,039 Capital LTF 886,423 886,423 Other Capital Revenue Governor's OHS 66,977 66,977 PTMISEA 21,101 228,287 207,187 West Sac (local match) Cache Creek Capital Revenue County Gov't Agencies State Transit Assistance (STA) 126,095 126,095 Non-County Gov't Agencies 30,000 30,000 Loan Proceeds 975,000 975,000 Transfers In (Out) 0 183,964 6,233,684 6,049,720

Capital Expenses Grant Capital Expenses 0 131,913 (131,913) Facility Improvements 814 1,746,228 1,745,414 Equipment 45,678 51,237 4,487,456 4,436,219 45,678 183,964 6,233,684 6,049,720

Capital Surplus/(Shortage) (45,678) 0 0 0

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Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended March 31, 2018 Variance Favorable/ ADA PARATRANSIT SERVICE Month Y-T-D Y-T-D Budget (Unfavorable) Revenue: Fares 4,568 42,817 56,210 (13,393) Special Fares 6,320 41,763 33,750 8,013 Total Fare Revenue 10,888 84,580 89,960 (5,380)

Operating Revenue Local Transportation Fund-Operating 717,931 712,675 5,256 Local Operating Assistance (Reserves) 217,500 (217,500) FTA 5310 (New Freedom) Operating 24,377 83,832 191,465 (107,633) Investment Earnings (1,616) 3,750 (5,366) FTA 5307 Operating 195,338 (195,338) Mitigation Revenue 0 Other Income 2,639 18,750 16,111 Sale of Fixed Assets - 7,541 (7,541) Total Operating Revenue 24,377 810,327 1,339,477 (512,009)

Total Operating Revenue 35,265 894,907 1,429,437 (517,390)

Expenses: Services Maintenance-Equipment 0 Professional & Specialized Services 78,965 78,965 Subtotal Services 0 0 78,965 78,965

Fuel & Lubricants Vehicle Fuel Expense 7,602 69,047 119,408 50,361 Subtotal Fuel & Lubricants 7,602 69,047 119,408 50,361

Utilities Communication 0 Subtotal Utilities 0 0 0 0

Casualty & Liability Insurance - Public Liability 98,957 89,061 (9,896) Insurance - Physical Damage 0 Subtotal Casualty & Liability 0 98,957 89,061 (9,896)

Purchased Transportation Purchased Transportation 105,887 948,728 1,127,003 178,275 Subtotal Purchased Transportation 105,887 948,728 1,127,003 178,275

Appropriation for Contingency 15,000 15,000 Total Expenses 113,489 1,116,732 1,429,437 312,705

Operating Surplus/(Shortage) (78,224) (221,825) 0 (204,684)

Capital Revenue State Transit Assistance 0 Prop 1B Funds 47,378 47,378 FTA 5310 Capital 45,000 45,000 Non County Gov't Agencies 105,000 105,000 Local Transportation Fund-Capital 56,250 56,250 0 0 253,628 253,628 Capital Expense Capital Expenses 253,628 253,628 Page0 211 of 2120 253,628 253,628 Capital Surplus/(Shortage) 0 0 0 0

Yolo County Transportation District Performance Indicators FY 2017/18 vs. 2016/17 YEAR TO DATE THROUGH THIRD QUARTER

Fixed Route FY 2017/18 FY 2016/17 Change Paratransit FY 2017/18 FY 2016/17 Change Ridership (UPT) 960,276 1,028,231 -6.6% Ridership (UPT) 18,198 20,200 -9.9% Operating expense $ 8,590,168 $ 8,410,687 2.1% Operating expense $ 1,116,732 $ 1,106,435 0.9% Fare revenue $ 1,739,087 $ 1,789,636 -2.8% Fare revenue $ 84,580 $ 101,186 -16.4% Fare Box Recovery 20.25% 21.28% -4.9% Fare Box Recovery 7.57% 9.15% -17.2% Cost/ride $ 8.95 $ 8.18 9.4% Cost/ride $ 61.37 $ 54.77 12.0% Revenue miles 1,484,904 1,500,472 -1.0% Revenue miles 227,254 254,277 -10.6% Revenue hours 76,396 77,444 -1.4% Revenue hours 13,409 14,622 -8.3% Fare revenue/ride $ 1.81 $ 1.74 4.1% Fare revenue/ride $ 4.65 $ 5.01 -7.2% Rides/hour 12.57 13.28 -5.3% Rides/hour 1.36 1.38 -1.8% Rides/mile 0.65 0.69 -5.6% Rides/mile 0.08 0.08 0.8% Cost/revenue hour $ 112.44 $ 108.60 3.5% Cost/revenue hour $ 83.28 $ 75.67 10.1% Cost/revenue mile $ 5.78 $ 5.61 3.2% Cost/revenue mile $ 4.91 $ 4.35 12.9% Revenue Miles per collision 87,347.31 88,263.06 -1.0% Revenue Miles per collision 45,450.80 127,138.50 -64.3% Revenue Miles per road call 7,774.37 7,855.87 -1.0% Revenue Miles per road call 11,362.70 42,379.50 -73.2% % on-time N/A 67.8% % on-time 93.3% 96.3% -3.1% Fare revenue per revenue mile $ 1.171 $ 1.193 -1.8% Fare revenue per revenue mile $ 0.372 $ 0.398 -6.5% Fare revenue per revenue hour $ 22.76 $ 23.11 -1.5% Fare revenue per revenue hour $ 6.31 $ 6.92 -8.8%

*Preventable collision accidents, including mirror taps.

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YOLO COUNTY TRANSPORTATION DISTRICT

Audited Financial Statements and Compliance Reports

June 30, 2017 and 2016

YOLO COUNTY TRANSPORTATION DISTRICT

Audited Financial Statements and Compliance Reports

June 30, 2017 and 2016

Audited Financial Statements Independent Auditor’s Report ...... 1 Management’s Discussion and Analysis ...... 3

Basic Financial Statements Balance Sheets ...... 10 Statements of Revenues, Expenses and Changes in Net Position ...... 11 Statements of Cash Flows ...... 12 Notes to Financial Statements ...... 13

Required Supplementary Information Schedule of the Proportionate Share of the Net Pension Liability and Schedule of Contributions to the Pension Plan – Miscellaneous Plan (Unaudited) ...... 29 Schedule of Funding Progress of the Other Postemployment Benefits Plan (Unaudited) ...... 3 0

Supplementary Information Combining Balance Sheet...... 31 Combining Schedule of Revenues, Expenses and Changes in Net Position ...... 33 Combining Schedule of Cash Flows ...... 35

Compliance Reports Independent Auditor’s Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards, the Transportation Development Act and Other State Program Guidelines ...... 37 Independent Auditor’s Report on Compliance for Each Major Federal Program and on Internal Control over Compliance Required by the Uniform Guidance ...... 39 Schedule of Findings and Questioned Costs ...... 41 Schedule of Expenditures of Federal Awards ...... 43 Notes to Schedule of Expenditures of Federal Awards ...... 44

550 Howe Avenue, Suite 210 Sacramento, California 95825 Telephone: (916) 564-8727 FAX: (916) 564-8728

INDEPENDENT AUDITOR’S REPORT

To the Board of Directors Yolo County Transportation District Woodland, California

Report on the Financial Statements

We have audited the accompanying financial statements of the Yolo County Transportation District (the District) as of and for the years ended June 30, 2017 and 2016, and the related notes to the financial statements, which collectively comprise the District’s basic financial statements as listed in the table of contents.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the State Controller’s Minimum Audit Requirements for California Special Districts. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the District as of June 30, 2017 and 2016, and changes in financial position and cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America as well as accounting systems prescribed by the State Controller’s Office and state regulations governing special districts.

1 To the Board of Directors Yolo County Transportation District

Other Matters

Required Supplementary Information

Accounting principles generally accepted in the United States of America require that management’s discussion and analysis and the required supplementary information as listed in the accompanying table of contents, be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Other Information

Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the District’s basic financial statements. The supplementary information and schedule of expenditures of federal awards, as required by the Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, as listed in the table of contents, are presented for purposes of additional analysis and are not a required part of the basic financial statements.

The supplementary information and schedule of expenditures of federal awards are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplementary information and schedule of expenditures of federal awards are fairly stated, in all material respects, in relation to the basic financial statements as a whole.

Other Reporting Required by Government Auditing Standards

In accordance with Government Auditing Standards, we have also issued our report dated February 28, 2018 on our consideration of the District’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters, including the Transportation Development Act and other state grant program guidelines. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the District’s internal control over financial reporting and compliance.

February 28, 2018

2 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

The management of the Yolo County Transportation District (District) is pleased to present the following discussion and analysis that provides an overview of the financial position and activities of the District for the years ended June 30, 2017 and 2016. This discussion should be read in conjunction with the financial statements and accompanying notes, which follow this section.

Background

Until August 1, 1989, the Yolo Transit System and Mini-Transit System were established to meet the transportation needs of the general public in and around the County of Yolo as part of the Yolo County’s Enterprise Fund. A Joint Exercise of Powers Agreement was signed between Yolo County and the Cities of Davis, West Sacramento, Winters, and Woodland whereby the District would operate as a Joint Powers Agency, called Yolo County Transit Authority, pursuant to Section 6500 of the California Government Code and would be administratively separated from the County. The Yolo County Transit Authority’s operations were separated from the Yolo County Enterprise Fund on August 1, 1989. Effective July 1, 1998, the JPA became the Yolo County Transportation District (District) as a result of the passage of Assembly Bill No. 2420, which established the District as the consolidated transportation services agency and the congestion management agency for Yolo County. The District’s mission is to provide alternative transportation to transit dependent individuals and the general public responsive to the needs of jurisdictions in Yolo County, to review and recommend project nominations for Intermodal Surface Transportation Efficiency Act and other funding, and to monitor the Congestion Management Plan. In addition to fare revenues, the District receives funds under the provisions of the Transportation Development Act from the Yolo County Local Transportation Fund and the State Transit Assistance Fund. The District also receives revenue from Federal Transit Administration grants.

The primary service of the District is to provide Fixed Route Service through twenty-three fixed routes serving West Sacramento, Woodland, Davis, Capay Valley, the Sacramento International Airport and downtown Sacramento, including local service in Woodland, Winters, and West Sacrament. The District contributes to Unitrans, which provides bus service to U.C. Davis students and residents in Davis. The District also provides Paratransit Service for residents in Woodland, Davis, and West Sacramento to comply with the Americans with Disabilities Act. Transit services are provided under contract with Transdev, formerly Veolia Transportation, Inc., which is in effect through July 29, 2018.

Financial Highlights

 Total net position, the level by which total assets and deferred outflows of resources exceed total liabilities and deferred inflows of resources, increased by approximately $1.0 million, from $25.5 million at June 30, 2016 to $27.8 million at June 30, 2017.  Year-end total net position of $27.8 million was broken down between $18.5 million net investment in capital assets, $1.4 million in restricted for equipment replacement and $7.9 million of unrestricted net position.  For every dollar in current liabilities, the District holds $13.8 in total assets, down from $20.0 as of year-end 2016.  Operating revenues (fares) increased during FY 2016/17. This is primarily due to a fare increase and an increase in special fares purchases.  Operating expenses increased 7.5% during FY 2016/17 to $15.4 million. The increase in expenses is primarily due to Purchased Transportation, salaries and benefits, insurance costs and fuel costs.

3 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

The Financial Statements

Under Governmental Accounting Standards Board (GASB) Statement No. 65, the District’s basic financial statements include the balance sheet, statement of revenues, expenses and changes in net position and statement of cash flows.

Description of Basic Financial Statements

This discussion and analysis is intended to serve as an introduction to the District’s financial statements: the Balance Sheet, Statement of Revenues, Expenses and Changes in Net Position, and the Statement of Cash Flows. The statements are accompanied by footnotes to clarify unique accounting policies and other financial information, and required supplementary information. The assets, liabilities, revenues and expenses of the District are reported on a full-accrual basis.

The Balance Sheet presents information on all of the District’s assets and deferred outflows of resources, compared to liabilities and deferred inflows of resources, with the difference between the two representing net position (equity). Assets and liabilities are classified as current, restricted or non-current. Changes from one year to the next in total net position as presented on the Balance Sheet are based on the activity presented on the Statement of Revenues, Expenses and Change in Net Position.

The Statement of Revenues, Expenses and Changes in Net Position is the District’s income statement. Revenues earned and expenses incurred during the year are classified as either “operating” or “non-operating”. All revenues and expenses are recognized as soon as the underlying event occurs, regardless of timing of the related cash flows. Thus, revenues and expenses are reported in this statement for some items that will result in the disbursement or collection of cash during future fiscal years (e.g., the expense associated with the final month of purchased transportation, involving cash outlay beyond the date of the financial statements).

The Statement of Cash Flows present the changes in District’s cash and cash equivalents during the fiscal year. This statement is prepared using the direct method of cash flow. The statement breaks the sources and uses of District’s cash and cash equivalents into four categories:

 Operating activities  Capital activities  Noncapital Financing Activities  Investing Activities

The District’s routine activities appear in the operating activities while purchases of capital assets are in the capital activities.

The Notes to the Financial Statements provide additional information that is essential to a full understanding of the data provided in the financial statements. The notes describe the nature of the District’s operations and significant accounting policies as well as clarify unique financial information.

Richardson and Company, LLP, Certified Public Accountants, has performed an independent audit of the financial statements in accordance with auditing standards generally accepted in the United States of America. Their opinion is included in this report.

4 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

Increase Increase (Decrease) (Decrease) from from June 30, 2017 June 30, 2016 2016 to 2017 June 30, 2015 2015 to 2016 Current Assets$ 10,742,060 $ 9,594,131 $ 1,147,929 $ 10,316,745 $ (722,614) Restricted Cash and Investments 1,575,856 2,044,555 (468,699) 2,205,576 (161,021) Other Postemployment Benefits 1,000 (1,000) 49,764 (48,764) Capital Assets, Net 18,545,818 15,935,688 2,610,130 14,346,122 1,589,566 TOTAL ASSETS 30,863,734 27,575,374 3,288,360 26,918,207 657,167

Deferred Outflows of Resources 436,585 322,194 114,391 170,614 151,580

TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES$ 31,300,319 $ 27,897,568 $ 3,402,751 $ 27,088,821 $ 808,747

Current Liabilities$ 2,241,282 $ 1,381,874 $ 859,408 $ 1,605,178 $ (223,304) Non-Current Liabilities 1,147,106 918,461 228,645 795,007 123,454 TOTAL LIABILITES 3,388,388 2,300,335 1,088,053 2,400,185 (99,850)

Deferred Intflows of Resources 76,226 112,969 (36,743) 191,946 (78,977)

Net Position Net Investment in Capital Assets 18,545,818 15,935,688 2,610,130 14,346,122 1,589,566 Restricted for Equipment Replacement and Capital Projects 1,396,783 1,805,591 (408,808) 2,205,576 (399,985) Restricted for Capital Purposes - STAF - 988,044 (988,044) Unrestricted 7,893,104 7,742,985 150,119 6,956,948 786,037 TOTAL NET POSITION 27,835,705 25,484,264 2,351,441 24,496,690 987,574

TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION $ 31,300,319 $ 27,897,568 $ 3,402,751 $ 27,088,821 $ 808,747

District’s Assets

Total assets increased approximately $3.3 million to $30.9 million at June 30, 2017 from the prior year. Total assets increased approximately $.7 million to $26.9 million at June 30, 2016. The increase in total assets in 2016/17 was primarily due to the purchase of nine fixed route buses for $4.8 million and the purchase of equipment in the amount of $.3 million. This was offset by depreciation of capital assets. There was a $3.7 investment in fixed assets in 2015/16 for the purchase of nine paratransit buses for $1.4 million and the rehabilitation of a number of fixed route buses in the amount of $2.3 million. There was a $500,000 purchase of a wheelchair tie-down system during the previous year.

5 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

District’s Liabilities

The decrease of current liabilities at June 30, 2017 was primarily an increase in Accounts Payable, offset by a slight decrease in Unearned Revenue related to the Low Carbon Transit Operations Program (LCTOP) program.

The decrease of current liabilities at June 30, 2016 was primarily a reduction in Accounts Payable, offset by an increase in Unearned Revenue related to the Low Carbon Transit Operations Program (LCTOP) program.

The increase of non-current liabilities during the years ending June 30, 2017 and 2016 was due to an increase in the District’s pension plan, which was mainly due to lower investment earnings. The District’s pension liability was $0.9 million at June 30, 2016 and $1.1 million at June 30, 2017.

The District also reported deferred outflows of resources primarily for pension contributions after the pension plan valuation measurement date and deferred inflows of resources primarily for the difference between projected and actual pension plan investment earnings due to the implementation of GASB Statement No. 68. See Note H for more information about the District’s pension plan.

6 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

Statement of Revenues, Expenses, and Changes in Net Position

A summary of the District’s Statements of Revenues, Expenses, and Changes in Net Position for fiscal years 2016/17, 2015/16, and 2014/15 is as follows:

Increase Increase (Decrease) (Decrease) Year ending Year ending from Year ending from June 30, 2017 June 30, 2016 2016 to 2017 June 30, 2015 2015 to 2016

Operating Revenues$ 2,470,541 $ 2,389,093 $ 81,448 $ 2,478,486 $ (89,393) Operating Expenses 15,411,995 14,325,800 1,086,195 14,084,699 241,101 Net Loss From Operations (12,941,454) (11,936,707) (1,004,747) (11,606,213) (330,494)

NONOPERATING REVENUES (EXPENSES) Local Transportation Fund and State Transit Assistance Allocation 5,802,204 5,601,466 200,738 4,899,386 702,080 Federal Transit Administration Grants: Operating Grants 2,945,344 1,518,389 1,426,955 2,647,278 (1,128,889) Mitigation Revenue - Tribe 1,530,404 1,473,465 56,939 1,418,716 54,749 Miscellaneous Revenues 337,325 551,480 (214,155) 512,865 38,615 Auxiliary Transportation 586,734 421,205 165,529 430,963 (9,758) Interest Revenue 51,105 76,781 (25,676) 24,062 52,719 State Grants 95,499 49,837 45,662 11,771 38,066 Madison Bus Stop Expenses (3,425) 3,425 (71,789) 68,364 Pass-through to Other Agencies (24,200) (20,000) (20,000) - Loss on Disposal of Capital Assets (15,389) - TOTAL NONOPERATING REVENUES (EXPENSES) 11,309,026 9,669,198 1,659,417 9,853,252 (184,054)

TOTAL CAPITAL CONTRIBUTIONS 3,983,869 3,255,083 728,786 693,260 2,561,823

CHANGE IN NET POSITION 2,351,441 987,574 1,363,867 (1,059,701) 2,047,275

Net Position at Beginning of Year 25,484,264 24,496,690 987,574 25,556,391 (1,059,701)

NET POSITION AT END OF YEAR$ 27,835,705 $ 25,484,264 $ 2,351,441 $ 24,496,690 $ 987,574

Operating Revenues

The District’s operating revenue is a combination of passenger fares, made up of cash from the fareboxes and pre- paid fare media, and special fares, which are fares paid for by non-profits and other government agencies. The District’s operating FY 2016/17 revenue has increased from FY 2015/16. This is primarily due to an increase in special fares purchases.

Operating Expenses

The District’s operating expenses consist of charges for fixed route and paratransit operations, administrative expenses, marketing, maintenance expenses, including re-building both transmissions and engines, and other operating expenses. The increase in expenses for FY 2016/17 is primarily due to a $0.3 million increase in Purchased Transportation from schedule contractual adjustments, $0.3 million increase in salaries and benefits due to being fully staffed, a $0.3 million increase in insurance on the new buses purchased, a $0.2 million increase in vehicle fuel from the cost of CNG fuel sold to a private company and a $0.4 million increase in depreciation, offset by a $0.3 decrease in other services and supplies.

7 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

The slight increase in expenses for FY 2015/16 is primarily due to increased purchased transportation from scheduled contractual adjustments and salaries and benefits due to filling vacant positions, offset by lower fuel and insurance costs.

Non-operating Revenues (Expenses)

Mitigation revenue is funding the District receives from Yocha Dehe Wintun Nation which offsets the cost of the route 215. This is a long standing partnership that began back in July of 1999.

Miscellaneous revenue is primarily rebates that the District receives for using compressed natural gas (CNG) in our buses.

Auxiliary Transportation is mainly the revenue that the District receives from the sale of CNG for vehicles to various other companies or organizations.

Capital contributions consist of grants received by the District from the Federal Transit Administration and the State of California, from either the Department of Transportation or the California Emergency Management Agency relating to capital for improvements owned by the District. In FY 2016/17 there was an increase in funding due to the purchase of nine fixed route vehicles and other equipment. In FY 2015/16 there was an increase in funding due to the purchase of nine paratransit vehicles, bus rehabilitation, purchase of bus shelters and other equipment.

Capital Assets

Increase Increase (Decrease) (Decrease) from from June 30, 2017 June 30, 2016 2016 to 2017 June 30, 2015 2015 to 2016 Capital assets, not being depreciated Land$ 465,000 $ 465,000 $ 465,000 Total capital assets, not being depreciated 465,000 465,000 465,000 Capital assets, being depreciated Equipment & Transit Vehicles 35,523,235 32,067,516 $ 3,455,719 28,683,749 $ 3,383,767 Building and improvements 11,171,120 11,171,120 10,815,205 355,915 Total capital assets, being depreciated 46,694,355 43,238,636 3,455,719 39,498,954 3,739,682 Less accumulated depreciation for: Equipment & Transit Vehicles (23,628,257) (23,323,308) (304,949) (21,758,127) (1,565,181) Building and improvements (4,985,280) (4,444,640) (540,640) (3,859,705) (584,935) Total accumulated depreciation (28,613,537) (27,767,948) (845,589) (25,617,832) (2,150,116) Total capital assets being depreciated, net 18,080,818 15,470,688 2,610,130 13,881,122 1,589,566

Capital assets, net $ 18,545,818 $ 15,935,688 $ 2,610,130 $ 14,346,122 $ 1,589,566

8 YOLO COUNTY TRANSPORTATION DISTRICT

Management’s Discussion and Analysis June 30, 2017 and 2016

At the close of FY 2016/17, the District’s net investment in capital assets increased $2.6 million to $18.5 million, from $15.9 million at the end of FY 2015/16. Capital asset categories are land, work in progress, equipment & transit vehicles, and buildings & improvements. The increase in capital assets, net in FY 2016/17 was primarily due to the purchase of nine fixed route buses and equipment during the year, offset by depreciation. The increase in capital assets, net in FY 2015/16 was primarily due to the purchase of nine paratransit buses and the rehabilitation of a number of buses during the year, offset by depreciation. There was a $500,000 investment in fixed assets in 2014/15 for the purchase of upgraded wheelchair tie-down systems. See note E for more information about capital assets (GASB says to refer to footnote here)

Economic Factors and the Future

General economic conditions are expected to continue to improve during 2018. Ridership has decreased during 2016/17 compared to the previous year due to reduced fuel prices and a fare increase. This may continue to affect fare revenue.

