Yolo County Transportation District to Encourage Participation in the Meetings of the Board of Directors

AGENDA (530) 661-0816

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) 661-0816 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: February 13, 2017 MEETING TIME: 7:00 P.M. 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

Deliberation/Action

Info/Discussion 7:00 PM 1. Call to order/roll call/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 February 13, 2017 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 January 9, 2017 (Souza) (pp 1-3) X 7:00 4b. Consider Authorization of Executive Director to execute Maintenance Agreement with X Caltrans for PG&E Training Center Bus Stop in the City of Winters (Luken) (pp 5-10)

REGULAR CALENDAR 7:05 5. Board Member Reports, Announcements, Other Nominations, Presentations (Oral Reports) X 7:05 6. Oral Update from Transdev(Carmen Alba, Transdev General Manager) X 7:10 7. Consider Authorizing Executive Director to Execute Services Agreement with X Yolo TMA (Luken) (pp 11-12) 7:30 8. Approve Connect Card MOU (Bassett) (p 13-23) see separate attachment X

7:50 9. Consider Director’s Report (Bassett, Luken, Phillips) (pp 24-35) X a. Oral Report b. Meeting Regarding Intercity Transit Partnership Opportunities c. Status of Countywide Capital Program d. Update Regarding Trillium CNG Contract e. Budget and Strategic Planning Process f. West Sacramento Service Change Request g. Status of Cache Creek Casino Resort Hotel Expansion Project h. FTA 5310 Grant Application by YCTD i. Changes in Service Through February 9, 2017 j. Update on Gillig k. Technology Project Status i. AVL ii. Cameras l. Attachments i. February 9, 2017 Letter from Transdev ii. Comments from Riders Taking Bus to Women’s March iii. Financial Report through December 31, 2016 iv. Ridership Reports through December 31, 2016 v. Performance Indicator Report through December 31, 2016

8:05 10. Closed Session: X Public Employee Performance Evaluation (Gov. Code § 54957) Title: Executive Director 8:15 11. Public Report of Actions Taken in Closed Session X 8:20 12. Adjournment X THE NEXT MEETING OF THE YOLO COUNTY TRANSPORTATION DISTRICT BOARD OF DIRECTORS WILL BE March 13, 2017 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 February 10, 2017 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

Item 4a YOLO COUNTY TRANSPORTATION DISTRICT BOARD OF DIRECTORS MEETING January 9, 2017 Yolo County Transportation District Board Room 350 Industrial Way, Woodland, CA 95776 Agenda Item 1 – Call to Order/Roll Call/Pledge of Allegiance Former Chair Anderson called the meeting to order at 7:04 pm. in the absence of Chair Saylor. He then lead the assembly in the pledge of allegiance. The following representatives were in attendance: Winters – Harold Anderson (Primary) Davis – Lucas Frerichs (Primary) arrived at 7:07 pm West Sacramento – Babs Sandeen (Alternate) Woodland – Xochitl Rodriguez (Primary) Caltrans District 3 – Jacob Buffenbarger (Alternate) UC Davis – Matt Dulcich (Alternate) Not represented was the County of Yolo Staff present were Terry Bassett, YCTD Executive Director, Mike Luken, YCTD Deputy Director Operations, Planning & Special Projects; Janice Phillips, YCTD Deputy Director Finance, Grants & Procurement; Tom Follansbee, YCTD Associate Transportation Planner; Hope Welton, YCTD Legal Counsel, and Kathy Souza, YCTD Executive Assistant. Also present was Carmen Alba, Transdev. Agenda Item 2–Consider Approval of Agenda for January 9, 2017 meeting Chair Anderson asked if there were any changes to the agenda. There being none: Minute Order 2017-01 Director Sandeen made the motion, seconded by Director Rodriguez, to approve the agenda for the January 9, 2017 meeting as distributed. Roll call resulted in: AYES: Anderson, Rodriguez, Sandeen NOES: None ABSENT: City of Davis representative, Yolo County Representative ABSTAIN: None The motion passed. Agenda Item 3 - Comments from public regarding matters NOT on the Agenda, but within the purview of YCTD No comments were received. Agenda Item 4–Consider Selecting YCTD Vice-Chair for the Remainder of FY 2016/17 Minutes Order 2017-02 Director Sandeen made the motion, seconded by Director Rodriguez, to select Director Rodriguez as the Board’s Vice-Chair for the remainder of FY 2016/2017. Roll call resulted in: AYES: Anderson, Rodriguez, Sandeen NOES: None ABSENT: City of Davis representative, Yolo County Representative ABSTAIN: None The motion passed. Former Chair Anderson passed the gavel to Vice-Chair Rodriguez. Agenda Item 5 Consent Calendar Counsel Welton suggested that Item 5a be tabled to the February meeting as there was not a quorum of directors who were present at the December meeting. Director Frerichs arrived. 1

Minute Order 2017-03 Director Sandeen made the motion, seconded by Director Frerichs, to table Item 5a to the February meeting and approve the following items on the Consent Calendar: 5b. Adopt Resolution 2017-02 Approving State Transit Assistance Claim 5c. Declare Five Buses Surplus and Authorize Disposal:

ASSET BUS NUMBERS Mileage as of 3/31/16 One (1) 2002 Orion V Low Floor CNG Bus 324 (1VHBH3C2726501648) 553,565 (Sonoma) One (1) 2002 Orion V Low Floor CNG Bus 326 (1VHBH3C2526501650) 809,340 (Sonoma) One (1) 2002 Orion V Low Floor CNG Bus (Sonoma) 327 (1VHBH3C2726501651) 628,450 One (1) 2002 Orion V Low Floor CNG Bus (Sonoma) 328 (1VHBH3C2926501652) 586,495 One (1) 2002 Orion V Low Floor CNG Bus (Sonoma) 330 (1VHBH3C2226501654) 587,440 Roll call resulted in: AYES: Anderson, Frerichs, Rodriguez, Sandeen NOES: None ABSENT: County of Yolo representative ABSTAIN: None The motion passed. Agenda Item 6–Board Member Reports, Announcements, Appointment Nominations, Presentations