Fiscal year 2017/18 budgeted overall operating and planning expenses, are up 3.02% or $463,307, compared to the 2016/17 budget, due to previously agreed to contract rate changes with Transdev, increases in liability insurance, and an added loan servicing payment for the construction of a third skid on the CNG facility. Note that the budget includes 1,000 hours for added service to cover extra trips to the airport during holidays and school breaks, for re-routes anticipated because of ongoing street detours during the construction season, and for other unspecified changes in service.

Restricted cash and current grants will be utilized to fund all capital projects, including the replacement of 9 CNG buses.

Requests for Information

This financial report is designed to provide a general overview of Yolo County Transportation District’s financial position and results of operations. Questions concerning the information provided in this report or requests for additional information should be addressed to Janice Phillips, Deputy Director-Finance, Grants & Procurement, 350 Industrial Way, Woodland, California 95776 or [email protected].

9 YOLO COUNTY TRANSPORTATION DISTRICT

BALANCE SHEETS

June 30, 2017 and 2016

2017 2016 ASSETS AND DEFERRED OUTFLOWS OF RESOURCES CURRENT ASSETS Cash and Cash Equivalents$ 7,828,096 $ 5,809,137 Due from Other Governments 2,905,505 3,769,754 Accounts Receivable 8,459 15,240 TOTAL CURRENT ASSETS 10,742,060 9,594,131

NONCURRENT ASSETS Restricted Cash and Cash Equivalents: Capital Reserves 933,726 1,232,420 Governor's Office of Homeland Security 432,253 573,171 LCTOP 179,934 238,964 County of Yolo Grant - Madision Bus Stop 29,943 Total Restricted Assets 1,575,856 2,044,555

Other Postemployment Benefits Asset 1,000 Capital Assets: Nondepreciable 465,000 465,000 Depreciable, Net 18,080,818 15,470,688 Total Capital Assets, Net 18,545,818 15,935,688 TOTAL NONCURRENT ASSETS 20,121,674 17,981,243 TOTAL ASSETS 30,863,734 27,575,374

DEFERRED OUTFLOWS OF RESOURCES Pension Plan 436,585 322,194 TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES$ 31,300,319 $ 27,897,568

LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND NET POSITION CURRENT LIABILITIES Accounts Payable$ 1,683,990 $ 851,967 Accrued Wages 21,457 59,658 Due to Other Governments 300,976 186,181 Unearned Revenue 179,073 238,964 Accrued Compensated Absences 55,786 45,104 TOTAL CURRENT LIABILITIES 2,241,282 1,381,874

NONCURRENT LIABILITIES Accrued Compensated Absences 23,588 19,315 Other Postemployment Benefits Liability 52,992 Net Pension Liability 1,070,526 899,146 TOTAL NONCURRENT LIABILITIES 1,147,106 918,461 TOTAL LIABILITIES 3,388,388 2,300,335

DEFERRED INFLOWS OF RESOURCES Pension Plan 76,226 112,969

NET POSITION Net Investment in Capital Assets 18,545,818 15,935,688 Restricted for Equipment Replacement and Capital Projects 1,396,783 1,805,591 Unrestricted 7,893,104 7,742,985 TOTAL NET POSITION 27,835,705 25,484,264 TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND NET POSITION$ 31,300,319 $ 27,897,568

The accompanying notes are an integral part of these financial statements 10 YOLO COUNTY TRANSPORTATION DISTRICT

STATEMENTS OF REVENUES, EXPENSES AND CHANGES IN NET POSITION

For the Years Ended June 30, 2017 and 2016

2017 2016 OPERATING REVENUE Passenger Fares$ 2,385,846 $ 2,338,587 Special Fares 84,695 50,506 TOTAL OPERATING REVENUE 2,470,541 2,389,093

OPERATING EXPENSES Purchased Transportation 8,927,402 8,675,177 Salaries and Benefits 1,380,187 1,117,548 Insurance 579,967 280,836 Vehicle Fuel 1,339,389 1,118,166 Other Services and Supplies 636,828 983,955 Depreciation 2,548,222 2,150,118 TOTAL OPERATING EXPENSES 15,411,995 14,325,800

NET LOSS FROM OPERATIONS (12,941,454) (11,936,707)

NONOPERATING REVENUES (EXPENSES) Local Transportation Fund and State Transit Assistance Allocation 5,802,204 5,601,466 Federal Transit Administration Grants: Operating Grants 2,945,344 1,518,389 Mitigation Revenue - Tribe 1,530,404 1,473,465 Miscellaneous Revenues 337,325 551,480 Auxiliary Transportation 586,734 421,205 Interest Revenue 51,105 76,781 State Grants 95,499 49,837 Madison Bus Stop Expenses (3,425) Pass-through to Other Governments (24,200) (20,000) Loss on Disposal of Capital Assets (15,389) TOTAL NONOPERATING REVENUES (EXPENSES) 11,309,026 9,669,198

NET LOSS BEFORE CAPITAL CONTRIBUTIONS (1,632,428) (2,267,509)

CAPITAL CONTRIBUTIONS Federal Transit Administration Grant 1,059,326 2,862,515 State Proposition 1B Grant 2,770,262 392,568 Local Transportation Fund, State Transit Assistance Allocation and Other Capital Contributions 154,281 TOTAL CAPITAL CONTRIBUTIONS 3,983,869 3,255,083

CHANGE IN NET POSITION 2,351,441 987,574

Net Position at Beginning of Year 25,484,264 24,496,690

NET POSITION AT END OF YEAR$ 27,835,705 $ 25,484,264

The accompanying notes are an integral part of these financial statements

11 YOLO COUNTY TRANSPORTATION DISTRICT

STATEMENTS OF CASH FLOWS

For the Years Ended June 30, 2017 and 2016

2017 2016 CASH FLOWS FROM OPERATING ACTIVITIES Cash Receipts From Customers$ 2,459,331 $ 3,591,698 Cash Paid to Suppliers for Goods and Services (10,536,768) (11,334,760) Cash Paid to Employees for Services (1,329,195) (1,291,055) NET CASH USED FOR OPERATING ACTIVITIES (9,406,632) (9,034,117)

CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Operating Grants and Subsidies 9,973,532 8,329,551 Nonoperating Expenses Paid (3,425) Pass-through Payments (24,200) (20,000) Other Income 924,059 967,375 NET CASH PROVIDED BY NONCAPITAL FINANCING ACTIVITIES 10,873,391 9,273,501

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITES RELATED FINANCING ACTIVITIES Capital Contributions Received 5,206,137 2,483,969 Acquisition of Capital Assets (5,180,851) (3,739,684) Proceeds from sale of capital assets 7,110 NET CASH USED BY CAPITAL AND RELATED FINANCING ACTIVITIES 32,396 (1,255,715)

CASH FLOWS FROM INVESTING ACTIVITIES Interest Received on Pooled Investments 51,105 76,781 NET CASH PROVIDED BY INVESTING ACTIVITIES 51,105 76,781

(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS 1,550,260 (939,550)

Cash and Cash Equivalents at Beginning of Year 7,853,692 8,793,242 CASH AND CASH EQUIVALENTS AT END OF YEAR $ 9,403,952 $ 7,853,692

RECONCILIATION OF CASH AND CASH EQUIVALENTS TO THE COMBINING BALANCE SHEET Cash and Cash Equivalents$ 7,828,096 $ 5,809,137 Restricted Cash and Cash Equivalents 1,575,856 2,044,555 CASH AND CASH EQUIVALENTS AT END OF YEAR $ 9,403,952 $ 7,853,692

RECONCILIATION OF NET LOSS FROM OPERATIONS TO NET CASH USED FOR OPERATING ACTIVITIES: Net Loss From Operations$ (12,941,454) $ (11,936,707) Adjustments to Reconcile Net Loss from Operations to Net Cash Used for Operating Activities: Depreciation 2,548,222 2,150,118 Changes in Operating Assets, Deferred Outflows of Resources, Liabilities and Deferred Inflows of Resources: Accounts Receivable and Due from Other Governments (11,210) 1,034,115 Net Pension Liability and Related Deferred Outflows/Inflows of Resources 20,246 (97,770) Accounts Payable and Due to Other Governments 946,818 (409,413) Accrued Wages (38,201) 13,690 Unearned Revenue 168,490 Accrued Compensated Absences 14,955 (5,404) Other Postemployment Benefits 53,992 48,764

NET CASH USED FOR OPERATING ACTIVITIES $ (9,406,632) $ (9,034,117)

The accompanying notes are an integral part of these financial statements. 12 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS

June 30, 2017 and 2016

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The basic financial statements of the Yolo County Transportation District (the District) have been prepared in conformity with generally accepted accounting principles (GAAP) as applied to government units. The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. The more significant accounting principles of the District are described below. Description of Reporting Entity: Until August 1, 1989, the Yolo Transit System and Mini-Transit System were established to meet the transportation needs of the general public in and around the County of Yolo as part of the Yolo County’s Enterprise Fund. A Joint Exercise of Powers Agreement was signed between Yolo County and the Cities of Davis, West Sacramento, Winters, and Woodland whereby the District would operate as a Joint Powers Agency, called Yolo County Transit Authority, pursuant to Section 6500 of the California Government Code and would be administratively separated from the County. The District’s operations were separated from the Yolo County Enterprise Fund on August 1, 1989. Effective July 1, 1998, the District became the Yolo County Transportation District (District) as a result of the passage of Assembly Bill No. 2420, which established the District as the consolidated transportation services agency and the congestion management agency for Yolo County. The District’s mission is to provide alternative transportation to transit dependent individuals and the general public responsive to the needs of jurisdictions in Yolo County, to review and recommend project nominations for Intermodal Surface Transportation Efficiency Act and other funding, and to monitor the Congestion Management Plan. In addition to fare revenues, the District receives funds under the provisions of the Transportation Development Act from the Sacramento Area Council of Governments Yolo County Local Transportation Fund and the State Transit Assistance Fund. The District also receives revenue from Federal Transit Administration grants. The primary service of the District is to provide Fixed Route Service through twenty-three fixed routes serving West Sacramento, Woodland, Davis, Capay Valley, the Sacramento International Airport and downtown Sacramento, including local service in Woodland, Winters, and West Sacramento, and contributes to Unitrans, which provides bus service to U.C. Davis students and residents in Davis. The District also provides Paratransit Service for residents in Woodland, Davis, and West Sacramento to comply with the Americans with Disabilities Act. Transit services are provided under contract with Transdev (formerly Veolia Transportation, Incorporated), which is in effect through July 29, 2018. Basis of Presentation: The District’s resources are allocated to and accounted for in these financial statements as an enterprise fund type of the proprietary fund group. The enterprise fund is used to account for operations that are financed and operated in a manner similar to private business enterprise, where the intent of the governing body is that the costs (expenses, including depreciation) of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges, or where the governing body has decided that periodic determination of revenues earned, expenses incurred, and/or net income is appropriate for capital maintenance, public policy, management control, accountability, or other policies. The unrestricted net position for the enterprise fund represents the net position available for future operations. Basis of Accounting: The accounting and financial reporting treatment applied to a fund is determined by its measurement focus. The enterprise fund type is accounted for on a flow of economic resources measurement focus. With this measurement focus, all assets, deferred outflows of resources, liabilities and deferred inflows of resources associated with the operation of the fund are included on the balance sheet. Net Position is segregated into the net investment in capital assets, amounts restricted and amounts unrestricted. Enterprise fund type operating statements present increases (i.e. revenues) and decreases (i.e. expenses) in net position. The District uses the accrual basis of accounting. Under this method, revenues are recorded when earned and expenses are recorded at the time liabilities are incurred. Grant revenue is recognized when program expenditures are incurred in accordance with program guidelines. TDA revenues are recorded when all eligibility requirements have been met. Proprietary funds distinguish operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund’s principal ongoing operations. The principal operating revenues of the District are fares received

13 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) from passengers for transportation services. Operating expenses for enterprise funds included the cost of services, administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. When both restricted and unrestricted resources are available for use, it is the District’s policy to use restricted resources first, then unrestricted resources as they are needed. Cash and Investments: For the purposes of reporting cash flows, cash and cash equivalents are defined as those amounts included in the balance sheet captions “Cash and cash equivalents” and “restricted cash and cash equivalents” and consist of amounts held in a bank account and the County of Yolo cash investment pool, which are available on demand. Capital Assets: All capital assets are valued at historical cost or at estimated historical cost if actual historical cost is not available. The District defines capital assets as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of one year. Capital assets used in operations are depreciated using the straight-line method over their estimated useful lives, which range from three to twenty-five years. The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend asset lives are not capitalized. Improvements are capitalized and depreciated over the remaining useful lives of the related fixed assets. Deferred Inflows and Outflows of Resources: In addition to assets and liabilities, the balance sheet will sometimes report separate sections for deferred outflows and deferred inflows of resources. Deferred outflows of resources represent a consumption of net position by the government that is applicable to a future reporting period. Deferred inflows of resources represent an acquisition of net position that is applicable to a future reporting period. These amounts will not be recognized as an outflow of resources (expense) or an inflow of resources (revenue) until the earnings process is complete. Deferred outflows and inflows of resources include amounts deferred related to the District’s pension plan under GASB 68 as described in Note H. Compensated Absences: Unused vacation leave and compensatory time off may be accumulated up to a specified maximum and is paid at the time of termination from District’s employment. The District is not obligated to pay for unused sick leave if an employee terminates prior to retirement. Retirees may elect to convert their sick leave to service credit under the District’s pension plan with PERS. If the retiree elects not to convert the unused sick leave to PERS service credits, 50% of the hours over 200 hours is payable at termination and is included in the compensated absences liability. The District accrues accumulated unpaid compensated absences when earned by the employee. The cost of vacation and compensating time off is recorded in the period earned. Restricted Net Position: Restrictions of net position show amounts that are legally restricted for specific uses. The amounts restricted for equipment replacement include TDA revenues restricted in accordance with TDA requirements since amounts are billed in advance of expenses being incurred as well as other restricted cash and cash equivalents described in Note C. Restricted for capital purposes represented State Transit Assistance Fund (STAF) revenues restricted for capital projects through June 30, 2015 because the District did not meet required STAF efficiency standards necessary to use STAF for operating purposes. The District met the efficiency standards for years after 2016 and STAF is now available for operations. Pensions: For purposes of measuring the net pension liability and deferred outflows/inflows of resources related to pensions, and pension expense, information about the fiduciary net position of the District’s California Public Employees’ Retirement System (CalPERS) plan (Plan) and additions to/deductions from the Plan’s fiduciary net position have been determined on the same basis as they are reported by CalPERS. For this purpose, benefit payments (including refunds of employee contributions are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value. Use of Estimates: The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from those estimates. 14 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Unearned Revenue: Amounts reported as unearned revenue consist of funds received by the District before appropriate expenses have been incurred to be able to record the funds as revenue. New Pronouncements: In June 2015, the GASB issued Statement No. 75, “Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions (OPEB),” replaces the requirements of GASB Statement No. 45 and requires governments that are responsible only for OPEB liabilities related to their own employees and that provide OPEB through a defined benefit OPEB plan administered through a trust to report a net OPEB liability, which is the difference between the total OPEB liability and assets accumulated in the trust and restricted to making benefit payments, on the face of the financial statements. Governments that participate in a cost-sharing OPEB plan through a trust that meets the specified criteria will report a liability equal to their proportionate share of the collective OPEB liability for all entities participating in the cost-sharing plan. Governments that do not provide OPEB through a trust that meets specified criteria will report the total OPEB liability related to their employees. This Statement also requires governments to present more extensive note disclosures and required supplementary information about their OPEB liabilities. This Statement is effective for financial statements dated June 30, 2018. In June 2015, the GASB issued Statement No. 76, The Hierarchy of Generally Accepted Accounting Principles for States and Local Governments, and supersedes Statement No. 55, of the same name. The requirements of this Statement are effective for the current year audit and have been applied as appropriate. In December 2015, the GASB issued Statement No. 79, Certain External Investment Pools and Pool Participants. This Statement establishes criteria allowing investment pools meeting certain maturity, quality, diversification and other criteria to measure its investments at amortized cost for financial reporting purposes rather than at fair value and allowing the pool’s users to measure their investments in the pool at amortized cost. This Statement is effective for periods beginning after June 15, 2015 with some provisions effective for periods beginning after December 15, 2015. The District will fully analyze the impact of these statements prior to the effective dates above and implement provisions as appropriate.

NOTE B – CASH AND CASH EQUIVALENTS The District’s cash and cash equivalents at June 30 is classified in the accompanying financial statements as follows:

2017 2016

Cash and cash equivalents$ 7,828,096 $ 5,809,137 Restricted cash and equivalents 1,575,856 2,044,555

Total cash and investments$ 9,403,952 $ 7,853,692

Cash and cash equivalents as of June 30 consisted of the following:

2017 2016

Cash on hand$ 400 $ 400 Deposits with financial institutions 98,447 456,489 Investment in Yolo County Pooled Investment Fund 9,305,105 7,396,803

Total cash and investments$ 9,403,952 $ 7,853,692

15 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE B – CASH AND CASH EQUIVALENTS (Continued) Investment policy: California statutes authorize special districts to invest idle or surplus funds in a variety of credit instruments as provided for in the California Government Code, Section 53600, Chapter 4 – Financial Affairs. The table below identifies the investment types that are authorized for the District by the California Government Code that address interest rate risk, credit risk, and concentration of credit risk.

Maximum Maximum Authorized Maximum Percentage Investment Investment Type Maturity Of Portfolio In One Issuer

U.S. Treasury Obligations 5 years None None U.S. Agency Obligations 5 years None None State of California Obligations 5 years None None California Municipal Obligations 5 years None None Bankers acceptances 180 days 40% 10% Commercial Paper - Select Agencies 270 days 25% 10% Commercial Paper - Other Agencies 270 days 40% 10% Negotiable Certificates of Deposit 5 years 30% 10% Non-negotiable Certificates of Deposit 180 days None 10% Repurchase Agreements 90 days None 10% Corporate Medium Term Notes 5 years 30% 10% Mutual Funds/Money Market Mutual Funds N/A 20% 10% Mortgage Pass-Through Securities 5 years 20% None Local government investment pools N/A None None The District complied with the provisions of California Government Code pertaining to the types of investments held, institutions in which deposits were made and security requirements. The District will continue to monitor compliance with applicable statues pertaining to public deposits and investments. Interest rate risk: Interest rate risk is the measurement of how changes in market interest rates will adversely affect the fair value of an investment. Generally, the longer the maturity of an investment, the more sensitive the fair value is to changes in market interest rates. As of June 30, 2017 and 2016, the weighted average maturity of the investments contained in the County of Yolo investment pool was approximately 335 and 425 days, respectively. Credit Risk: Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. The County of Yolo investment pool does not have a rating provided by a nationally recognized statistical rating organization. Custodial credit risk: Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty (e.g., broker-dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The California Government Code requires that a financial institution secure deposits made by state or local governmental units by pledging securities in an undivided collateral pool held by a depository regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must equal at least 110% of the total amount deposited by the public agencies. California law also allows financial institutions to secure public agency deposits by pledging first trust deed mortgage notes having a value of 150% of the secured public deposits. Custodial credit risk does not apply to a local government’s indirect deposits or investment in securities through the use of government investment pools (such as the County of Yolo investment pool).

16 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE B – CASH AND CASH EQUIVALENTS (Continued) At June 30, 2017 and 2016, the carrying amount of the District’s deposits was $98,447 and $456,489 and the balance in financial institutions was $89,316 and $450,654, respectively. All of the balance in financial institutions was insured by the Federal Deposit Insurance Corporation (FDIC) at June 30, 2017. Of the balance in financial institutions at June 30, 2016, $250,000 was insured by the FDIC and the remaining amount was secured by a pledge of the financial institution’s securities, but not in the name of the District. Investment in the County of Yolo Investment Pool: The District’s cash and cash equivalents is held in the County of Yolo Treasury. The County maintains an investment pool and allocates interest to the various funds based upon the average daily cash balances. Investments held in the County’s investment pool are available on demand to the District and are stated at cost, which approximates fair value.

NOTE C – RESTRICTED CASH AND CASH EQUIVALENTS

Restricted cash and cash equivalents as of June 30 consisted of the following:

2017 2016

Capital reserves$ 933,726 $ 1,232,420 Governor's Office of Homeland Security 432,253 573,171 LCTOP 179,934 238,964 County grant - Madison Bus Stop 29,943

Total restricted cash and cash equivalents$ 1,575,856 $ 2,044,555

Capital Reserves: For the fiscal years ended June 30, 2017 and 2016, the District accumulated $933,726 and $1,232,420 from its member agencies from TDA allocations that is restricted for equipment replacement and capital purposes.

NOTE D – DUE FROM OTHER GOVERNMENTS The due from other governments consisted of the following at June 30: 2017 2016

Federal Transit Administration grants$ 2,190,471 $ 2,021,097 California Department of Transportation 221,109 176,065 Internal Revenue Service - fuel tax rebate 213,661 373,761 Sacramento Regional Transit District 96,654 228,310 SACOG - STAF and other 43,595 35,197 State Transit Assistance Fund 43,111 771,526 Yolo County 29,943 California Environmental Protection Agency 19,265 City of West Sacramento 10,380 79,206 Other 37,316 84,592

Total due from other governments$ 2,905,505 $ 3,769,754

17 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE E – CAPITAL ASSETS

Capital asset activity for the years ended June 30 consisted of the following:

Balance Transfers/ Balance Fixed Route Service July 1, 2016 Additions Retirements Adjustments June 30, 2017 Capital assets, not being depreciated: Land$ 465,000 $ 465,000 Total capital assets, not being depreciated 465,000 465,000 Capital assets, being depreciated: Equipment and transit vehicles 30,184,436 $ 5,153,552 $ (1,675,931) 33,662,057 Buildings and improvements 11,171,120 11,171,120 Total capital assets, being depreciated 41,355,556 5,153,552 (1,675,931) 44,833,177 Less accumulated depreciation for: Equipment and transit vehicles (22,581,673) (1,844,518) 1,653,432 (22,772,759) Buildings and improvements (4,444,640) (540,640) (4,985,280) Total accumulated depreciation (27,026,313) (2,385,158) 1,653,432 (27,758,039) Total capital assets being depreciated, net 14,329,243 2,768,394 (24,449) 17,075,138 Capital assets, net $ 14,794,243 $ 2,768,394 $ (24,449) $ - $ 17,540,138

ADA Paratransit Service Capital assets, being depreciated: Equipment and transit vehicles$ 1,883,080 $ 27,299 $ (49,199) $ (2) $ 1,861,178 Total capital assets, being depreciated 1,883,080 27,299 (49,199) (2) 1,861,178 Less accumulated depreciation for: Equipment and transit vehicles (741,635) $ (163,064) 49,199 2 (855,498) Total accumulated depreciation (741,635) (163,064) 49,199 2 (855,498) Capital assets, net $ 1,141,445 $ (135,765) $ - $ - $ 1,005,680

Total capital assets, net$ 15,935,688 $ 2,632,629 $ (24,449) $ - $ 18,545,818

18 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE E – CAPITAL ASSETS (Continued)

Balance Transfers/ Balance Fixed Route Service July 1, 2015 Additions Retirements Adjustments June 30, 2016 Capital assets, not being depreciated: Land$ 465,000 $ 465,000 Total capital assets, not being depreciated 465,000 465,000 Capital assets, being depreciated: Equipment and transit vehicles 27,942,114 $ 2,551,694 $ (309,372) 30,184,436 Buildings and improvements 10,815,205 46,545 309,370 11,171,120 Total capital assets, being depreciated 38,757,319 2,598,239 (2) 41,355,556 Less accumulated depreciation for: Equipment and transit vehicles (21,034,107) (1,547,564) (2) (22,581,673) Buildings and improvements (3,859,705) (584,939) 4 (4,444,640) Total accumulated depreciation (24,893,812) (2,132,503) 2 (27,026,313) Total capital assets being depreciated, net 13,863,507 465,736 14,329,243 Capital assets, net$ 14,328,507 $ 465,736 $ - $ - $ 14,794,243

ADA Paratransit Service Capital assets, being depreciated: Equipment and transit vehicles$ 741,635 $ 1,141,445 $ 1,883,080 Total capital assets, being depreciated 741,635 1,141,445 1,883,080 Less accumulated depreciation for: Equipment and transit vehicles (724,020) $ (17,615) (741,635) Total accumulated depreciation (724,020) (17,615) (741,635) Capital assets, net$ 17,615 $ 1,123,830 $ - $ - $ 1,141,445

Total capital assets, net $ 14,346,122 $ 1,589,566 $ - $ - $ 15,935,688

NOTE F – LONG-TERM LIABILITIES

Long-term liability activity, excluding the pension liability reported in Note H, for the years ended June 30 consisted of the following:

Balance Balance Due within July 1, 2016 Additions Retirements June 30, 2017 one year

Compensated absences$ 64,419 $ 65,866 $ (50,911) $ 79,374 $ 55,786

Balance Balance Due within July 1, 2015 Additions Retirements June 30, 2016 one year

Compensated absences$ 69,823 $ 43,484 $ (48,888) $ 64,419 $ 45,104

19 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE G – FARE REVENUE RATIO

The District is required to maintain a fare revenue to operating expense ratio of 15% for the years ending June 30, 2017 and 2016, in accordance with the Transportation Development Act. The fare revenue to operating expenses ratio for the District is calculated as follows for the years ended June 30: 2017 2016

Fare revenues$ 2,470,541 $ 2,389,093

Operating expenses$ 15,411,995 $ 14,325,800 Less allowable exclusions: Depreciation (2,548,222) (2,150,118)

Net operating expenses$ 12,863,773 $ 12,175,682

Fare revenue ratio 19.21% 19.62%

NOTE H – PENSION PLAN Plan Description: All qualified permanent and probationary employees are eligible to participate in the District’s cost-sharing multiple employer defined benefit pension plan administered by the California Public Employees’ Retirement System (CalPERS). The District participates in the Miscellaneous Risk Pool and the following rate plans:

 Miscellaneous Plan

 PEPRA Miscellaneous Plan Benefit provisions under the Plan are established by State statute and Board resolution. CalPERS issues publicly available reports that include a full description of the pension plan regarding benefit provisions, assumptions and membership information that can be found on the CalPERS website at www.calpers.ca.gov. Benefits Provided: CalPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to one year of full time employment. Members with five years of total service are eligible to retire at age 50 (52 for PEPRA Miscellaneous Plan) with statutorily reduced benefits. All members are eligible for non-duty disability benefits after 10 years of service. The death benefit is the following: the 1957 Survivor Benefit or the Optional Settlement 2W Death Benefit. The cost of living adjustments for the plan are applied as specified by the Public Employees’ Retirement Law. The Plan’s provisions and benefits in effect at June 30, 2017 and 2016, are summarized as follows:

2017 2016 PEPRA PEPRA Miscellaneous Miscellaneous Miscellaneous Miscellaneous Plan Plan Plan Plan (Prior to (On or after (Prior to (On or after Hire date January 1, 2013) January 1, 2013) January 1, 2013) January 1, 2013) Benefit formula (at full retirement) 2.5% @ 55 2.0% @ 62 2.5% @ 55 2.0% @ 62 Benefit vesting schedule 5 years service 5 years service 5 years service 5 years service Benefit payments monthly for life monthly for life monthly for life monthly for life Retirement age 50 - 63 52 - 67 50 - 55 52 - 67 Monthly benefits, as a % of eligible compensation 1.426% to 2.418% 1.0% to 2.5% 2.0% to 2.5% 1.0% to 2.5% Required employee contribution rates 8.000% 6.250% 8.000% 6.250% Required employer contribution rates 10.069% 6.237% 9.671% 6.237%

20 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE H – PENSION PLAN (Continued) The Miscellaneous Plan is closed to new members that are not already CalPERS eligible participants. Contributions: Section 20814(c) of the California Public Employees’ Retirement Law requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for the Plan are determined annually on an actuarial basis as of June 30 by CalPERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. The District is required to contribute the difference between the actuarially determined rate and the contribution rate of employees. For the years ended June 30, 2017 and 2016, the employer contributions recognized as part of pension expense were $138,557 and $123,865, respectively. Pension Liability, Pension Expenses and Deferred Outflows/Inflows of Resources: As of June 30, the District reported a net pension liability for its proportionate share of the net pension liability of the Plan as follows:

2017 2016 Proportionate Proportionate Share of Net Share of Net Pension Liability Pension Liability

Total net pension liability$ 1,070,526 $ 899,146

The District’s net pension liability for the Plan is measured as the proportionate share of the net pension liability. The net pension liability of the Plan is measured as of June 30, 2016 and 2015, and the total pension liability for the Plan used to calculate the net pension liability was determined by actuarial valuations as of June 30, 2015 and 2014 rolled forward to June 30, 2016 and 2015 using standard update procedures. The District’s proportion of the net pension liability was based on a projection of the District’s long-term share of contributions to the pension plan relative to the projected contributions of all participating employers, actuarially determined. The District’s proportionate share of the net pension liability for the Plan as of June 30, compared to prior year were as follows:

2017 2016

Proportion - June 30, 2016 0.032774% Proportion - June 30, 2017 0.030816% Change - increase (decrease) -0.001958%

Proportion - June 30, 2015 0.031010% Proportion - June 30, 2016 0.032774% Change - increase (decrease) 0.001764% During the years ended June 30, 2017 and 2016, the District recognized pension expense of $158,803 and $26,095, respectively. At June 30, the District reported deferred outflows of resources and deferred inflows of resources related to the Plan from the following sources:

21 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE H – PENSION PLAN (Continued)

2017 2016 Deferred Deferred Deferred Deferred Outflows Inflows Outflows Inflows of Resources of Resources of Resources of Resources Pension contributions subsequent to measurement date$ 138,557 $ 123,865 Differences between actual and expected experience 4,392 $ (1,006) 7,953 Changes in assumptions (41,554) $ (75,247) Differences between the employer's contributions and the employer's proportionate share of contributions 50,370 61,238 Change in employer's proportion 26,992 (33,666) 129,138 Net differences between projected and actual earnings on plan investments 216,274 (37,722)

Total$ 436,585 $ (76,226) $ 322,194 $ (112,969)

The $138,557 and $123,865at June 30, 2017 and 2016, respectively, reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the subsequent year. Other amounts reported as net deferred outflows (inflows) of resources related to the Plan will be recognized as pension expense as follows:

Fiscal Year Ended June 30 2017 2016

2017$ 17,188 2018$ 38,726 16,138 2019 32,948 3,817 2020 94,109 48,217 2021 56,019

$ 221,802 $ 85,360

Actuarial Assumptions: The total pension liabilities in the June 30, 2015 and 2014 actuarial valuations for the Plan used during the years ended June 30 were determined using the following actuarial assumptions:

2017 2016 Valuation date June 30, 2015 June 30, 2014 Measurement date June 30, 2016 June 30, 2015 Actuarial cost method Entry-Age Normal Cost Method Entry-Age Normal Cost Method Actuarial assumptions: Discount rate 7.65% 7.65% Inflation 2.75% 2.75% Payroll growth 3.00% 3.00% Projected salary increase(1) 3.2% - 12.2% 3.3% - 14.2% Investment rate of return 7.65% 7.65% Derived using CalPERS Membership Derived using CalPERS Membership Mortality(2) Data for all Funds Data for all Funds (1) Depending on entry age, service and type of employment. (2) 20 years of mortality improvement - Society of Actuaries Scale BB. The underlying mortality assumptions and all other actuarial assumptions used in the June 30, 2015 and 2014 valuation were based on the results of an April 2014 actuarial experience study for the period 1997 to 2011. Further details of the Experience Study can be found on the CalPERS website.

22 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE H – PENSION PLAN (Continued) Discount Rate: The discount rate used to measure the total pension liability was 7.65% in the valuations as of June 30, 2015 and 2014 used for the years ended June 30, 2017 and 2016. To determine whether the municipal bond rate should be used in the calculation of a discount rate for each plan, CalPERS stress tested plans that would most likely result in a discount rate that would be different from the actuarially assumed discount rate. Based on the testing, none of the tested plans run out of assets. Therefore, the 7.65% discount rate used in the June 30, 2015 and 2014 valuations were adequate and the use of the municipal bond rate calculation is not necessary. The long term expected discount rate will be applied to all plans in the Public Employees Retirement Fund (PERF). The stress test results are presented in a detailed report that can be obtained from the CalPERS website. The long-term expected rate of return on pension plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class. In determining the long-term expected rate of return, CalPERS took into account both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds’ asset classes, expected compound returns were calculated over the short-term (first 10 years) and the long-term (11- 60 years) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equivalent to the single equivalent rate calculated above and rounded down to the nearest one quarter of one percent. The table below reflects the long-term expected real rate of return by asset class for the Plan. The rate of return was calculated using the capital market assumptions applied to determine the discount rate and asset allocation. These rates of return are net of administrative expenses.

2017 2016 New New Strategic Real Return Real Return Strategic Real Return Real Return Asset Class Allocation Years 1 - 10(a) Years 11+(b) Allocation Years 1 - 10(a) Years 11+(b)

Global equity 51.0% 5.25% 5.71% 51.0% 5.25% 5.71% Global fixed income 20.0% 0.99% 2.43% 19.0% 0.99% 2.43% Inflation sensitive 6.0% 0.45% 3.36% 6.0% 0.45% 3.36% Private equity 10.0% 6.83% 6.95% 10.0% 6.83% 6.95% Real estate 10.0% 4.50% 5.13% 10.0% 4.50% 5.13% Infrastructure and forestland 2.0% 4.50% 5.09% 2.0% 4.50% 5.09% Liquidity 1.0% (0.55)% (1.05)% 2.0% (0.55)% (1.05)% Total 100.0% 100.0% (a) An expected inflation of 2.5% used for this period. (b) An expected inflation of 3.0% used for this period. Sensitivity of the Proportionate Share of the Net Pension Liability to Changes in the Discount Rate: The following presents the District’s proportionate share of the net pension liability, calculated using the discount rate for the Plan, as well as what the District’s proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1-percentage point lower or 1-percentage point higher than the current rate:

23 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE H – PENSION PLAN (Continued)

2017 2016

1% decrease 6.65% 6.65% Net pension liability$ 1,584,960 $ 1,388,940

Current discount rate 7.65% 7.65% Net pension liability$ 1,070,526 $ 899,146

1% increase 8.65% 8.65% Net pension liability$ 645,373 $ 495,135 Pension Plan Fiduciary Net Position: Detailed information about the Plan’s fiduciary net position is available in the separately issued CalPERS financial reports. Payable to the Pension Plan: At June 30, 2017 and 2016, the District reported a payable for the outstanding amount of contributions to the Plan of $2,771 and $7,628, respectively.

NOTE I – OTHER POSTEMPLOYMENT BENEFITS Plan Description: The Yolo County Transportation District Retiree Healthcare Plan (“Plan”) is an agent multiple employer defined benefit healthcare plan administered by the District. The Plan provides healthcare benefits to eligible retirees and their dependents through the California Public Employees’ Retirement system healthcare program (PEMHCA), which invests the Plan’s assets through the California Employers’ Retiree Benefit Trust (CERBT). The CERBT is a tax-qualified irrevocable trust organized under Internal Revenue Code Section 115 to administer retiree healthcare benefits and collectively invest plan assets of all trust members. The CERBT issues publicly available financial statements according to GASB Statement No. 43, Financial Reporting for Postemployment Benefit Plans Other Than Pension Plans, in aggregate with the other CERBT participating employers. The CERBT financial statements can be obtained from the CalPERS website at www.calpers.ca.gov. Benefit provisions are established and may be amended by the District’s Board of Directors. The District’s Plan does not issue separate financial statements. The District provides retiree medical contributions at a rate of 90% of the District’s cost for management employees and 100% of the District’s contribution up to a maximum amount specified in Resolution 2014-05 ranging from $622 for single to $1,616 for family coverage for non-management employees. Coverage is provided through PEMHCA (CalPERS healthcare program) for employees who retire directly from the District under CalPERS. Benefits continue to surviving spouses and dependents. Implied subsidies are valued for community rated plans such as PEMHCA under revised Actuarial Standards of Practice (ASOP) No. 6 released in May 2014. Funding Policy: The contribution requirements of the Plan participants and the District are established by and may be amended by the District pursuant to agreements with its employees. The District contributed $64,632 and $52,236 during the years ended June 30, 2017 and 2016, respectively, on a pay-as-you go basis for current benefit payments and payments to the trust, including the implied subsidy. Retired plan members and their beneficiaries pay the annual premium cost not paid by the District. The District joined the CERBT in 2011 and started the pre- funding process. Annual OPEB Cost and Net OPEB Obligation: The District’s annual other postemployment benefit cost (expense) of $104,000 and $101,000 for the years ended June 30, 2017 and 2016, respectively, was calculated based on the annual required contribution (ARC) of the employer. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover the normal cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed 30 years. The following table shows the components of the District’s

24 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE I – OTHER POSTEMPLOYMENT BENEFITS (Continued) annual OPEB cost for the years ended June 30, 2017 and 2016, the amount actually contributed to the Plan, and changes in the District’s Net OPEB obligation:

2017 2016

Annual required contribution $ 109,000 $ 102,000 Interest on net OPEB obligation (5,000) (5,000) Adjustment to annual required contribution 4,000 Annual OPEB cost (expense) 104,000 101,000 Contribution made: Benefit payments (15,359) (26,000) Implied subsidy (8,000) Trust pre-funding (26,649) (26,236) Total contributions (50,008) (52,236) Increase (decrease) in net OPEB (asset) obligation 53,992 48,764 Net OPEB (asset) obligation - beginning of year (1,000) (49,764)

Net OPEB (asset) obligation - end of year$ 52,992 $ (1,000)

The District’s annual OPEB cost, the percentage of annual OPEB cost contributed to the plan, and the net OPEB obligation for the current and two preceding years were as follows:

Percentage of Net OPEB Annual Annual OPEB Obligation Fiscal Year Ended OPEB Cost Cost Contributed (Asset)

6/30/2015$ 24,735 87.60%$ (49,764) 6/30/2016 101,000 48.28% (1,000) 6/30/2017 104,000 48.08% 52,992 Funded Status and Funding Progress: The funded status of the Plan as of June 30, 2015, which is the latest date available from the June 30, 2015 valuation, was as follows:

Actuarial accrued liability (AAL)$ 806,000 Actuarial value of Plan assets 601,000 Unfunded actuarial accrued liability (UAAL)$ 205,000 Funded ratio (actuarial value of Plan assets/AAL) 74.57% Covered payroll (active Plan participants)$ 750,000 UAAL as a percentage of covered payroll 27.33% Actuarial valuations of an ongoing plan involve estimates of the value of expected benefit payments and assumptions about the probability of occurrence of events far into the future. Examples include assumptions about the future employment, mortality, and the healthcare cost trends. Amounts determined regarding the funded status of the plan and the annual required contributions of the employer are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information following the notes to the financial statements, present multi-year trend information about whether the actuarial value of plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits.

25 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE I – OTHER POSTEMPLOYMENT BENEFITS (Continued) Actuarial Methods and Assumptions: Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and the plan participants) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs between the employer and plan participants to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations. For the June 30, 2015 actuarial valuation, the entry age normal actuarial cost method was used. The actuarial assumptions included a 7.25% investment rate of return (net of administrative expenses), 3.25% payroll increases and a 3% general inflation assumption. Actual medical premiums were used through 2017 and the annual healthcare cost trend 6.5% for non-Medicare and 6.7% for Medicare premiums in 2018, reduced by decrements to and ultimate rate of 5% in 2021 and future periods. Asset gains and losses are recognized over 5 years with a corridor of 80% and 120% of market value. The UAAL was amortized based on 20 year fresh start of the UAAL on June 30, 2015 with a maximum 30 year amortization period.

NOTE J – OTHER STATE GRANT PROGRAMS PTMISEA: In November 2006, California Voters passed a bond measure enacting the Highway Safety, Traffic reduction, Air Quality and Port Security Bond Act of 2006. Of the $19.925 billion of state general obligation bonds authorized, $4 billion was set aside by the State as instructed by statute as the Public Transportation Modernization Improvement and Service Enhancement Account (PTMISEA). These funds are available to the California Department of Transportation for intercity rail projects and to transit operators in California for rehabilitation, safety or modernization improvements, capital service enhancements or expansions, new capital projects, bus rapid transit improvements or for rolling stock procurement, rehabilitation or replacement. The District received $2.6 million, $11,460 and $178,000 for a Q-pod project and for the purchase of paratransit vehicles during the years ended June 30, 2017, 2016 and 2013, respectively. For the years ended June 30, PTMISEA funds received and expended were verified in the course of the audit as follows:

2017 2016 Unexpended proceeds, beginning of year$ 179,144 PTMISEA allocation$ 2,600,000 11,460 Interest earnings 1,732 Expenses incurred: (2,600,000) (192,336) Unexpended proceeds$ - $ -

Governor’s Office of Homeland Security: Included in the $19.925 billion Proposition 1B State general obligation bonds was $1 billion set aside for Transit System Safety, Security & Disaster Response projects. The Governor’s Office of Homeland Security (OHS) has been charged with administering these funds for capital projects that provide increased protection against a security and safety threat, and for capital expenditures to increase the capacity of transit operations, including waterborne transit operators, to develop disaster response transportation systems that can move people, goods and emergency personnel and equipment in the aftermath of a disaster impairing the mobility of goods, people and equipment. The District applied for and received $170,262 and $381,108 during the years ended June 30, 2017 and 2016 and had unspent funds as of June 30, 2014 for OHS approved projects and equipment, which included facility security improvements, wireless access equipment, Route Match/AVL connection equipment and software.

26 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE J – OTHER STATE GRANT PROGRAMS (Continued) As of June 30, 2017, the remaining unexpended proceeds in the table below, including interest, are restricted for bus shelter and bus stop improvements. As of June 30, 2016, emergency generator funds and bus shelter and bus stop improvement funds were unspent. Qualifying expenses must be encumbered within three years from the date of the allocation and expended within three years from the date of the encumbrance. As of June 30, funds received and expended were verified in the course of the audit as follows:

2017 2016 Unexpended proceeds, beginning of year$ 573,171 $ 386,085 Governor's Office of Homeland Secuirty received 170,262 381,108 Interest earnings 4,926 6,936 Expenses incurred: Apollo Video Camera System (90,167) AVL Ranger Equipment (159,756) (200,958) Wireless Access Equipment (61,991) West Sacramento Yard Camera (4,192) Unexpended proceeds, end of year$ 432,253 $ 573,171

Low Carbon Transit Operations Program (LCTOP): The LCTOP is one of several programs that are part of the Transit, Affordable Housing, and Sustainable Communities Program established by the California Legislature in 2014 by Senate Bill 862. The LCTOP was created to provide operating and capital assistance for transit agencies to reduce greenhouse gas emission and improve mobility, with a priority on serving disadvantaged communities. Approved projects in LCTOP support new or expanded bus or rail services, expand intermodal transit facilities, and may include equipment acquisition, fueling, maintenance and other costs to operate those services or facilities, with each project reducing greenhouse gas emissions. The program is administered by Caltrans in coordination with Air Resource Board (ARB) and the State Controller’s Office (SCO). The District received $82,931 and $181,156 for use in the connect card project during the years ended June 30, 2017 and 2016 and $58,833 for the Yolobus fare reduction program during the year ended June 30, 2015. As of June 30, LCTOP funds received and expended were verified in the course of the audit as follows:

2017 2016 Unexpended proceeds, beginning of year$ 238,964 $ 58,833 LCTOP received 181,156 Interest earnings 1,591 706 Expenses incurred: Revenue replacement (60,621) (1,731)

Unexpended proceeds, end of year $ 179,934 $ 238,964

NOTE K – INSURANCE COVERAGE The District participates in the California Transit Indemnity Pool (CalTIP), a public entity risk pool of governmental transit operators within California, for liability (general, automobile, public officials errors and omissions and employment practices) and vehicle physical damage (collision and comprehensive). The District is provided with excess coverage fund for these items through commercial insurance. Loss contingency reserves established by CalTIP are funded by contributions from member agencies. The District pays an annual premium to CalTIP that includes its pro-rata share of excess insurance premiums, charges for the pooled risk, claims adjusting, legal costs, administrative and other costs to operate CalTIP. The District’s CalTIP pooled coverage is $10,000,000 for liability and $100,000 for vehicle physical damage for each occurrence. The District then has excess liability coverage for

27 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO FINANCIAL STATEMENTS (Continued)

June 30, 2017 and 2016

NOTE K – INSURANCE COVERAGE (Continued) an additional $15,000,000 for liability coverage and $29,900,000 for vehicle physical damage for a total of $25,000,000 for liability and $30,000,000 for vehicle physical damage per occurrence. The District has no deductible for its liability policy and a $10,000 and $500 deductible per bus and automobile, respectively, for the vehicle physical damage policy. Settled claims resulting from all risks have not exceeded the District’s commercial insurance coverage and no reductions in insurance coverage have occurred in the past three years.

NOTE L – CONCENTRATIONS The District receives a substantial amount of its support from a statewide retail sales tax from the Local Transportation Fund created by the Transportation Development Act as well as Federal Transit Administration grants. A significant reduction in the level of this support, if this were to occur, may have a significant effect on the District’s activities.

NOTE M – COMMITMENTS AND CONTINGENCIES The District receives funding for specific purposes that are subject to review and audit by the granting agencies funding source. Such audits could result in a request for reimbursement for expenses disallowed under the terms and conditions of the contracts. Management is of the opinion that no material liabilities will result from such potential audits. On July 30, 2006, the District entered into a seven-year agreement with Transdev (formerly Veolia Transportation Incorporated) to provide transit services. On January 14, 2013, the Yolo County Transportation District Board of Directors authorized its Executive Director to exercise the option years in the contract and approved a five-year extension from July 30, 2013 through July 29, 2018. As of June 30, 2017, the remaining commitment payable to Transdev is an amount not to exceed $8,365,296. The District is party to claims arising in the ordinary course of business. After taking into consideration information furnished by legal counsel to the District as to the current status of the claims to which the District is a party, management is of the opinion that the ultimate aggregate liability represented thereby, if any, will not have a material adverse effect on the financial position or results of operations of the District.

NOTE N– RELATED PARTY TRANSACTIONS The County of Yolo, a member of the Yolo County Transportation District, provides certain legal, accounting, investment and other professional services to the District. Legal services are billed separately and at amounts that will approximately recover the County’s full cost of providing such services. Expense for services provided by the County totaled $35,996 and $23,671 for the years ended June 30, 2017 and 2016, respectively.

NOTE O - SUBSEQUENT EVENT

In December 2014, the Board of Directors approved a contract to purchase nine 40-foot Compressed Natural Gas (CNG) buses for a total cost of $4,609,106, including extended warranties, training and shipping. Related equipment for the buses was approved as part of the contract for an additional $233,894. These nine buses were delivered to the District during the period December 2016 through January 2017. As part of the December 2014 contract, the District has an option to purchase, through the contractor, up to fourteen additional buses over the next five years. In September 2016, the District exercised its option to purchase an additional eight buses at a total cost of $4,263,920 to be delivered in February and April 2018. In August 2017, the Board of Directors approved the purchase of four cut-a-way buses in the amount of $798,212.

28

REQUIRED SUPPLEMENTARY INFORMATION

YOLO COUNTY TRANSPORTATION DISTRICT

REQUIRED SUPPLEMENTARY INFORMATION

For the Year Ended June 30, 2017

SCHEDULE OF THE PROPORTIONATE SHARE OF THE NET PENSION LIABILITY - MISCELLANEOUS PLAN (UNAUDITED) Last 10 Years

June 30, 2017 June 30, 2016 June 30, 2015

Proportion of the net pension liability at measurement date 0.030816% 0.032774% 0.031010% Proportionate share of the net pension liability$ 1,070,526 $ 899,146 $ 766,359 Covered - employee payroll for measurement period$ 688,885 $ 629,657 $ 623,001 Proportionate share of the net pension liability as percentage of covered payroll 155.40% 142.80% 123.01% Plan fiduciary net position$ 2,750,531 $ 2,694,045 $ 2,478,946 Plan fiduciary net position as a percentage of the total pension liability 71.98% 74.98% 76.39%

SCHEDULE OF CONTRIBUTIONS TO THE PENSION PLAN - MISCELLANEOUS PLAN (UNAUDITED) Last 10 Years

June 30, 2017 June 30, 2016 June 30, 2015

Contractually required contribution during employer's fiscal year (actuarially determined)$ 138,557 $ 123,865 $ 134,229 Contributions in relation to the actuarially determined contributions (138,557) (123,865) (134,229) Contribution deficiency (excess)$ - $ - $ - Covered - employee payroll for employer's fiscal year$ 829,909 $ 688,885 $ 629,657 Contributions as a percentage of covered - employee payroll 16.70% 17.98% 21.32% Notes to Schedule: Valuation date: June 30, 2015 June 30, 2014 June 30, 2013 Measurement date: June 30, 2016 June 30, 2015 June 30, 2014 Investment rate of return and discuount rate used to compute contribution rates 7.50% 7.50% 7.50% Methods and assumptions used to determine contribution rates Actuarial method Entry age normal cost method Amortization method Difference between projected and actual earnings is amortized straight-line over 5 Years. All other amounts are amortized straight-line over average remaining service life of participants.

Remaining amortization period Not stated Asset valuation method 5-year smoothed market Inflation 2.75% Salary increases Varies depending on entry age and service. Retirement age 50-67 years. Probabilities of retirement are based on the 2010 CalPERS Experience Study for the Period 1997 to 2007. Mortality CalPERS specific data from April 2014 Actuarial Experience Study for the period 1997 to 2011 that uses 20 years of mortality improvements using Society of Actuaries Scale BB.

Omitted Years: GASB Statement No. 68 was implemented during the year ended June 30, 2015. No information was available prior to this date. Future years will be reported prospectively as they become available.

29 YOLO COUNTY TRANSPORTATION DISTRICT

REQUIRED SUPPLEMENTARY INFORMATION

June 30, 2017

Schedule of Funding Progress of the Other Postemployment Benefits Plan (Unaudited)

Entry Age Unfunded UAAL as Actuarial Actuarial Actuarial Percentage Actuarial Value Accrued Accrued Covered of Covered Valuation of Assets Liability Liability Funded Ratio Payroll Payroll Date (a) (b) (b-a) (a/b) (c) ((b-a)/c)

6/30/2011 $ 178,000 $ 687,000 $ 509,000 25.90%$ 665,000 76.50% 6/30/2013 418,000 550,000 132,000 76.00% 613,000 21.53% 6/30/2015 601,000 806,000 205,000 74.57% 750,000 27.33%

Note: The valuations only included information for the years above. Consequently, information for the years ended June 30, 2014, 2016 and 2017 are not available.

30

SUPPLEMENTARY INFORMATION

YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING BALANCE SHEET

June 30, 2017

ADA Fixed Route Paratransit Total All Service Service Services ASSETS AND DEFERRED OUTFLOWS OF RESOURCES CURRENT ASSETS Cash and Cash Equivalents$ 7,828,096 $ 7,828,096 Due from Other Governments 2,419,676 $ 485,829 2,905,505 Accounts Receivable 8,459 8,459 TOTAL CURRENT ASSETS 10,256,231 485,829 10,742,060

NONCURRENT ASSETS Restricted Cash and Cash Equivalents: Capital Reserves 909,144 24,582 933,726 Governor's Office of Homeland Security 432,253 432,253 LCTOP 179,934 179,934 County of Yolo Grant - Madision Bus Stop 29,943 29,943 Total Restricted Assets 1,551,274 24,582 1,575,856 Capital Assets: Nondepreciable 465,000 465,000 Depreciable, Net 17,075,138 1,005,680 18,080,818 Total Capital Assets, Net 17,540,138 1,005,680 18,545,818 TOTAL NONCURRENT ASSETS 19,091,412 1,030,262 20,121,674 TOTAL ASSETS 29,347,643 1,516,091 30,863,734 DEFERRED OUTFLOWS OF RESOURCES Pension Plan 436,585 436,585 TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES$ 29,784,228 $ 1,516,091 $ 31,300,319

LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND NET POSITION CURRENT LIABILITIES Accounts Payable$ 1,461,649 $ 222,341 $ 1,683,990 Accrued Wages 21,457 21,457 Due to Other Governments 281,185 19,791 300,976 Unearned Revenue 179,073 179,073 Accrued Compensated Absences 55,786 55,786 TOTAL CURRENT LIABILITIES 1,999,150 242,132 2,241,282 NONCURRENT LIABILITIES Accrued Compensated Absences 23,588 23,588 Other Postemployment Benefits Liability 52,992 52,992 Net Pension Liability 1,070,526 1,070,526 TOTAL NONCURRENT LIABIITIES 1,147,106 1,147,106 TOTAL LIABIITIES 3,146,256 242,132 3,388,388 DEFERRED INFLOWS OF RESOURCES Pension Plan 76,226 76,226 NET POSITION Net Investment in Capital Assets 17,540,138 1,005,680 18,545,818 Restricted for Equipment Replacement and Capital Projects 1,372,201 24,582 1,396,783 Unrestricted 7,649,407 243,697 7,893,104 TOTAL NET POSITION 26,561,746 1,273,959 27,835,705 TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION$ 29,784,228 $ 1,516,091 $ 31,300,319

31 YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING BALANCE SHEET

June 30, 2016

ADA Fixed Route Paratransit Eliminating Total All Service Service Total Entries Services ASSETS AND DEFERRED OUTFLOWS OF RESOURCES ASSETS CURRENT ASSETS Cash and Cash Equivalents$ 5,809,137 $ 5,809,137 $ 5,809,137 Due from Other Governments 3,480,181$ 289,573 3,769,754 3,769,754 Due from ADA Paratransit Service 101,851 101,851$ (101,851) Accounts Receivable 15,240 15,240 15,240 TOTAL CURRENT ASSETS 9,406,409 289,573 9,695,982 (101,851) 9,594,131

NONCURRENT ASSETS Restricted Cash and Cash Equivalents: Capital Reserves 1,208,090 24,330 1,232,420 1,232,420 Governor's Office of Homeland Security 573,171 573,171 573,171 LCTOP 238,964 238,964 238,964 Total Restricted Assets 2,020,225 24,330 2,044,555 2,044,555

Other Posemployement Benefits 1,000 1,000 1,000 Capital Assets: Nondepreciable 465,000 465,000 465,000 Depreciable, net 14,329,243 1,141,445 15,470,688 15,470,688 Total Capital Assets, Net 14,794,243 1,141,445 15,935,688 15,935,688 TOTAL NONCURRENT ASSETS 16,815,468 1,165,775 17,981,243 17,981,243 TOTAL ASSETS 26,221,877 1,455,348 27,677,225 (101,851) 27,575,374

DEFERRED OUTFLOWS OF RESOURCES Pension Plan 322,194 322,194 322,194 TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES $ 26,544,071 $ 1,455,348 $ 27,999,419 $ (101,851) $ 27,897,568

LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND NET POSITION CURRENT LIABILITIES Accounts Payable$ 742,298 $ 109,669 $ 851,967 $ 851,967 Accrued Wages 59,658 59,658 59,658 Due to Other Governments 173,340 12,841 186,181 186,181 Unearned Revenue 238,964 238,964 238,964 Due to Fixed Route Service 101,851 101,851$ (101,851) Accrued Compensated Absences 45,104 45,104 45,104 TOTAL CURRENT LIABILITIES 1,259,364 224,361 1,483,725 (101,851) 1,381,874

NONCURRENT LIABILITES Accrued Compensated Absences 19,315 19,315 19,315 Net Pension Liability 899,146 899,146 899,146 TOTAL NONCURRENT LIABILITIES 918,461 918,461 918,461 TOTAL LIABIITIES 2,177,825 224,361 2,402,186 (101,851) 2,300,335

DEFERRED INFLOWS OF RESOURCES Pension Plan 112,969 112,969 112,969

NET POSITION Net Investment in Capital Assets 14,794,243 1,141,445 15,935,688 15,935,688 Restricted for Equipment Replacement and Capital Projects 1,781,261 24,330 1,805,591 1,805,591 Unrestricted 7,677,773 65,212 7,742,985 7,742,985 TOTAL NET POSITION 24,253,277 1,230,987 25,484,264 25,484,264 TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND NET POSITION $ 26,544,071 $ 1,455,348 $ 27,999,419 $ (101,851) $ 27,897,568

32 YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING SCHEDULE OF REVENUES, EXPENSES AND CHANGES IN NET POSITION

For the Year Ended June 30, 2017

ADA Fixed Route Paratransit Service Service Total OPERATING REVENUE Passenger Fares$ 2,322,100 $ 63,746 $ 2,385,846 Special Fares 16,236 68,459 84,695 TOTAL OPERATING REVENUE 2,338,336 132,205 2,470,541

OPERATING EXPENSES Purchased Transportation 7,629,129 1,298,273 8,927,402 Salaries and Benefits 1,380,187 1,380,187 Insurance 495,971 83,996 579,967 Vehicle Fuel 1,251,889 87,500 1,339,389 Other Services and Supplies 633,312 3,516 636,828 Depreciation 2,385,158 163,064 2,548,222 TOTAL OPERATING EXPENSES 13,775,646 1,636,349 15,411,995

NET LOSS FROM OPERATIONS (11,437,310) (1,504,144) (12,941,454)

NONOPERATING REVENUES (EXPENSES) Local Transportation Fund and State Transit Assistance Allocation 4,857,005 945,199 5,802,204 Federal Transit Administration Grants: Operating Grants 2,418,617 526,727 2,945,344 Mitigation Revenue - Tribe 1,530,404 1,530,404 Miscellaneous Revenues 337,325 337,325 Auxiliary Transportation 586,734 586,734 Interest Revenue 53,283 (2,178) 51,105 State Grants 95,499 95,499 Pass-through to Other Governments (24,200) (24,200) (Loss) Gain on Disposal of Capital Assets (15,389) (15,389) TOTAL NONOPERATING REVENUES (EXPENSES) 9,839,278 1,469,748 11,309,026

NET (LOSS) INCOME BEFORE CAPITAL CONTRIBUTIONS AND TRANSFERS (1,598,032) (34,396) (1,632,428)

CAPITAL CONTRIBUTIONS AND TRANSFERS Federal Transit Administration Grant 1,059,326 1,059,326 State Proposition 1B Grant 2,770,262 2,770,262 Local Transportation Fund, State Transit Assistance and Other Captial Contributions 126,982 27,299 154,281 Transfers In (Out) (50,069) 50,069 TOTAL CAPITAL CONTRIBUTIONS AND TRANSFERS 3,906,501 77,368 3,983,869

CHANGE IN NET POSITION 2,308,469 42,972 2,351,441

Net Position at Beginning of Year 24,253,277 1,230,987 25,484,264

NET POSITION AT END OF YEAR$ 26,561,746 $ 1,273,959 $ 27,835,705 33 YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING SCHEDULE OF REVENUES, EXPENSES AND CHANGES IN NET POSITION

For the Year Ended June 30, 2016

ADA Fixed Route Paratransit Service Service Total OPERATING REVENUE Passenger Fares$ 2,280,691 $ 57,896 $ 2,338,587 Special Fares 17,153 33,353 50,506 TOTAL OPERATING REVENUE 2,297,844 91,249 2,389,093

OPERATING EXPENSES Purchased Transportation 7,349,943 1,325,234 8,675,177 Salaries and Benefits 1,117,548 1,117,548 Insurance 241,492 39,344 280,836 Vehicle Fuel 1,022,228 95,938 1,118,166 Other Services and Supplies 981,578 2,377 983,955 Depreciation 2,132,503 17,615 2,150,118 TOTAL OPERATING EXPENSES 12,845,292 1,480,508 14,325,800

NET LOSS FROM OPERATIONS (10,547,448) (1,389,259) (11,936,707)

NONOPERATING REVENUES (EXPENSES) Local Transportation Fund and State Transit Assistance Allocation 4,777,574 823,892 5,601,466 Federal Transit Administration Grants: Operating Grants 1,451,736 66,653 1,518,389 Mitigation Revenue - Tribe 1,473,465 1,473,465 Miscellaneous Revenues 546,170 5,310 551,480 Auxiliary Transportation 421,205 421,205 Interest Revenue 81,450 (4,669) 76,781 State Grants 49,837 49,837 Madison Bus Stop Expenses (3,425) (3,425) Pass-through to Other Governments (20,000) (20,000) TOTAL NONOPERATING REVENUES (EXPENSES) 8,778,012 891,186 9,669,198

NET (LOSS) INCOME BEFORE CAPITAL CONTRIBUTIONS AND TRANSFERS (1,769,436) (498,073) (2,267,509)

CAPITAL CONTRIBUTIONS AND TRANSFERS Federal Transit Administration Grant 1,935,991 926,524 2,862,515 State Proposition 1B Grant 392,568 392,568 Transfers In (Out) (515,176) 515,176 TOTAL CAPITAL CONTRIBUTIONS AND TRANSFERS 1,813,383 1,441,700 3,255,083

CHANGE IN NET POSITION 43,947 943,627 987,574

Net Position at Beginning of Year 24,209,330 287,360 24,496,690

NET POSITION AT END OF YEAR$ 24,253,277 $ 1,230,987 $ 25,484,264

34 YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING SCHEDULE OF CASH FLOWS

For the Year Ended June 30, 2017

ADA Fixed Route Paratransit Service Service Total CASH FLOWS FROM OPERATING ACTIVITIES Cash Receipts From Customers$ 2,332,783 $ 126,548 $ 2,459,331 Cash Paid to Suppliers for Goods and Services (9,183,105) (1,353,663) (10,536,768) Cash Paid to Employees for Services (1,329,195) (1,329,195) NET CASH USED FOR OPERATING ACTIVITIES (8,179,517) (1,227,115) (9,406,632)

CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Operating Grants and Subsidies 8,664,753 1,308,779 9,973,532 Nonoperating Expenses Paid Pass-through Payments (24,200) (24,200) Other Income 924,059 924,059 Internal Receipts (Payments) 51,782 (51,782) NET CASH PROVIDED BY NONCAPITAL FINANCING ACTIVITIES 9,616,394 1,256,997 10,873,391

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Capital Contributions Received 5,206,290 (153) 5,206,137 Acquisition of Capital Assets (5,153,552) (27,299) (5,180,851) Proceeds from sale of capital assets 7,110 7,110 NET CASH USED BY CAPITAL AND RELATED FINANCING ACTIVITIES 59,848 (27,452) 32,396

CASH FLOWS FROM INVESTING ACTIVITIES Interest Received on Pooled Investments 53,283 (2,178) 51,105 NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES 53,283 (2,178) 51,105

DECREASE IN CASH AND CASH EQUIVALENTS 1,550,008 252 1,550,260

Cash and Cash Equivalents at Beginning of Year 7,829,362 24,330 7,853,692 CASH AND CASH EQUIVALENTS AT END OF YEAR$ 9,379,370 $ 24,582 $ 9,403,952

RECONCILIATION OF CASH AND CASH EQUIVALENTS TO THE COMBINING BALANCE SHEET Cash and Cash Equivalents$ 7,828,096 $ 7,828,096 Restricted Cash and Cash Equivalents 1,551,274 $ 24,582 1,575,856 CASH AND CASH EQUIVALENTS AT END OF YEAR$ 9,379,370 $ 24,582 $ 9,403,952

RECONCILIATION OF NET LOSS FROM OPERATIONS TO NET CASH USED FOR OPERATING ACTIVITIES: Net Loss From Operations$ (11,437,310) $ (1,504,144) $ (12,941,454) Adjustments to Reconcile Net Loss from Operations to Net Cash Used for Operating Activities: Depreciation 2,385,158 163,064 2,548,222 Changes in Operating Assets, Deferred Outflows of Resources, Liabilities and Deferred Inflows of Resources: Accounts Receivable and Due from Other Governments (5,553) (5,657) (11,210) Net Pension Liability and Related Deferred Outflows/Inflows 20,246 20,246 Accounts Payable and Due to Other Governments 827,196 119,622 946,818 Accrued Wages (38,201) (38,201) Accrued Compensated Absences 14,955 14,955 Other Postemployment Benefits 53,992 53,992 NET CASH USED FOR OPERATING ACTIVITIES$ (8,179,517) $ (1,227,115) $ (9,406,632)

35 YOLO COUNTY TRANSPORTATION DISTRICT

COMBINING SCHEDULE OF CASH FLOWS

For the Year Ended June 30, 2016

ADA Fixed Route Paratransit Service Service Total CASH FLOWS FROM OPERATING ACTIVITIES Cash Receipts From Customers $ 3,504,832 $ 86,866 $ 3,591,698 Cash Paid to Suppliers for Goods and Services (9,878,709) (1,456,051) (11,334,760) Cash Paid to Employees for Services (1,291,055) (1,291,055) NET CASH USED FOR OPERATING ACTIVITIES (7,664,932) (1,369,185) (9,034,117)

CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Operating Grants and Subsidies 7,365,817 963,734 8,329,551 Nonoperating Expenses Paid (3,425) (3,425) Pass-through Payments (20,000) (20,000) Other Income 967,375 967,375 Internal Receipts (Payments) (617,027) 617,027 NET CASH PROVIDED BY NONCAPITAL FINANCING ACTIVITIES 7,692,740 1,580,761 9,273,501

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Capital Contributions Received 1,582,917 901,052 2,483,969 Acquisition of Capital Assets (2,598,239) (1,141,445) (3,739,684) NET CASH USED BY CAPITAL AND RELATED FINANCING ACTIVITIES (1,015,322) (240,393) (1,255,715)

CASH FLOWS FROM INVESTING ACTIVITIES Interest Received on Pooled Investments 81,450 (4,669) 76,781 NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES 81,450 (4,669) 76,781

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (906,064) (33,486) (939,550)

Cash and Cash Equivalents at Beginning of Year 8,735,426 57,816 8,793,242 CASH AND CASH EQUIVALENTS AT END OF YEAR $ 7,829,362 $ 24,330 $ 7,853,692 RECONCILIATION OF CASH AND CASH EQUIVALENTS TO THE COMBINING BALANCE SHEET Cash and Cash Equivalents $ 5,809,137 $ 5,809,137 Restricted Cash and Cash Equivalents 2,020,225 $ 24,330 2,044,555 CASH AND CASH EQUIVALENTS AT END OF YEAR $ 7,829,362 $ 24,330 $ 7,853,692 RECONCILIATION OF NET LOSS FROM OPERATIONS TO NET CASH USED FOR OPERATING ACTIVITIES: Net Loss From Operations $ (10,547,448) $ (1,389,259) $ (11,936,707) Adjustments to Reconcile Net Loss from Operations to Net Cash Used for Operating Activities: Depreciation 2,132,503 17,615 2,150,118 Changes in Operating Assets, Deferred Outflows of Resources, Liabilities and Deferred Inflows of Resources: Accounts Receivable and Due from Other Governments 1,038,498 (4,383) 1,034,115 Net Pension Liability and Related Deferred Outflows/Inflows (97,770) (97,770) Accounts Payable and Due to Other Governments (416,255) 6,842 (409,413) Accrued Wages 13,690 13,690 Unearned Revenue 168,490 168,490 Other Post-Employment Benefits 48,764 48,764 Accrued Compensated Absences (5,404) (5,404) NET CASH USED FOR OPERATING ACTIVITIES $ (7,664,932) $ (1,369,185) $ (9,034,117)

36

COMPLIANCE REPORTS

550 Howe Avenue, Suite 210 Sacramento, California 95825 Telephone: (916) 564-8727 FAX: (916) 564-8728

INDEPENDENT AUDITOR’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS, THE TRANSPORTATION DEVELOPMENT ACT AND OTHER STATE PROGRAM GUIDELINES

To the Board of Directors Yolo County Transportation District Woodland, California

We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the Yolo County Transportation District (the District), as of and for the year ended June 30, 2017, and the related notes to the financial statements, which collectively comprise the District’s basic financial statements, and have issued our report thereon dated February 28, 2018.

Internal Control Over Financial Reporting

In planning and performing our audit of the financial statements, we considered the District’s internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the District’s internal control. Accordingly, we do not express an opinion on the effectiveness of the District’s internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity’s financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

Compliance and Other Matters (including Other State Grant Programs)

As part of obtaining reasonable assurance about whether the District’s financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. Our audit was further made to determine that Transportation Development Act (TDA) Funds allocated and received by the District were expended in conformance with the applicable statutes, rules and

37 To the Board of Directors Yolo County Transportation District regulations of the TDA and Section 6667 of the California Code of Regulations. We also tested the receipt and appropriate expenditures of other state grant funds, as presented in Note J to the financial statements, in accordance with other state grant program statutes and guidelines. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards, the TDA or other state grant program requirements.

Purpose of this Report

The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards, the TDA and other state grant programs in considering the entity’s internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

February 28, 2018

38 550 Howe Avenue, Suite 210 Sacramento, California 95825 Telephone: (916) 564-8727 FAX: (916) 564-8728

INDEPENDENT AUDITORS' REPORT ON COMPLIANCE FOR EACH MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY THE UNIFORM GUIDANCE

To the Board of Directors Yolo County Transportation District Woodland, California

Report on Compliance for Each Major Federal Program

We have audited the Yolo County Transportation District's (the District) compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the District's major federal programs for year ended June 30, 2017. The District's major federal programs are identified in the summary of auditor’s results section of the accompanying schedule of findings and questioned costs.

Management’s Responsibility

Management is responsible for compliance with federal statutes, regulations, and the terms and conditions of its federal awards applicable to its federal programs.

Auditor’s Responsibility

Our responsibility is to express an opinion on compliance for each of District’s major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the District’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal program. However, our audit does not provide a legal determination of the District’s compliance.

Opinion on Each Major Federal Program

In our opinion, the District complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on each of its major federal programs for the year ended June 30, 2017.

39 To the Board of Directors Yolo County Transportation District

Report on Internal Control Over Compliance

Management of the District is responsible for establishing and maintaining effective internal control over compliance with the type of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the District's internal control over compliance with the types of requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of internal control over compliance.

A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose.

February 28, 2018

40 YOLO COUNTY TRANSPORTATION DISTRICT

SCHEDULE OF FINDINGS AND QUESTIONED COSTS

For the Year Ended June 30, 2017

A. SUMMARY OF AUDITOR’S RESULTS

Financial Statements

1. Type of auditor’s report issued: Unmodified

2. Internal controls over financial reporting:

a. Material weaknesses identified No

b. Significant deficiencies identified not considered to be material weaknesses? No

3. Noncompliance material to financial statements noted? No

Federal Awards

1. Internal control over major programs:

a. Material weaknesses identified? No

b. Significant deficiencies identified not considered to be material weaknesses? No

2. Type of auditor’s report issued on compliance for major programs: Unmodified

3. Any audit findings disclosed that are required to be reported in accordance with 2 CFR Section 200.516(a)? No

4. Identification of major programs:

CFDA Number Name of Federal Program

20.507 Federal Transit Formula Grants (Urbanized Area Formula Program), FTA Section 5307; CFDA 20.507

5. Dollar Threshold used to distinguish between Type A and Type B programs? $750,000

6. Auditee qualified as a low-risk auditee under 2 CFR Section 200.516(a)? Yes

41 YOLO COUNTY TRANSPORTATION DISTRICT

SCHEDULE OF FINDINGS AND QUESTIONED COSTS (Continued)

For the Year Ended June 30, 2017

B. CURRENT YEAR FINDINGS – FINANCIAL STATEMENT AUDIT

None

C. CURRENT YEAR FINDINGS AND QUESTIONED COSTS – MAJOR FEDERAL AWARD PROGRAMS AUDIT

None

D. PRIOR YEAR FINDINGS – FINANCIAL STATEMENT AUDIT

None

E. PRIOR YEAR FINDINGS AND QUESTIONED COSTS – MAJOR FEDERAL AWARD PROGRAMS AUDIT

None

42 YOLO COUNTY TRANSPORTATION DISTRICT

SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS

For the Year Ended June 30, 2017

Pass-through Federal Entity Program Federal Grantor/Pass-through Grantor/ CFDA Identifying or Award Program or Cluster Title Number Number Amount Expenditures

U.S. Department of Transportation, Federal Transit Administration - Direct Award Federal Transit-Formula Grants, Section 5307 20.507 CA-90-Z253 $ 1,916,535 $ 246,139 Federal Transit-Formula Grants, Section 5307 20.507 CA-2017-143-00 3,518,096 1,899,392 Federal Transit-Formula Grants, Section 5307 20.507 CA-90-Y854-03 6,630,693 758,360 Federal Transit-Formula Grants, Section 5307 20.507 CA-90-Y924-03 870,000 Federal Transit-Formula Grants, Section 5307 20.507 CA-95-X126-02 2,583,268 865,442 15,518,592 3,769,333

U.S. Department of Transportation, Federal Transit Administration Passed through the California Department of Transportation, Division of Mass Transportation Enhanced Mobility of Seniors and Individuals with Disabilities 20.513 64A016-00199 300,000 29,122 Enhanced Mobility of Seniors and Individuals with Disabilities 20.513 64A016-00082 300,000 75,336 600,000 104,458

U.S. Department of Transportation, Federal Transit Administration Passed through the California Department of Transportation, Division of Mass Transportation Formula Grants for Rural Areas, Section 5311 20.509 64BO17-00440 130,879 130,879 Total passed through the California Department of Transportation, Division of Mass Transportation 730,879 235,337

TOTAL FEDERAL AWARDS $ 16,249,471 $ 4,004,670

See accompanying notes to schedule of expenditures of federal awards.

43 YOLO COUNTY TRANSPORTATION DISTRICT

NOTES TO SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS

For the Year Ended June 30, 2017

NOTE A – BASIS OF PRESENTATION

The accompanying schedule of expenditures of federal awards (the Schedule) includes the federal grant activity of the Yolo County Transportation District (the District) under programs of the federal government for the year ended June 30, 2017. The information in this schedule is presented in accordance with the requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Because the Schedule presents only a selected portion of the District’s operations, it is not intended to be and does not present the financial position, changes in net position, or cash flows of the District.

NOTE B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Expenses reported on the Schedule are reported on the accrual basis of accounting. Such expenses are recognized following the cost principles contained in the Uniform, wherein certain types of expenses are not allowable or are limited as to reimbursement.

NOTE C – INDIRECT COST ALLOCATION PLAN

The District does not allocate any indirect costs to its federal programs.

NOTE D – SUBRECIPIENTS

There were no subrecipients of the District’s programs during the year ended June 30, 2017.

NOTE E – JUNE 30, 2016 AWARDS INCLUDED ON SCHEDULE

The Federal Transit Formula Grants, CFDA 20.507, CA-2017-143-00, includes awards approved during the year ended June 30, 2017 to reimburse $161,819 of ADA operating assistance, $426,852 of City of Woodland operating expenses and $178,789 of City of Woodland preventive maintenance expenses incurred during the year ended June 30, 2016. These awards were not included on the June 30, 2016 SEFA due to the awards not being approved by the grantor until September 2017 and the award amounts not being known when the June 30, 2016 SEFA was prepared. As a result, the award amounts were included as revenue in the financial statements and expenses were included on the SEFA as of and for the year ended June 30, 2017.

44

2018-19 PROPOSED PRELIMINARY BUDGET Yolo County Transportation District

Prepared By:

Terry Bassett, Executive Director Janice Phillips, Deputy Director of Finance, Grants and Procurement Kathy Souza, Executive Assistant

April 30, 2018

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TABLE OF CONTENTS Page

April 16, 2017 Memorandum 5-8

SECTION 1: Budgets 9-17

Table A: Change in Overall Expenses & Revenues 9 Table B: LTF & STA Impacts 10 Table C-1, C-2: Fixed Route Operating Expenses 11-12 Table C-3: Fixed Route Operating Revenues 13 Table C-4 Fixed Route Capital Expenses and Revenues 14 Table D-1: Paratransit Operating Expenses and Revenues 15 Table D-2: Paratransit Capital Expenses and Revenues 16 Table E: Capital Projects 17

SECTION 2: Fixed Route Narrative 18-26

Fixed Route Operating and Other Activity Expense Assumptions 18-22 Fixed Route Operating and Other Activity Revenue Assumptions 23-24 Fixed Route Capital Expense and Revenue Assumptions 24 Table F: Fixed Route Service Descriptions 24-26

SECTION 3: Paratransit Narrative 27-28

Paratransit Operating Expense Assumptions 28 Paratransit Operating Revenue Assumptions 28 Paratransit Capital Expense and Revenue Assumptions 28

SECTION 4: Appendices 29-45

Appendix A: 2018/19 Fixed Route Operating Expenses and Revenues By 29-32 Sub-Activity Appendix B: Summary of Fixed Route Expense and Revenue Changes 33-34 Appendix C: YCTD Fixed Route Core Service Costs by Route 35 Appendix D: Summary of Paratransit Expense and Revenue Changes 36-37 Appendix E: 2018/19 Fixed Route Operating Expenses by Type 38 Appendix F: 2018/19 Fixed Route Operating Revenues By Source 39 Appendix G: 2018/19 Paratransit Operating Expenses by Type 40 Appendix H: 2018/19 Paratransit Operating Revenues By Source 41 Appendix I: 2018/19 Capital Expenses By Project Category 42 Appendix J: 2018/19 Capital Revenues By Source 43 Appendix K: 2018/19 Unrestricted Reserve Calculation 44 Appendix L: About YCTD 45

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City of Davis – City of West Sacramento – City of Winters City of Woodland – County of Yolo EX Officio – Caltrans District 3 – University of California, Davis

MEMORANDUM

DATE: April 30, 2018

TO: Xochitl Rodriguez, Chair, And Members of the Yolo County Transportation District

FROM: Terry V. Bassett, Executive Director

RE: Introduction of Preliminary YCTD Budget 2018/19

Enclosed is the Yolo County Transportation District (YCTD) Preliminary budget for the 2018/19 fiscal year. YCTD is the public transportation operator that provides both fixed route and paratransit services throughout Yolo County, as well as into Sacramento and Solano Counties. YCTD uses a contract with Transdev, Incorporated to provide these services. YCTD is also the Congestion Management Agency for Yolo County, coordinating and advocating regional, state, and federal funding for a number of road and alternative transportation projects.

This budget, like last year’s budget, depends heavily upon use of $1,516,126 in reserves to offset fixed route operating expenses, plus $474,193 to offset paratransit operating expenses. It also utilizes one- time liability insurance credits of $86,249. Paratransit services are particularly hard hit next year when $150,000 in federal Section 5310 funds for New Freedoms service beyond ADA will no longer be available. At some point, the board should review services in “premium” service areas, which exceed ADA requirements and have been limited to medical related trips. Staff is not advocating abandoning transportation for those needing to get to and from medical appointments for such purposes as kidney dialysis and cancer treatment; however, there may be a need to reconfigure how transportation to and from such medical centers can be coordinated, provided and/or funded.

Prior to the subsequent 2019/20 fiscal year, staff proposes to have a Comprehensive Operational Analysis performed to streamline and make fixed route and paratransit operations more efficient.

Transdev Contract

In early 2018, staff undertook a competitive Request for Proposals (RFP) process to select a vendor and finalize a 7-year base contract, with renewal options for up to five (5) additional years. Transdev was Page 5 of 45

selected for the next contract. The attached budget reflects the new contract rates in Transdev’s best and final offer from that process, as well as a limited number of options that staff recommend exercising.

The new contract with Transdev includes 20 additional options, which may be exercised at any time, including:

1. Transdev continues providing transportation services to the Adult Day Health Care Center in Woodland, using ADHC vehicles. (This will require a separate contract between Dignity Health Care and Transdev.) 2. Transdev would operate transit service between the UC Medical Center and UC Davis. Note that this concept, including service level and vehicle selection, is undergoing review. One suggested made by YCTD’s Executive Director is that Transdev and Sacramento Regional Transit District each run one-half the service. 3. Microtransit (flexible, on-demand rides using a smart phone app, or phone call, for hailing a vehicle) in as many as six (6) areas or corridors. 4. Provision of shuttle service between the Davis Rail Depot and the UC Davis campus, using autonomous vehicles. 5. Adjusting pricing for maintenance in the event that YCTD switches from Compressed Natural Gas (CNG) buses to electric buses. 6. If Transdev is selected to clean and repair shelters and solar power lighting systems in the City of Woodland and unincorporated areas west and north of Woodland, using a .40 FTE employee. (87.5% of the time and costs would be attributable to Woodland with the remaining 12.5% attributable to rural county routes.) Includes $39,751 in the preliminary budget. 7. A rate per mechanic hour for maintenance work on outside vehicles operated by non-profit agencies. Also, a rate per vehicle per wash for outside vehicles was also proposed. 8. Adjusting pricing for maintenance in the event that YCTD switches from full size CNG buses to smaller CNG or electric buses. 9. Cost per vehicle and per employee for certifications required in the event vehicle use is re- classified as General Public Paratransit Vehicle (GPPV). 10. Change in maintenance related rates if YCTD hired all maintenance related employees. 11. Change in rates if YCTD took over the purchase of all parts and supplies associated with maintenance. 12. Change in rates if liability and physical damage insurance switched from the California Transit Insurance Pool, which includes YCTD, to Transdev provided coverage. 13. If Transdev, or its subcontractor, Paratransit Incorporated, provided fixed route travel training to persons determined ineligible for paratransit services. This grant funded project ($18,628) is included in the preliminary budget; however staff intend to solicit competitive proposals before choosing a vendor. 14. If Transdev was assigned the duty of collecting, securing, counting, transporting, depositing and reconciling fare revenues. 15. Additional costs if staff are added or deleted. 16. If Transdev was asked to inspect Transit Network Company vehicles, taxis and other transportation related vehicles for safety compliance. 17. If Transdev created and filled a Quality Assurance Manager position. Includes $101,250 in the preliminary budget. 18. Additional costs if YCTD decides to choose one of three ideas and incentives to attract and retain employees. Two of the three incentives (adjustment in bonuses--$12,000 and upgrade in health insurance--$68,759) are assumed in the preliminary budget. 19. Other cost savings and ridership generating ideas and proposals (Mobile Eye Shield Plus

Page 6 of 45

collision avoidance system, electronic fare ticketing). 20. If Transdev, or its subcontractor, Paratransit Incorporated, provided comprehensive mobility assessments and determined eligibility of ADA riders. This grant funded project ($86,658) is included in the preliminary budget; however staff intend to solicit competitive proposals before choosing a vendor.

Fixed Route Service Operating Cost Allocations

When the RFP for service was released, all in-service “quick trips” (certain trips that were basically deadhead trips but open to the public) were removed. The resulting net subsidy requirements from each jurisdiction have shifted their relative proportionate share of service.

The Cities of Davis and West Sacramento benefited the most by elimination of quick trips; whereas, the City of Woodland and County of Yolo saw their percentage of revenue miles and revenue hours go up. The County percentages went up the most because two more round trips on the casino serving route 215 have been added. For the City of Winters, the percentages remained about the same.

2018/19 2017/18 Share of Miles Share of Hours Share of Miles Share of Hours West Sac 398,743.27 21.28% 26,926.77 27.50% West Sac 467,065.11 23.21% 28,502.19 27.88% Davis 536,649.31 28.64% 25,217.03 25.75% Davis 611,154.15 30.38% 27,651.61 27.05% Woodland 476,804.54 25.45% 28,047.81 28.64% Woodland 492,301.27 24.47% 28,637.99 28.02% Winters 71,078.44 3.79% 2,857.78 2.92% Winters 74,548.76 3.71% 2,962.12 2.90% County 390,357.45 20.83% 14,876.05 15.19% County 366,843.07 18.23% 14,462.38 14.15% 1,873,633.01 100.00% 97,925.45 100.00% 2,011,912.36 100.00% 102,216.28 100.00% -

Alternatively, staff could go back and reinsert the previous quick trips to calculate revised net subsidies associated with the four cities and County. This will be discussed at the YCTD Board meeting of May 14, 2018.

Paratransit Service Operating Cost Allocations

Staff has revised the proposed split in paratransit operating costs, based on July 1, 2017 through March 31, 2018 data reflecting the combined percentage of hours and miles attributable to each jurisdiction. The following are the results in terms of share operating costs:

2018/19 2017/18 West Sacramento 20.00% 24.43% Davis 32.80% 32.88% Woodland 41.70% 38.69% County 5.50% 4.00% 100.00% 100.00%

The subsequent pages in this document are organized by Sections. Section 1 is the budget itself, Section 2 is a narrative under the fixed route category, Section 3 is a narrative under paratransit, and Section 4 consists of Appendices providing additional backup information.

Page 7 of 45

SECTION 1: Budgets

The proposed overall YCTD budget is $18,944,361 (Table A), made up of two major categories:

 $16,131,957 for operating and planning, including $14,121,448 for fixed route operations and other activities and $2,010,509 for paratransit.  $2,812,404 for capital projects, including $2,549,233 for fixed route capital and $263,171 for paratransit.

The proposed operating and planning budget for all programs will be 2.11% more than the previous year’s budget. Capital expenses will be 67.49% lower than the previous year’s budget, largely because only one paratransit vehicle purchase is in the Preliminary budget; whereas, in FY 2017/18, eight (8) new buses were purchased.

The following noteworthy changes affect the fixed route and paratransit operating budgets, with a total net increase of $333,498 over the previous fiscal year:  Changes in Labor & Benefits (+$23,694)  Changes in Services (+$83,188)  Insurance (+$276,187)  Utilities (+62,159, which will be offset by utility payments from Transdev)  Loan Amortization for Third CNG Skid (-$16,548) (Only one of two semi-annual payments anticipated in 2018/19)  Outside CNG Fuel Related Expenses (-$132,966)  Purchased Transportation for Paratransit (+$56,889)  Purchased Transportation for Fixed Route (+$47,835)  Purchased Transportation Y-Shuttle (-$81,960)  Combined Other Changes (+$15,020)

Table B shows the overall impact of the YCTD budget to Local Transportation Funds and State Transit Assistance Funds.

Within these totals is a series of tables:

Tables C-1 thru C-3: Fixed Route Operating Expenses and Revenues with other Activities Table C-4: Fixed Route Capital Expenses and Revenues Table D-1: Paratransit Operating Expenses and Revenues Table D-2: Paratransit Capital Expenses and Revenues

Page 8 of 45

Table A

Change in Overall Expenses 2017/2018 TO 2018/2019

Operating/Other Capital Total Core Fixed Route $ 13,342,943 $ 2,549,233 $ 15,892,176 Paratransit $ 2,010,509 $ 263,171 $ 2,273,680

OTHER ACTIVITIES: Comprehensive Operational Analysis $150,000 $ - $ 150,000 Y-Shuttle $ 103,655 $ - $ 103,655 County Pass-Thru to Unitrans $ 25,000 $ - $ 25,000 Public CNG Costs Related to Outside Sales $ 466,224 $ - $ 466,224 Yolo Transportation Management Association $ 33,626 $ - $ 33,626 Total 2018/2019 Budget $ 16,131,957 $ 2,812,404 $ 18,944,361 Total 2017/2018 Budget $ 15,798,459 $ 8,649,750 $ 24,448,209

Change $ 333,498 $ (5,837,346) $ (5,503,848)

Percent Change 2.11% -67.49% -22.51%

Change in Expenses $18,000,000

$15,798,459 $16,131,957 $16,000,000

$14,000,000

$12,000,000

$10,000,000 $8,649,750

$8,000,000

$6,000,000 ``

$4,000,000 $2,812,404

$2,000,000

$0 Operating Capital 17/18 18/19

Page 9 of 45

7.5% 8.5% 8.6% 7.6% 8.8% -8.1% 92.1% 14.5% 10.4% 93.7% 15.7% 12.2% Change Change $0 $0 $372,608 $213,403 $2,305,906 $2,678,514 $1,849,248 $9,494,453 $1,534,196 $5,055,577 $1,067,014 $11,028,649 2018/19 2018/19 $2,062,651 $6,122,591 Preliminary Preliminary Total $0 $0 $193,952 $232,142 $792,091 $950,833 $2,144,594 $2,338,546 $1,674,482 $1,900,702 $8,741,853 $9,533,944 $4,699,560 $5,625,551 Final Final West Sacramento 2017/18 2017/18 $56,168 Final Final $177,156 $228,261 $792,091 $226,732 $945,199 2016/17 2016/17 $2,489,060 $2,697,758 $1,645,195 $1,929,624 $4,554,599 $5,726,530 $10,165,231 $11,017,546 9.2% 92.0% 16.1% 13.6% 21.0% 16.1% 17.3% 24.8% 40.8% 52.0% 43.7% 107.6% Change Change $0 $0 $58,686 $417,836 $444,945 $211,119 $263,618 $322,304 $2,585,800 $3,003,636 $1,338,421 $1,306,520 $1,517,639 2017/18 2018/19 $1,783,366 Preliminary Preliminary $0 $0 County $38,609 Woodland $217,605 $367,645 $101,700 $187,264 $224,303 Final $2,369,029 $2,586,634 $1,178,081 $1,536,347 Final $1,114,126 $1,215,826 2017/18 2017/18 Table B $54,289 $92,735 $40,204 $48,226 Final Final $198,261 $361,499 $138,099 $226,529 2016/17 2016/17 $2,792,619 $3,026,769 $1,141,473 $1,557,261 $1,305,164 $1,414,597 5.8% 5.9% -4.9% -1.5% 90.8% 12.8% 12.0% 93.3% 13.0% 12.2% 12.2% Change Change $0 $0 $0 $50,849 $481,784 $349,981 $314,680 $365,529 $165,633 $165,633 $2,981,547 $3,463,331 $1,438,657 2018/19 2018/19 $1,788,638 Preliminary Preliminary $0 $0 $0 Davis Winters $26,306 $252,528 $312,437 $297,155 $323,461 $147,652 $147,652 Final $2,816,949 $3,069,477 $1,512,081 $1,816,547 Final 2017/18 2017/18 $0 $8,300 Final $67,771 Final $23,663 $230,238 $307,213 $337,590 $365,896 $133,147 $141,447 2016/17 2016/17 $3,240,798 $3,512,526 $1,496,685 $1,871,669

Estimate by Jurisdiction Estimate by Jurisdiction Estimate Estimate by Jurisdiction Estimate by Jurisdiction Estimate ESTIMATED2018/19 LTF STA& TO YCTD BYJURISDICTION YCTD to LTFSTA & YCTD to LTFSTA & (Local Transportation Fund & State Transit Assistance Transit Fund) State & Fund Transportation (Local LTF STA Route Fixed YCTD Capital YCTD Service Paratransit YCTD TotalRequired STA & LTF LTF STA Route Fixed YCTD Capital YCTD Service Paratransit YCTD TotalRequired STA & LTF

Page 10 of 45

Table C-1 PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET

APPROVED REQUEST PERCENT

Account OPERATING EXPENSES 2017/18 2018/19 CHANGE CHANGE 1101 Regular Employees $888,479 $889,443 $964 0.11% 1102 Extra Help $50,000 $50,000 $0 0.00% 1103 Overtime $5,000 $5,000 $0 0.00%

1107 Cash out (Mgmt Leave Buy-Back) $4,000 $4,000 $0 0.00% Expenses Operating SUBTOTAL LABOR $947,479 $948,443 $964 0.10%

1201 YCTD Contribution to Retirement $154,213 $170,672 $16,458 10.67% 1202 YCTD Contribution to Social Security $3,100 $3,100 $0 0.00% 1203 YCTD Contribution to MEDICARE $13,606 $13,621 $15 0.11% 1300 YCTD Contribution to Health Ins. $186,612 $189,893 $3,281 1.76% 1301 YCTD Contribution to OPEB $109,000 $112,000 $3,000 2.75% 1400 YCTD Contribution to Unemp. Ins. $6,440 $6,440 $0 0.00% 1500 Worker's Compensation Insurance $11,035 $11,011 ($24) -0.22% 1600 Other Fringe Benefits $32,100 $32,100 $0 0.00% SUBTOTAL BENEFITS $516,106 $538,837 $22,730 4.40%

SUBTOTAL LABOR & BENEFITS $1,463,585 $1,487,279 $23,694 1.62%

2170 Housekeeping Expense $17,502 $17,922 $420 2.40% 2271 Maintenance-Equipment $686,460 $572,719 ($113,741) -16.57% 2272 Maintenance-Bldgs & Improvement $82,000 $183,851 $101,851 124.21% 2423 Legal Services $25,000 $25,000 $0 0.00% 2429 Professional & Spec. Services $283,073 $377,731 $94,658 33.44% 2548 Training Expense $25,550 $25,550 $0 0.00% 2557 Trustees, Commissioners, Dir. $6,800 $6,800 $0 0.00% SUBTOTAL SERVICES $1,126,385 $1,209,573 $83,188 7.39%

2613 Fuel YCTD $1,070,751 $1,125,298 $54,547 5.09% 2613 Fuel Outside Use $599,190 $466,224 ($132,966) -22.19% SUBTOTAL FUEL & LUBRICANTS $1,669,942 $1,591,523 ($78,419) -4.70%

Page 11 of 45

Table C-2 PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET

APPROVED REQUEST PERCENT

Account OPERATING EXPENSES 2017/18 2018/19 CHANGE CHANGE 2130 Food $3,696 $3,696 $0 0.00% 2390 Office Expense $27,200 $20,700 ($6,500) -23.90% 2391 Postage $11,000 $7,800 ($3,200) -29.09% 2392 Printing $59,941 $46,275 ($13,666) -22.80%

2520 Small Tools & Minor Equipment $47,492 $44,447 ($3,045) -6.41% Expenses Operating SUBTOTAL MATERIALS & SUPPLIES $149,329 $122,918 ($26,411) -17.69%

2090 Communications $185,026 $190,026 $5,000 2.70% 2640 Utilities $26,300 $88,459 $62,159 236.35% SUBTOTAL UTILITIES $211,326 $278,485 $67,159 31.78%

2202 Insurance-Public Liability $625,680 $880,893 $255,213 40.79% 2203 Insurance-Other Than Vehicle $21,844 $15,844 ($6,000) -27.47% 2209 Insurance-Physical Damage $26,718 $21,069 ($5,649) -21.14% SUBTOTAL CASUALTY & LIABILITY $674,242 $917,806 $243,564 36.12%

2428 Purchased Services-Transit $8,126,631 $8,092,507 ($34,125) -0.42% SUBTOTAL PURCHASED TRANSIT $8,126,631 $8,092,507 ($34,125) -0.42%

2330 Memberships $36,022 $31,753 ($4,269) -11.85% 2460 Publications & Legal Notices $2,500 $2,500 $0 0.00% 2465 Advertising $33,225 $32,575 ($650) -1.96% 2491 Rents & Leases-Equipment $400 $1,023 $623 155.84% 2492 Rents & Leases-Bldgs & Improvements $5,600 $5,800 $200 3.57% 2553 Library Books & Periodicals $980 $980 $0 0.00% 2559 Special Dept. Expense-Other $16,070 $18,070 $2,000 12.45% 2610 Transportation & Travel $43,703 $40,476 ($3,227) -7.38% 3200 Pass Through to Other Agencies $54,000 $46,126 ($7,874) -14.58% 3300 Loan Repayment $133,603 $117,054 ($16,548) -12.39% SUBTOTAL MISCELLANEOUS $326,103 $296,358 ($29,745) -9.12%

8101 CONTINGENCIES $145,000 $125,000 ($20,000) -13.79%

TOTAL OPERATING EXPENSES $13,892,543 $14,121,448 $228,906 1.65%

Page 12 of 45

Table C-3 PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET

APPROVED REQUEST PERCENT

Account OPERATING REVENUES 2017/18 2018/19 CHANGE CHANGE Operating Revenues Operating 1501 LTF--Woodland $1,178,081 $1,338,421 $160,340 13.61% 1501 LTF--Davis $1,512,081 $1,438,657 ($73,423) -4.86% 1501 LTF--West Sacramento $1,674,482 $1,849,248 $174,766 10.44% 1501 LTF -- Winters $147,652 $165,633 $17,981 12.18% 1501 LTF -- Yolo County $187,264 $263,618 $76,354 40.77% Total LTF $4,699,560 $5,055,577 $356,017 7.58%

4100 Non-Transportation Revenues (Interest) $35,000 $35,000 ($0) 0.00% 5133 State Transit Assistance (Operator Share) $0 $0 $0 0.00% 5134 State Operating - Other $35,412 $185,908 $150,496 424.99% 5140 State Motor Vehicle in Lieu Tax $0 $0 $0 0.00% 5673 FTA 5307 $2,431,243 $2,241,550 ($189,692) -7.80% 5676 FTA Section 37 (ATJ) $0 $0 $0 0.00% 5677 FTA 5311 $130,879 $130,879 $0 0.00% 6271 Passenger Fares $2,413,642 $2,338,456 ($75,186) -3.12% 6272 Special Transit Fares $17,099 $15,449 ($1,650) -9.65% 6276 Auxiliary Revenue $747,174 $646,587 ($100,587) -13.46% 6399 Other--Other $285,976 $164,749 ($121,227) -42.39% 6400 Mitigation Revenue $1,589,620 $1,791,167 $201,547 12.68% 7101 Local Operating Assistance (Unrestricted reserves) $1,506,938 $1,516,126 $9,188 0.61% Total Other Operating Income $9,192,983 $9,065,872 ($127,112) -1.38%

TOTAL OPERATING INCOME $13,892,543 $14,121,448 $228,906 1.65%

Page 13 of 45

Table C-4 PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET

APPROVED REQUEST PERCENT Account CAPITAL EXPENSES 2017/18 2018/19 CHANGE CHANGE 4300 Equipment $5,983,275 $158,149 ($5,825,126) -97.36% Revenues & Expenses Capital 4200 Facility Improvements $2,328,304 $2,391,084 $62,780 2.70% TOTAL CAPITAL EXPENSES $8,311,579 $2,549,233 -$5,762,346 -69.33%

APPROVED REQUEST PERCENT Account CAPITAL REVENUES 2017/18 2018/19 CHANGE CHANGE 1502 LTF--Woodland $0 $0 $0 N/A 1502 LTF--Davis $0 $0 $0 N/A 1502 LTF--West Sacramento $0 $0 $0 N/A 1502 LTF--Winters $0 $0 $0 N/A 1502 LTF--County of Yolo $0 $0 $0 N/A LTF CAPITAL REVENUES $0 $0 $0 0.00%

5133 State Transit Assistance $168,126 $86,940 ($81,186) -48.29% 5135 1B (OHS & PTMISEA, LCTOP) $393,686 $243,996 ($149,690) -38.02% 5675 FTA 5307/STP (large, small urban, CMAQ) $5,227,870 $306,300 ($4,921,570) -94.14% 5830 Non County Gov't Agencies $40,000 $40,000 $0 0.00% Loan $1,300,000 $1,300,000 $0 0.00% Restricted Reserves $990,458 $571,997 ($418,461) -42.25% Unrestricted Reserves $191,439 $0 ($191,439) -100.00% OTHER CAPITAL REVENUES $8,311,579 $2,549,233 ($5,762,346) -69.33%

Page 14 of 45

TABLE D-1 PROPOSED PRELIMINARY 2018/19 PARATRANSIT BUDGET

APPROVED REQUESTED PERCENT Operating Operating Account OPERATING EXPENSES 2017/18 2018/19 CHANGE CHANGE Expenses

2613 Fuel $159,211 $174,292 $15,081 9.47% 2202 Insurance-Public Liability $118,748 $151,371 $32,623 27.47% 2428 Purchased Transportation $1,502,671 $ 1,559,560 $56,889 3.79% 2429 Professional Services $105,286 $ 105,286 $0 N/A 8101 Contingencies $20,000 $20,000 $0 0.00% TOTAL OPERATING EXPENSES $1,905,916 $2,010,509 $104,593 5.49%

APPROVED REQUESTED PERCENT

Account OPERATING REVENUES 2017/18 2018/19 CHANGE CHANGE 1501 LTF -- Woodland $367,645 $444,945 $77,300 21.03% Revenues Operating 1501 LTF--Davis $312,437 $349,981 $37,544 12.02% 1501 LTF--West Sacramento $232,142 $213,403 ($18,739) -8.07%

1501 LTF -- County $38,609 $58,686 $20,077 52.00% TOTAL OPERATING LTF $950,833 $1,067,014 $116,182 12.22%

4100 Non-Transportation Revenues (Interest) $5,000 $5,000 $0 0.00% 5673 FTA 5307 $260,450 $222,369 ($38,081) -14.62% 5676 FTA 5310 (used to be New Freedom) $255,286 $84,229 ($171,057) -67.01% 6271 Passenger Fares $74,947 $64,234 ($10,713) -14.29% 6272 Special Transit Fares $45,000 $64,635 $19,635 43.63% 6399 Other $25,000 $0 ($25,000) -100.00% 6400 Mitigation Revenue $0 $28,834 $28,834 N/A Unrestricted Reserves $290,000 $474,193 $184,193 63.51% OTHER OPERATING REVENUE $955,683 $943,494 -$12,189 -1.28%

TOTAL OPERATING REVENUE $1,906,516 $2,010,509 $103,993 5.45%

TABLE D-2

PROPOSED PRELIMINARY 2018/19 PARATRANSIT BUDGET Capital Expenses & Revenues & Expenses Capital

APPROVED REQUESTED PERCENT Account CAPITAL EXPENSES 2017/18 2018/19 CHANGE CHANGE 4300 Equipment $338,171 $263,171 ($75,000) -22.18% TOTAL CAPITAL EXPENSES $338,171 $263,171 ($75,000) -22.18%

APPROVED REQUESTED PERCENT Account CAPITAL REVENUES 2017/18 2018/19 CHANGE CHANGE 1502 LTF--Woodland $0 $0 $0 0.00% 1502 LTF--Davis $0 $0 $0 0.00% 1502 LTF--West Sacramento $0 $0 $0 0.00% 1502 LTF--County $0 $0 $0 0.00% TOTAL CAPITAL LTF $0 $0 $0 0.00%

5133 State Transit Assistance $0 $0 $0 0.00% 5135 Proposition 1B $63,171 $63,171 $0 0.00% 5676 FTA 5310 Capital $60,000 $60,000 $0 0.00% 5830 Non County Gov't Agencies $140,000Page 15 of 45$140,000 $0 0.00% Restricted Reserves $75,000 $0 ($75,000) -100.00% TOTAL CAPITAL REVENUE $338,171 $263,171 ($75,000) -22.18%

TABLE D-2

PROPOSED PRELIMINARY 2018/19 PARATRANSIT BUDGET Capital Expenses & Revenues & Expenses Capital

APPROVED REQUESTED PERCENT Account CAPITAL EXPENSES 2017/18 2018/19 CHANGE CHANGE 4300 Equipment $338,171 $263,171 ($75,000) -22.18% TOTAL CAPITAL EXPENSES $338,171 $263,171 ($75,000) -22.18%

APPROVED REQUESTED PERCENT Account CAPITAL REVENUES 2017/18 2018/19 CHANGE CHANGE 1502 LTF--Woodland $0 $0 $0 0.00% 1502 LTF--Davis $0 $0 $0 0.00% 1502 LTF--West Sacramento $0 $0 $0 0.00% 1502 LTF--County $0 $0 $0 0.00% TOTAL CAPITAL LTF $0 $0 $0 0.00%

5133 State Transit Assistance $0 $0 $0 0.00% 5135 Proposition 1B $63,171 $63,171 $0 0.00% 5676 FTA 5310 Capital $60,000 $60,000 $0 0.00% 5830 Non County Gov't Agencies $140,000 $140,000 $0 0.00% Restricted Reserves $75,000 $0 ($75,000) -100.00% TOTAL CAPITAL REVENUE $338,171 $263,171 ($75,000) -22.18%

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Table E

Preliminary Capital Expenditures: FY 2018/19

Fixed Route

Bus Component Overhauls/Replacements

Safety & Security Improvements $89,303 Connect Card Equipment (spares) $16,000 Connect Card Equipment $17,500 Other Connect Card Equipment $35,346 SUBTOTAL $158,149 Facility Improvements Site Selection Study, Environmental $162,500 Bus Stop Improvements for Casino Route (if grant funded) $40,000 E-Lockers $35,961 Third CNG Skid $1,300,000 Bus Washer, Water Recycler Replacement, Pavement Work, and Other Facility Improvements $202,971 Bus stop improvements ($110k Lemen Ave, $33,800 other) $143,800 Safety & Security--Bus Stop Safety Improvements $196,111 Safety & Security--Bus Stop Safety Improvements $172,915 Safety & Security Improvements $67,386

$2,321,644 Other Equipment Office Equipment $19,440 Shop Equipment $50,000 SUBTOTAL $69,440 TOTAL FIXED ROUTE: $2,549,233

Paratransit Replace One Paratransit Vehicle (including accessories) $140,000 Novus Customer Information Module and IVR System $123,171 TOTAL PARATRANSIT: $263,171

Combined TOTAL ALL CAPITAL $2,812,404

Page 17 of 45

SECTION 2

Fixed Route Service Narrative

Total Estimated Fixed Route Ridership: Approximately 1.3 million

This fixed route budget unit includes all Yolobus fixed route bus services, plus other activities, including the Y-Shuttle (a mitigation measure largely associated with events at the Golden One Center), pass- through of County funds to Unitrans, the provision and sale of compressed natural gas (CNG) to outside parties, and a minor amount related to managing the Yolo Transportation Management Association, a non-profit entity that works with employers in the region and their employees to reduce vehicle miles traveled.

Fixed Route Operating and Other Activity Expense Assumptions ($14,121,448)

Core Fixed Route Services (Yolobus) ($13,342,943): a. 1.3 million Rides on local and intercity fixed route service. b. 96,925 revenue hours and 1,848,633 revenue miles, plus c. 150 hours of community transit service, plus d. 1,000 hours and 25,000 miles for extra fixed route service associated with service to and from Sacramento International Airport during school breaks and holidays, as well as other re-routes and service augmentations throughout the year. e. Cities of Davis, West Sacramento and Woodland and Route 42 This route is considered the backbone of Yolobus inter-city service, connecting these three cities, Sacramento International Airport and downtown Sacramento, with transfer opportunities for buses headed to/from Winters and Cache Creek Casino Resort. Route 42 makes up 32.7% of all Yolobus fixed route revenue hours and 37.4% of all fixed route revenue miles. It also makes up 35.3% of all fixed route ridership. The City of Davis contributes 58% of the costs net of fares on this route, while the Cities of Woodland and West Sacramento contribute 26% and 16% respectively.

This route also provides important redundancy intercity express routes, giving workers and other express bus rider trip options other than just during commute hours.

f. City of Davis: While the Preliminary budget shows no change in the service level on routes serving the City of Davis, staff will likely recommend that the single tripper from Sacramento to Davis (route 231) be replaced with an additional afternoon peak hour route 43 trip from Sacramento to Davis. We are also working with Transdev to make certain that Page 18 of 45

express bus trippers that start out in Sacramento leave the Woodland yard early enough to start the afternoon peak hour runs on time.

g. City of West Sacramento: The proposed budget assumes:

 Continuation of modified local West Sacramento/Sacramento schedules so that the net effect provides bus service between the West Sacramento Transit Center and downtown Sacramento approximately every 20 minutes; and  Coordination efforts between YCTD and the City of West Sacramento regarding its flexible, on demand microtransit service, operated by Via, Incorporated, which is anticipated to start sometime in May, 2018.  Staff has established rates with Transdev for microtransit service in the City of West Sacramento, in the event the city decides to change its approach or contractors.  The budget also assumes that YCTD will continue to park out buses in a facility made available by the City of West Sacramento, or at an alternative site if preferred. h. City of Winters: In the Summer of 2016, YCTD began deviating Winters bus route 220 to serve Kaiser Hospital and Solano Community College in Vacaville. The hospital is served Monday through Saturday, while the college is served on weekdays only. This service will continue.

The City of Winters contribution, using Local Transportation Funds and rural Section 5311 FTA credits, pays for 85% of the cost of this route net of fares.

YCTD staff is also investigating the feasibility of trying flexible, on-demand microtransit in Winters, as well as during off peak periods to and from Davis and Vacaville. If such service is initiated, there would likely be a corresponding reduction in traditional off-peak fixed route service in those corridors. i. City of Woodland: The existing level of service is proposed to continue. YCTD has also has an option for flexible, on-demand microtransit service in the Woodland area, in the event that the city wishes to explore microtransit to underserved, underutilized areas, like Spring Lake and areas on the north side of the city. j. County of Yolo: Dunnigan, Yolo and Knights Landing routes 216 and 217, operate only two or three days a week and are in need of re-structuring.  Knights Landing is currently served three days a week with two round trips per day, plus one Saturday each month. Staff may recommend the following change: o Serve Knights Landing two days a week, but with three round trips both of those days; and o Consider an alternative to the current bus service to Knights Landing one Saturday per month.  Dunnigan would continue to be served two days a week with two round trips per day; however, this route needs to be re-structured.  Alternatively, YCTD staff is investigating the merits of offering a flexible on-demand microtransit shuttle from these communities when a vehicle would not be sent until a certain minimum number of ride requests is reached. Page 19 of 45

 The County of Yolo also pays for 15% of the cost net of fares for Winters serving route 220, which also includes a stop at El Rio Villa Housing in unincorporated Yolo County.  The County of Yolo and the Yocha Dehe Tribe of the Wintun Nation together have funded 17 round trips per day, 365 days annually between Woodland and Cache Creek Casino Resort, in Brooks. The proposed Preliminary budget includes two more added round trips to the casino, as a mitigation measure that was agreed to by the County and the Tribe. In addition, staff will work with the Tribe and the City of Woodland to pursue certain bus stop improvements, including the possibility of designating Park-and-Ride spots for commuters and visitors traveling to and from the casino resort. k. Personnel  Eleven (11) in-house positions are currently in the budget, including one position that also undertakes extra support activities associated with the Yolo Transportation Management Association, as well as the Y-Shuttle and other re-routes that continuously occur in downtown Sacramento.  Due to the recent departure of one Deputy Director, and pending approval from the YCTD Board, the Senior Transportation Planner may be promoted to the Deputy Director position, at least temporarily. While the net result would be a vacant Senior Transportation Planner position, the Executive Director may recommend that the position not be filled until a later date, which could free up enough resources to implement an aggressive marketing campaign to attract new customers and grow ridership.  The preliminary budget assumes each employee, except the Executive Director, receives a three percent (3%) adjustment to their wage on their anniversary date, most of which are between September and April of each year. This can be accomplished without significantly increasing the budget for salaries and benefits, as replacing the departing Deputy Director will likely occur at an initial step.  There are several YCTD employees who are at the top of their pay ranges, and this matter is being reviewed. The net result of the Executive Director’s recommendation will be that no employee would receive more than the 3% adjustment in any year.  YCTD utilizes approximately 4-5 Interns (most are recruited from U.C. Davis) to help in data gathering, service planning and service support activities, such as marketing. The preliminary budget assumes continuation of this program and $53,115 in reimbursements from Caltrans.  Effective on or before August 1, 2018, YCTD’s transit contractor, Transdev Transportation, will have approximately 121 FTE employees:  80 drivers  10 mechanics  6.8 utility workers/cleaners  2 parts clerks  1 handyman/janitor  10 dispatchers, road supervisors and trainers  4 customer service  6 managers (GM, Ops Manager, Maintenance Manager, Safety & Training Manager and Human Resources Manager, Quality Assurance Manager)

Page 20 of 45

 1 office clerk With the YCTD facility being staffed 24/7 by Transdev employees, this amounts to 168 hours a week that these employees are being spread over.

l. Contractor Rate Adjustments: Pending the finalization of a new 7-year base agreement, and the possibility of extension options for up to five (5) additional years, the fixed route and paratransit contract with Transdev has annual escalators. While the annual unit rates paid to Transdev per month, hour and mile of service vary between 2.10% and 5.56%, overall purchased transportation is expected to actually decrease by only .24% from the previous budget, because Y-Shuttle purchased transportation expenses are anticipated to be 53.9% lower than assumed in the previous fiscal year.

m. Other Projects: YCTD is also involved with the following projects, all of which involve little or no funding from YCTD:

 Continued participation in the West Sacramento/Downtown Sacramento Streetcar project, including planning for how best to feed the streetcar at the West Sacramento Transit Center.

 Developed and adopted a county-wide transportation capital improvement plan (CTCIP). Over the next year, staff will embark on a public education program, identifying and communicating transportation projects included in the CTCIP.

 Continue involvement in the Capitol Corridor Joint Powers Authority for passenger train service between Auburn and San Jose, via Sacramento and Davis (YCTD has two seats on the CCJPA).

 Continue participation in the regional Bike Share project.

 Continue involvement in the rail relocation project, which has land use, economic development, transportation and flood control implications for the Cities of Woodland, Davis and Winters, as well as the County of Yolo. (No funds are specifically programmed for this purpose, but some staff time will be expended on this activity.)

Other Activities ($778,505)

a. Comprehensive Operational Analysis: The purpose of this $150,000 expense is to thoroughly review and improve fixed route and paratransit services, taking efficiency and coverage into consideration. In order to minimize utilization of limited reserves in 2018/19 and beyond, YCTD needs to reduce operating expenses net of fares by as much as $2 million, require a greater local subsidy from all five of its member jurisdictions, find new revenues and new funding partners, or undertake some combination of all three approaches. This effort should be completed by early 2019, giving staff an opportunity to incorporate any modifications into the 2019/20 budget.

b. Y-Shuttle: 1,263 hours of service for the Y-Shuttle is included to mitigate the impacts of Page 21 of 45

events at the Golden One Center when attendance exceeds 10,000 attendees. $103,655 of the overall operating budget is budgeted for such augmented service, compared to $286,568 budgeted in 17/18.

c. Unitrans: A pass-thru of $25,000 in County funds for Unitrans bus service. The UC Davis campus is located outside of the Davis City limits. The County’s contribution is minimal compared to the $6 million annual Unitrans operating budget.

d. Third Party Consumed CNG: $466,224 for expenses related to YCTD’s public dispenser include a reduction in expenses over the previous year, mostly because YCTD no longer will pay O&M fees for the public station; rather, Trillium will be responsible for charging and collecting such fees from third party buyers, such as Waste Management of Woodland.

e. Yolo TMA: YCTD now provides staff to manage activities associated with the Yolo Transportation Management Association. $12,500 in revenue from the TMA is assumed for this purpose. Additionally, $21,126 in anticipated pass-thru funds from the Yolo-Solano AQMD and LCTOP for the TMA is assumed.

Fixed Route Operating and Other Activity Revenue Assumptions: ($14,121,448)

a. Reserves: The Preliminary budget assumes a drawdown of $1,516,126 in reserves to help offset fixed route expenses. This is being done to lessen the impact on the Local Transportation Fund (LTF).

b. Outside CNG Fuel Sales: It is assumed that YCTD will receive $646,587, which will net $180,363 in outside CNG sales. Some $123,779 will apply against Yolobus operations, with the balance of $56,884 collected through 16 cents per gallon third-skid fee being applied towards the first year’s estimated $117,054 in finance fees.

c. FTA Funding: It is estimated that FTA funding towards fixed route operations will decline to $2,241,550, which is $189,025 lower than the previous budget due to the following:  Reduction in revenue for overhauls -$140,000  Reduction in preventive maintenance revenues -$ 45,524  Reduction in Y-Shuttle federal match -$ 88,252  Woodland Transit Service increase in FTA +$ 84,751 -$189,025

d. Local Match Funding for the Y-Shuttle: The Preliminary budget assumes $49,033 in local match from three cities ($15,879 from Woodland, $15,878 from Davis and $17,276 from West Sacramento), which is 64.3% lower than $137,284 assumed in the 2017/18 budget. This partly reflects the fact that intercity route 42 now runs its normal route even during large events at the Golden One Center, saving shuttle expenses.

e. Fares: Fares for FY 2018/19 are estimated to be $2,353,905, or $76,836 lower than the amount in the FY 2017/18 budget. The July, 2016 fare increase, combined with reasonably low gasoline prices, increased VMTs on the road, and activities by Transportation Network Companies, like Uber and Lyft have each hurt bus ridership. This

Page 22 of 45

had a negative effect on farebox revenue. For this reason, staff is proposing that fare increases planned for July 1, 2018 be deferred for at least one year.

f. CNG Rebate: There are no new rebates assumed in the FY 2018/19 Preliminary Budget.

g. Exterior Advertising Sales: The Preliminary budget includes $66,000 in revenue receipts anticipated from Aldrete Communications, the firm selected to manage the sale of exterior bus ads.

h. Local Transportation Funds: The net impact of all of the changes described above is that the four cities and the County will collectively need to contribute $5,055,577, or $356,017 more than they did in FY 2017/18. This is due to new contract rates, rising diesel costs, the reduction in available federal funding and a more conservative fare revenue forecast.

i. Mitigation Revenues from Tribe: The budget assumes $1,791,167 from the Yocha Dehe Wintun Nation for route 215 service, including two additional round trips per day.

j. Other Revenues: Other revenues that make up the remaining amount include interest ($35,000) and Caltrans grants ($185,908)

Fixed Route Capital Expense Assumptions: ($2,549,233) 1. No additional new buses are assumed in the preliminary budget. It takes a year or more to order and receive a new transit bus. 2. A third CNG skid is necessary to add to the two existing skids to not only meet growing use at both the bus and public dispensers, but to also provide sufficient redundancy to allow reciprocal access by other transit operators when their CNG stations are down. It is proposed that this project be financed over 7-12 years. Amount: $1,300,000. 3. Bus stop improvements are proposed throughout the region. Such improvements include bus shelters, pads, and lighting, possible bus stop surface improvements, and bicycle lockers. Amount: $219,761. 4. The current phase for a Woodland Transit Center; namely, a site selection review and environmental, is under way, using consultants. Amount: $162,500. 5. Other Safety & Security Improvements. Amount: $525,715. 6. Other Connect Card Equipment Acquired by YCTD. Amount: $68,846. 7. Upgrade bus washer, water-recycling system, extra bus overhauls if there are sufficient funds. Amount: $202,971. 8. Shop ($50,000) and Office Equipment ($19,440). Amount: $69,440.

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Table F

FIXED ROUTE BUS SERVICE DESCRIPTIONS

In FY 2018/19, YOLOBUS will provide service along 29 bus routes for a total of 256 bus trips on weekdays, 136 on Saturdays, and 123 on Sundays and Holidays. Total revenue hours are budgeted at 97,925, while revenue miles are 1,873,633 for FY 2018/19. This includes the transit services summarized below, as well as 1,000 hours and 25,000 miles for added service due to holidays, school breaks and other service delays and events.

Route Community / Destinations Total Bus Trips Cost Allocated to: 42A/42B Intercity: Woodland, Davis, West 39 loops M-F Shared: Sacramento, Sacramento 33 loops Sat Davis (58%) International Airport, Downtown 33 loops Sun Woodland (26%) Sacramento West Sacramento (16%) 35 Bridgeway Island, Southport, 15 loops M-F West Sacramento Gateway, West Sacramento Transit 11 loops Sat Center 11 loops Sun 39 Southport, Downtown Sacramento 4 AM loops West Sacramento Commute 4 PM loops 40 Northern West Sacramento, Ikea Ct, 17 loops M-F West Sacramento West Sacramento Transit Center, 12 loops Sat Downtown Sacramento 9 loops Sun 41 Ikea Ct, Northern West Sacramento, 14 loops M-F West Sacramento West Sacramento Transit Center, Downtown Sacramento 240 Ikea Ct, Reed Ave, Harbor Blvd, 15 loops M-F West Sacramento West Sacramento Transit Center, 12 loops Sat Downtown Sacramento 10 loops Sun

241 Downtown Sacramento, West 2 AM loops M-F West Sacramento Capitol Ave Industrial Blvd Commute 2 PM loops M-F 45, 45X West/Central Woodland, Downtown 5 AM trips M-F (1 trip to be Woodland Sacramento Express extended to Spring Lake)

5 PM trips M-F (1 trip to be extended to Spring Lake)) 46 East Woodland, Downtown 1 AM trip M-F Woodland Sacramento Express 1 PM trip M-F (to serve Springlake, Maxwell, Gateway park and ride) 243 Spring Lake to County Fair Fashion 1 AM trip M-F Woodland Mall, to U.C. Davis Campus (2nd trip eliminated)

1 PM trip M-F ( 2nd trip eliminated) 210 Community & Senior Center, West 12 loops M-F Woodland Woodland Loop 211 County Fair Mall, West Woodland 14 loops M-F Woodland Loop (1 loop added)

13 loops SAT Page 24 of 45

(1 loop eliminated) 11 loops SUN 212 County Fair Mall, East Woodland 14 loops M-F Woodland Loop 12 loops SAT 11 loops SUN 214 East Woodland Loop 12 loops M-F Woodland

242 Woodland, UC Davis Commute 1 AM southbound trip M-F Woodland 1 PM northbound trip M-F 220 C Winters, U.C. Davis Commute 1 AM eastbound trip M-F Shared: 1 PM westbound trip M-F Winters (85%) Davis, Winters, Vacaville 3 eastbound trips M-F County (15%) 220 3 westbound trips M-F 3 eastbound trips Sat 3 westbound trips Sat 215 Woodland, Madison, Esparto, 17 westbound trips 7 days/wk Shared: Capay, Cache Creek Casino Resort 17 eastbound trips 7 days/wk County Yocha Dehe Wintun Adding: Nation 2 westbound trips 7 days/wk 2 eastbound trips 7 days/wk (due to expansion of casino related facilities)

216 Knights Landing, Woodland 1 morning loop 3 days/wk County 1 afternoon loop 3 days/wk 1 morning loop, 1st Sat of Mo. 1 afternoon loop, 1st Sat of Mo. 217 Dunnigan, Yolo, Woodland 1 morning loop 2 days/wk County 1 afternoon loop 2 days/wk 43 Davis, Downtown Sacramento 5 AM loops M-F Davis Express 4 PM loops M-F

Reverse Commute: Downtown 1 AM loops M-F 43R Sacramento, U.C. Davis Express 1 PM loops M-F 44 South Davis, Downtown Sacramento 3 AM loops M-F Davis Express 3 PM loops M-F

230 West Davis, Downtown Sacramento 3 AM loops M-F Davis Express 3 PM loops M-F

231 Downtown Sacramento, Davis 1 PM loop M-F Davis Modified Express (this afternoon trip, which has low ridership, may be swapped out for an additional afternoon trip on route 43) 232 Davis, Downtown Sacramento 1 AM loop M-F Davis Express 1 PM loop M-F 256 Weekday Bus Trips Total 136 Saturday Bus Trips 123 Sun/Hol Bus Trips

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Other transit services under “Fixed Route” include:

 1,263 revenue hours and 18,784 revenue miles for the Y-Shuttle and other transit mitigations associated with downtown Sacramento  A $25,000 County contribution to Unitrans operations in the fixed route budget  150 hours of Community Service

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SECTION 3 Paratransit Narrative

Total Estimated Paratransit Ridership: Approximately 30,000

The Preliminary budget assumes some 20,330 revenue hours for local ADA and senior paratransit rides in West Sacramento, local ADA rides in Woodland, inter-city ADA rides for Davis, Woodland, West Sacramento and unincorporated Yolo County, and “Premium” service for ADA eligible clients traveling deeper into Sacramento and parts of Vacaville for medical related purposes.

The cost for this service will be shared using the following methodology:

YCTD Paratransit Cost Percentage by Jurisdiction 7/1/17 through 3/31/18 Weighted Average Total Hours, Passenger % of % of Miles & Origin City Minutes % of Hours Count Ridership Fare % of Fares Total Miles Miles Hours County Total 356:19:00 4.4% 511 3.1% $ 2,145.00 3.3% 12,151.70 6.5% 5.5% Davis Total 2630:33:00 32.3% 4,233 25.4% $ 17,518.00 27.0% 62,078.23 33.4% 32.8% West Sacramento Total 1567:53:00 19.3% 3,868 23.3% $ 14,589.50 22.5% 38,581.81 20.7% 20.0% Woodland Total 3582:13:00 44.0% 8,024 48.2% $ 30,706.50 47.3% 73,305.90 39.4% 41.7% 8136:58:00 100.0% 16,636 100.0% $ 64,959.00 100.0% 186,117.64 100.0% 100.0%

For comparisons, the following table compares previous allocation shares to the proposed new split:

To comply with the federal Americans with Disabilities Act, YCTD must supply complementary paratransit (door-to-door) service for ADA eligible riders anywhere most YOLOBUS routes go, with the exception of commute routes and rural routes that provide route deviation. The budget does NOT assume YCTD operates any local ADA service in Davis, as that is considered a responsibility of Davis Community Transit.

The budget assumes 1,694 revenue hours/month in ADA paratransit service, plus 30 revenue hours per month for Capay Valley related paratransit service funded by Cache Creek Casino Resort. The casino will be billed only for paratransit service actually provided. Page 27 of 45

Paratransit Operating Expense Assumptions: ($2,010,509)

a. Fuel—The estimate for fuel has been increased by $15,081 because the forecasted average price per gallon was raised from $3.50 to $4.00.

b. Liability Insurance—Paratransit liability insurance rates increased by $32,623.

c. Purchased Transportation—Purchased Transportation is anticipated to increase by $56,889 (3.79%), due to both the new contract and a planned 12% increase in paratransit usage.

d. Professional Services—This expense remains unchanged at $105,286 and will allow YCTD to develop and implement a mobility assessment program for ADA riders, as well as fixed route travel training for those who do not qualify to use ADA service. The purpose of the program is to make certain that only clients who have a functional disability that prevents them from being able to ride a fixed route bus are eligible for paratransit service.

e. Contingencies—Contingencies primarily for fuel price increases remain at $20,000.

Paratransit Operating Revenue Assumptions: ($2,010,509)

a. FTA—Section 5310 has been decreased by $209,138 due to reduced Sacramento urban Section 5307 funds from SACOG, as well as the loss of Section 5310 funds for paratransit beyond ADA requirements (for medical purposes).

b. Fares—Fare revenue has been increased by $8,922 due to an estimated 12% increase in paratransit demand.

c. Local Transportation Funds—The drawdown from LTF/STA funds will increase by $119,313, due primarily to loss of Section 5310 funds.

d. Tribe Mitigation Funds—A total of $28,834 in revenue is included to help pay for up to 360 hours of paratransit service in the Capay Valley corridor between Woodland and Cache Creek Casino Resort.

e. Unrestricted Reserves—The amount needed from this source has been increased by $181,862, primarily due to the loss of Sacramento urban Section 5310 funds for paratransit beyond ADA requirements (for medical purposes).

Paratransit Capital Expense Assumptions: ($263,171)

a. Acquiring paratransit reservation and ride scheduling software, plus Customer Information Module and IVR system. Amount: $123,171. b. One replacement paratransit vehicle, using funds from the Yocha De He Tribe of the Wintun Nation, as previously agreed. Amount: $140,000.

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Appendix A (page 1 of 4) PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET OPERATING EXPENSES BY SUB-ACTIVITY Core Total Budget Account Description Fixed Route Y-Shuttle Unitrans Outside Fuel Yolo TMA Fixed Route 1101 Regular Employees $879,443 $10,000 $889,443 1102 Extra Help $48,500 $1,500 $50,000 1103 Overtime $5,000 $5,000 1107 Cash out (Mgmt Leave Buy-Back) $4,000 $4,000 SUBTOTAL LABOR $936,943 $0 $0 $0 $11,500 $948,443

1201 YCTD Contribution to Retirement $170,672 $170,672 1202 YCTD Contribution to Social Security $3,100 $3,100 1203 YCTD Contribution to MEDICARE $13,621 $13,621 1300 YCTD Contribution to Health Ins. $189,893 $189,893 1301 YCTD Contribution to OPEB $112,000 $112,000 1400 YCTD Contribution to Unemp. Ins. $6,440 $6,440 1500 Worker's Compensation Insurance $11,011 $11,011 1600 Other Fringe Benefits $32,100 $32,100 SUBTOTAL BENEFITS $538,837 $0 $538,837

SUBTOTAL LABOR & BENEFITS $1,475,779 $0 $0 $0 $11,500 $1,487,279

2170 Housekeeping Expense $17,922 $17,922 2271 Maintenance-Equipment $572,719 $572,719 2272 Maintenance-Bldgs & Improvement $183,851 $183,851 2423 Legal Services $25,000 $25,000 2429 Professional & Spec. Services $369,731 $8,000 $377,731 2548 Training Expense $24,550 $1,000 $25,550 2557 Trustees, Commissioners, Dir. $6,800 $0 $6,800 SUBTOTAL SERVICES $1,200,573 $8,000 $0 $0 $1,000 $1,209,573

2613 Fuel YCTD $1,108,197 $17,102 $1,125,298 2613 Fuel Outside Use $0 $0 $0 $466,224 $0 $466,224 SUBTOTAL FUEL & LUBRICANTS $1,108,197 $17,102 $0 $466,224 $0 $1,591,523

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Appendix A (page 2 of 4) PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET OPERATING EXPENSES BY SUB-ACTIVITY Core Yolobus Total Budget Account Description Fixed Route Y-Shuttle Unitrans Outside Fuel Yolo TMA Fixed Route 2130 Food $3,696 $3,696 2390 Office Expense $20,700 $20,700 2391 Postage $7,800 $7,800 2392 Printing $43,275 $3,000 $46,275 2520 Small Tools & Minor Equipment $44,447 $44,447 SUBTOTAL MATERIALS & SUPPLIES $119,918 $3,000 $0 $0 $0 $122,918 $0 $0 2090 Communications $190,026 $190,026 2640 Utilities $88,459 $88,459 SUBTOTAL UTILITIES $278,485 $0 $0 $0 $0 $278,485

2202 Insurance-Public Liability $880,893 $880,893 2203 Insurance-Other Than Vehicle $15,844 $15,844 2209 Insurance-Physical Damage $21,069 $21,069 SUBTOTAL CASUALTY & LIABILITY $917,806 $0 $0 $0 $0 $917,806

2428 Purchased Services-Transit $8,022,453 $70,054 $8,092,507 SUBTOTAL PURCHASED TRANSIT $8,022,453 $70,054 $0 $0 $0 $8,092,507

2330 Memberships $31,753 $31,753 2460 Publications & Legal Notices $2,500 $2,500 2465 Advertising $29,575 $3,000 $32,575 2491 Rents & Leases-Equipment $1,023 $1,023 2492 Rents & Leases-Bldgs & Improvements $5,800 $5,800 2553 Library Books & Periodicals $980 $980 2559 Special Dept. Expense-Other $18,070 $18,070 2610 Transportation & Travel $39,976 $500 $40,476 3200 Pass Through to Other Agencies $0 $25,000 $21,126 $46,126 3300 Loan Repayment $117,054 $117,054 SUBTOTAL MISCELLANEOUS $246,732 $3,500 $25,000 $0 $21,126 $296,358

8101 Contingencies $123,000 $2,000 $0 $0 $0 $125,000

TOTAL OPERATING EXPENSES $13,492,943 $103,655 $25,000 $466,224 $33,626 $14,121,448

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Appendix A (page 3 of 4) PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET OPERATING REVENUES BY SUB-ACTIVITY Core Yolobus Total Budget Account Description Fixed Route Y-Shuttle Unitrans Outside Fuel Yolo TMA Fixed Route 1501 LTF--Woodland $1,321,226 $15,879 $1,316 $1,338,421 1501 LTF--Davis $1,421,472 $15,878 $1,307 $1,438,657 1501 LTF--West Sacramento $1,830,736 $17,276 $1,237 $1,849,248

1501 LTF -- Winters $165,496 $137 $165,633 1501 LTF -- Yolo County $237,615 $25,000 $1,003 $263,618 TOTAL OPERATING LTF $4,976,544 $49,033 $25,000 $0 $5,000 $5,055,577

4100 Non-Transportation Revenues (Interest) $35,000 $35,000 5133 State Transit Assistance $0 $0 5134 State Operating - Other $185,908 $185,908 5673 FTA 5307 $2,192,518 $49,033 $2,241,550 5677 FTA 5311 $130,879 $130,879 6271 Passenger Fares $2,332,866 $5,590 $2,338,456 6272 Special Transit Fares $15,449 $15,449 6276 Auxiliary Revenue $0 $646,587 $646,587 6399 Other--Other $152,249 $12,500 $164,749 6400 Mitigation Revenue $1,791,167 $1,791,167 7101 Local Operating Assistance $1,500,000 $16,126 $1,516,126 TOTAL OPERATING REVENUES $13,312,580 $103,656 $25,000 $646,587 $33,626 $14,121,448 Profit $180,363 $180,363

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Appendix A (page 4 of 4) PROPOSED PRELIMINARY 2018/19 FIXED ROUTE BUDGET CAPITAL EXPENSES BY SUB-ACTIVITY Account Description Base Service Y-Shuttle Unitrans Outside Fuel Yolo TMA Total Fixed Rt 4300 Equipment $158,149 $158,149 4200 Facility Improvements $2,391,084 $2,391,084 TOTAL CAPITAL EXPENSES $2,549,233 $0 $0 $0 $0 $2,549,233

CAPITAL REVENUES BY SUB-ACTIVITY

Account Description Base Service Y-Shuttle Unitrans Outside Fuel Yolo TMA Total Fixed Rt 1502 LTF--County of Yolo $0 1502 LTF--Woodland $0 1502 LTF--Davis $0 1502 LTF--West Sacramento $0 1502 LTF--Winters $0 TOTAL LTF CAPITAL $0 $0 $0 $0 $0 $0

5133 State Transit Assistance (Operator Share) $86,940 $86,940 5135 1B (OHS & PTMISEA, LCTOP) $243,996 $243,996 5675 FTA 5307/STP (large, small urban, CMAQ) $306,300 $306,300 5830 Non County Gov't Agencies $40,000 $40,000 Loan $1,300,000 $1,300,000 Restricted Reserves $571,997 $571,997 Unrestricted Reserves $0 $0 TOTAL CAPITAL REVENUES $2,549,233 $0 $0 $0 $0 $2,549,233

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Appendix B (Page 1 of 2) Summary of Fixed Route Expense and Revenue Changes Fixed Route

Item Operating Expenses 17/18 18/19 Change

1 Labor & Benefits $ 1,463,585 $ 1,487,279 $ 23,694 1.6% 2 Services $ 1,126,385 $ 1,209,573 $ 83,188 7.4% 3 Fuel-YCTD $ 1,070,751 $ 1,125,298 $ 54,547 5.1% 4 Fuel-Outside Sales Costs $ 599,190 $ 466,224 $ (132,966) -22.2% 5 Materials & Supplies $ 149,329 $ 122,918 $ (26,411) -17.7% 6 Communications & Utilities $ 211,326 $ 278,485 $ 67,159 31.8% 7 Casualty, Liability & Phys Dam Insurance $ 674,242 $ 917,806 $ 243,564 36.1% 8a Purchased Transportation, Excluding Y-Shuttle $ 7,974,617 $ 8,022,456 $ 47,839 0.6% 8b Purchased Transportation, Y-Shuttle $ 152,014 $ 70,054 $ (81,960) -53.9% 9 Loan Payment $ 133,603 $ 117,054 $ (16,548) -12.4% 10 Miscellaneous $ 138,500 $ 133,177 $ (5,323) -3.8% 11 Pass Through to Other Agencies $ 54,000 $ 46,126 $ (7,874) -14.6% 12 Contingencies $ 145,000 $ 125,000 $ (20,000) -13.8% $ 13,892,543 $ 14,121,451 $ 228,909 1.6%

Item Operating Revenues 17/18 18/19 Change

13 LTF Woodland $ 1,178,081 $ 1,338,421 $ 160,340 13.6% 14 LTF Davis $ 1,512,081 $ 1,438,657 $ (73,423) -4.9% 15 LTF West Sacramento $ 1,674,482 $ 1,849,248 $ 174,766 10.4% 16 LTF Winters $ 147,652 $ 165,633 $ 17,981 12.2% 17 LTF Yolo County $ 187,264 $ 263,618 $ 76,354 40.8% 18 Interest $ 35,000 $ 35,000 $ - 0.0% 19 State Operating-Other $ 35,412 $ 185,908 $ 150,496 425.0% 20 FTA 5307 Sac Urban $ 1,435,000 $ 1,249,477 $ (185,523) -12.9% 21 FTA 5307 Sac Urban Discretionary $ 137,284 $ 49,032 $ (88,252) -64.3% 22 FTA 5307 Woodland $ 708,959 $ 793,042 $ 84,084 11.9% 23 FTA 5307 Davis $ 150,000 $ 150,000 $ - 0.0% 24 Rural 5311 $ 130,879 $ 130,879 $ - 0.0% 25 Fares $ 2,430,741 $ 2,353,905 $ (76,836) -3.2% 26 Auxilliary Revenue (Outside Fuel Sales) $ 747,174 $ 646,587 $ (100,587) -13.5% 27 One time insurance credit $ 90,000 $ 86,249 $ (3,751) -4.2% 28 CNG rebate $ - $ - $ - 29 Exterior Advertising $ 66,000 $ 66,000 $ - 0.0% 30 LCTOP $ 81,152 $ - $ (81,152) -100.0% 31 Yolo Solano AQMD $ 38,824 $ - $ (38,824) -100.0% 32 Yolo TMA $ 10,000 $ 12,500 $ 2,500 25.0% 33 Mitigation Funds $ 1,589,620 $ 1,791,167 $ 201,548 12.7% 34 Unrestricted Reserves $ 1,506,938 $ 1,516,127 $ 9,189 0.6% $ 13,892,542 $ 14,121,451 $ 228,908 1.6% Page 33 of 45

Appendix B Page 2 of 2) Summary of Fixed Route Capital Changes

Item Capital Expenses 17/18 18/19 Change

35 Equipment $5,983,275 $ 158,149 $ (5,825,126) -97.4% 36 Facility Improvements $2,328,304 $ 2,391,084 $ 62,780 2.7% $ 8,311,579 $ 2,549,233 $ (5,762,346) -69.3%

Capital Revenues 17/18 18/19 Change 37 LTF--Woodland $ - $ - $ - 38 LTF--Davis $ - $ - $ - 39 LTF--West Sacramento $ - $ - $ - 40 LTF--Winters $ - $ - $ - 41 LTF--County of Yolo $ - $ - $ - 42 State Transit Assistance $168,126 $ 86,940 $ (81,186) -48.3% 43 1B (OHS & PTMISEA, LCTOP) $393,686 $ 243,996 $ (149,690) -38.0% 44 FTA 5307/STP (large, small urban, CMAQ) $5,227,870 $ 306,300 $ (4,921,570) -94.1% 45 Non County Gov't Agencies (IGLCBC) $40,000 $ 40,000 $ - 0.0% 46 Loan for Third CNG Skid $1,300,000 $ 1,300,000 $ - 0.0% 47 Restricted Reserve $990,458 $ 571,997 $ (418,461) -42.2% 48 Unrestricted Reserve $191,439 $ - $ (191,439) -100.0% $ 8,311,579 $ 2,549,233 $ (5,762,346) -69.3%

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Appendix C YCTD Fixed Route Core Service Costs by Route (Excludes Y Shuttle, outside fuel sales, pass-thru to Unitrans, TMA expenses) OVERALL OVERALL PERCENT PERCENT OF TOTAL Total Fixed % Total Variable % OF TOTAL TOTAL GROSS Wsac FIXED COSTS Fixed Costs of OperatingVariable Costsof Operating VARIABLE COSTS COSTS 35 $ 300,334 49.11% $ 311,228 50.89% $ 611,561 39 $ 147,529 48.01% $ 159,790 51.99% $ 307,318 40 $ 275,716 46.36% $ 318,969 53.64% $ 594,685 41 $ 179,339 46.34% $ 207,653 53.66% $ 386,992 42 $ 402,624 51.13% $ 384,787 48.87% $ 787,412 240 $ 251,857 46.59% $ 288,729 53.41% $ 540,586 241 $ 52,435 47.74% $ 57,400 52.26% $ 109,835 24.57% $ 1,609,834 48.22% $ 1,728,555 51.78% 24.90% $ 3,338,389

Davis 42 $ 1,243,415 47.13% $ 1,394,854 52.87% $ 2,638,269 43 $ 161,020 46.41% $ 185,924 53.59% $ 346,945 44 $ 93,016 45.76% $ 110,252 54.24% $ 203,268 230 $ 107,871 47.20% $ 120,661 52.80% $ 228,532 231 $ 18,036 45.87% $ 21,279 54.13% $ 39,315 232 $ 32,535 46.09% $ 38,062 53.91% $ 70,597 25.27% $ 1,655,894 46.95% $ 1,871,032 53.05% 26.96% $ 3,526,926

Woodland 42 $ 583,544 48.27% $ 625,279 51.73% $ 1,208,823 45 $ 202,011 49.10% $ 209,379 50.90% $ 411,390 46 $ 35,011 48.91% $ 36,567 51.09% $ 71,579 211 $ 244,506 44.57% $ 304,035 55.43% $ 548,541 212 $ 234,415 44.68% $ 290,206 55.32% $ 524,621 210 $ 151,126 44.93% $ 185,222 55.07% $ 336,348 214 $ 159,858 44.72% $ 197,568 55.28% $ 357,427 242 $ 20,958 50.18% $ 20,808 49.82% $ 41,766 243 $ 23,663 47.24% $ 26,430 52.76% $ 50,093 25.26% $ 1,655,093 46.61% $ 1,895,496 53.39% 27.31% $ 3,550,588

County 220 (15%) $ 31,478 47.94% $ 34,184 52.06% $ 65,662 215 $ 1,368,851 54.10% $ 1,161,291 45.90% $ 2,530,142 216 $ 25,587 48.94% $ 26,693 51.06% $ 52,279 217 $ 29,269 49.56% $ 29,786 50.44% $ 59,055 22.21% $ 1,455,184 53.75% $ 1,251,953 46.25% 18.04% $ 2,707,138

Winters 220 (85%) 2.69% $ 176,191 47.63% $ 193,712 52.37% 2.79% $ 369,903

100.00% $ 6,552,196 48.56% $ 6,940,748 51.44% 100.00% $ 13,492,944

Fixed Costs:

Monthly Fixed Fees to Contractor 24/7 Fees for Cache Creek (charged only to Yolo County) Shelter Maintenance (charged only to Woodland--87.5% and County--12.5%)

Woodland Transit Center repairs

Harbor Yard & streetcar related expenses (charged only to West Sacramento) (labor & benefits, insurance, services, materials & supplies, YCTD Overhead with 3rd Skid Loan Payment miscellaneous, utilities, transportation & travel, contingencies)

Variable Costs: Hourly rate to contractor Mileage rate to contractor Fuel Page 35 of 45

Appendix D (Page 1 of 2) Summary of Paratransit Expense and Revenue Changes Paratransit

Item Operating Expenses 17/18 18/19 Change

1 Fuel-YCTD $ 159,211 $ 174,292 $ 15,081 9.5% 2 Casualty, Liability & Phys Dam Insurance $ 118,748 $ 151,371 $ 32,623 27.5% 3 Purchased Transportation Base Service $ 1,502,671 $ 1,559,560 $ 56,889 3.8% 4 Professional Services* $ 105,286 $ 105,286 $ - 0.0% 5 Contingencies $ 20,000 $ 20,000 $ - 0.0% $ 1,905,916 $ 2,010,509 $ 104,593 5.5%

*This amount is for ADA mobility assessments for 1/3 of current registered riders

Item Operating Revenues 17/18 18/19 Change

6 LTF Woodland $ 367,645 $ 444,945 $ 77,300 21.0% 7 LTF Davis $ 312,437 $ 349,981 $ 37,544 12.0% 8 LTF West Sacramento $ 232,142 $ 213,403 $ (18,739) -8.1% 9 LTF Winters $ - $ - $ - 10 LTF Yolo County $ 38,009 $ 58,686 $ 20,676 54.4% 11 Interest $ 5,000 $ 5,000 $ - 0.0% 12 FTA 5307 $ 260,450 $ 222,369 $ (38,081) -14.6% 13 FTA 5310 $ 255,286 $ 84,229 $ (171,057) -67.0% 14 Fares $ 119,947 $ 128,869 $ 8,922 7.4% 15 One time insurance credit $ - $ - $ - 16 Mitigation Funds $ 24,242 $ 28,834 $ 4,592 18.9% 17 Unrestricted $ 290,000 $ 474,193 $ 184,193 63.5% $ 1,905,158 $ 2,010,509 $ 105,351 5.5%

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Appendix D (Page 2 of 2) Summary of Paratransit Capital Changes

Item Capital Expenses 17/18 18/19 Change 18 Equipment $ 338,171 $ 263,171 $ (75,000) -22.2%

Capital Revenues 17/18 18/19 Change 19 State Transit Assistance $ - $ - $ - 20 Proposition 1B $63,171 $ 63,171 $ - 0.0% 21 FTA 5310 Capital $60,000 $ 60,000 $ - 0.0% 22 Non County Gov't Agencies $140,000 $ 140,000 $ - 0.0% 23 Restricted Reserve $75,000 $ - $ (75,000) -100.0% $ 338,171 $ 263,171 $ (75,000) -22.2%

Page 37 of 45

Appendix E

2018/19 All Fixed Route Operating Expenses By Type

Purchased Transportation $ 8,092,507 57.3% Services, Supplies & Misc. $ 1,535,489 10.9% Salaries & Benefits $ 1,463,585 10.4% YCTD Fuel Use $ 1,125,298 8.0% Insurance $ 917,806 6.5% Contingencies $ 125,000 0.9% Outside Fuel Use $ 466,224 3.3% Utilities $ 278,485 2.0% Loan Payment Third Skid $ 117,054 0.8% Total Expenses $ 14,121,448 100.0%

Outside Fuel Use Loan Payment Third Skid 3.3% Utilities 0.8% 2.0% Contingencies 0.9% Insurance 6.5%

YCTD Fuel Use 8.0%

Salaries & Benefits 10.4%

Services, Supplies & Misc. Purchased Transportation 10.9% 57.3%

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Appendix F 2018/19 Fixed Route Operating Revenues By Source

FTA $ 2,372,429 16.8% Fares $ 2,353,905 16.7% West Sacramento $ 1,849,248 13.1% Tribe $ 1,791,167 12.7% Davis $ 1,438,657 10.2% Woodland $ 1,338,421 9.5% Reserves $ 1,516,126 10.7% Auxilliary Revenue (CNG Sales) $ 646,587 4.6% County $ 263,618 1.9% Winters $ 165,633 1.2% LCTOP, YSAQMD, TMA $ 12,500 0.1% One-Time Insurance Rebate $ 86,249 0.6% Advertising Revenue $ 66,000 0.5% Caltrans Grant $ 185,908 1.3% Interest $ 35,000 0.2% Total Operating Revenues $ 14,121,448 100.0%

LCTOP, YSAQMD, TMA 0.1%

One-Time Insurance Rebate 0.6%

County 1.9% Caltrans Grant 1.3% Advertising Revenue Winters 0.5% FTA 16.8% 1.2% Interest 0.2%

Auxilliary Revenue (CNG Sales) 4.6% Reserves10.7%

Fares 16.7%

Woodland 9.5%

West Sacramento 13.1%

Davis 10.2%

Tribe 12.7%

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Appendix G

2018/19 Paratransit Operating Expenses By Type

Purchased Transportation $ 1,559,560 77.6% YCTD Fuel Use $ 174,292 8.7% Insurance $ 151,371 7.5% Mobility Assessment $ 105,286 5.2% Contingencies $ 20,000 1.0% Total Expenses $ 2,010,509 100.0%

Mobility Assessment Contingencies 5.2% Insurance 1.0% 7.5%

YCTD Fuel Use 8.7%

Purchased Transportation 77.6%

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Appendix H

2018/19 Paratransit Operating Revenues By Source

*FTA $ 306,598 15.2% Reserves $ 474,193 23.6% Woodland $ 444,945 22.1% Davis $ 349,981 17.4% West Sacramento $ 213,403 10.6% Fares $ 128,869 6.4% County $ 58,686 2.9% Tribe $ 28,834 1.4% Interest $ 5,000 0.2% Total Revenues $ 2,010,509 100.0%

*Sac Urban 5307 $ 222,369 *Rural & Sac Urban 5310 $ 84,229

Fares County Tribe Interest 7.6% 3.4% 1.7% 0.3% West Sacramento Reserves 12.5% 27.8%

Operating $11,963,707 Capital $14,394,610 $26,358,317

Davis 20.5% Woodland 26.1%

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Appendix I

2018/19 Capital Expenses By Project Category

Third CNG Skid $ 1,300,000 46.2% Safety & Security Improvements $ 525,715 18.7% Bus Stop Improvements $ 219,761 7.8% Connect Card Equipment $ 68,846 2.4% Paratransit Cust Info Module $ 123,171 4.4% YCTD Facility Improvements $ 202,971 7.2% Woodland Transit Ctr Study $ 162,500 5.8% 1 New Paratransit Vehicle $ 140,000 5.0% Shop & Office Equipment $ 69,440 2.5% Total Revenues $ 2,812,404 100.0%

1 New Paratransit Vehicle 5.0% Woodland Transit Ctr Study 5.8% Shop & Office Equipment 2.5% YCTD Facility Improvements 7.2% Third CNG Skid 46.2%

Paratransit Cust Info Module 4.4%

Operating $11,963,707 Capital $14,394,610 $26,358,317

Connect Card Equipment 2.4%

Bus Stop Improvements 7.8% Safety & Security Improvements 18.7%

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Appendix J

2018/19 Capital Revenues By Source

Loan for Third Skid $ 1,300,000 46.2% Restricted Reserves $ 571,997 20.3% Prop 1B (State) $ 219,860 7.8% Unrestricted Reserves $ - 0.0% Tribe & IGLCBC $ 180,000 6.4% New STA $ 86,940 3.1% FTA 5307 Woodland Site Sel & Environ. $ 162,500 5.8% LCTOP $ 87,307 3.1% FTA 5307 Woodland Bus Stop Improvements $ 143,800 5.1% FTA 5310 Discretionary $ 60,000 2.1% Total Revenues $ 2,812,404 100.0%

LCTOP 3% FTA 5307 Woodland Bus Stop Improvements 5% FTA 5310 Discretionary 2%

Loan for Third Skid FTA 5307 Woodland 46% Site Sel & Environ. 6%

New STA 3%

Tribe & IGLCBC 7%

Prop 1B (State) 8%

Restricted Reserves 20%

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Appendix K Calculation of Unrestricted Reserves applied against YCTD Operating & Capital Budgets

Estimated Unrestricted Fund Balance

$ 7,893,104 Unrestricted end of 16/17 (Audited FS) $ (631,640) Less unrestricted STA funds reserved for Capital purchases $ (179,934) Less unrestricted LCTOP funds reserved $ (1,988,377) (Operating and Capital)Less unrestricted Reserve Drawdown Budgeted for FY 17/18 $ (3,530,363) 18/19 for 3 months of fixed route service $ 1,562,790 Subtotal

Other Adjustments $ 145,000 Fixed Route Contingencies not used in 17/18 $ 100,000 Not used for fixed route fuel in 17/18 $ (100,798) Fixed Route Fare Shortfall in 17/18 $ (42,000) Exterior Advertising Shortfall in 17/18 $ 68,642 Local not used for Y shuttle ($20,000-2/3rds of turnover inspection, $8,000 fleet inspection, $25,000 to combine GFI, $ 87,400 Local not used for professional services Connect Card, $10,000 A-87, $4,400 County IT charge, $20,000 HR, DBE consultant) $ 24,000 Local not used for bus repainting (maintenance equipment) $ 20,000 Local not used for Asphalt Repairs at Mall (maintenance bldgs & grounds) $ 20,000 Paratransit Contingencies not used in 17/18 $ 15,093 1/2 yr Not used for paratransit fuel in 17/18 $ (4,126) LCTOP prepaid for bus passes $ (12,000) YSAQMD prepaid for emergency ride home program $ (6,332) Paratransit Fare Shortfall in 17/18 $ 112,650 1/2 yr Not used for paratransit service in 17/18 $ 427,529 Subtotal

$ 1,990,319 Net Unrestricted to be used for 18/19 budget

Davis Woodland West Sacramento Winters County TOTAL ($487,813) ($380,061) ($540,205) ($47,634) ($60,413) ($1,516,126) Fixed Route ($155,535) ($197,739) ($94,839) $0 ($26,081) $ (474,193) Paratransit ($643,348) ($577,800) ($635,044) ($47,634) ($86,494) ($1,990,319)

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Appendix L

About YCTD

On July 1, 1997, the Yolo County Transportation District (YCTD) was formed, replacing the previously existing Yolo County Transit Authority. The district extends throughout Yolo County, including all of the incorporated and unincorporated territory. Duties of the district include:

1) Serve as public transit provider. 2) Serve as the consolidated transportation services agency for Yolo County. 3) Serve as the congestion management agency for Yolo County. 4) Act as a countywide forum for the coordination of transportation system planning, programming, and prioritization of significant projects. 5) Promulgate a plan for funding transportation projects within its jurisdiction. 6) Act as the coordinating agency for all state and federal funding applications where appropriate.

The YCTD Board is comprised of appointees from the Winters, West Sacramento, Woodland and Davis City Councils, as well as from the Yolo County Board of Supervisors. The University of California at Davis and CalTrans have ex-officio Board membership.

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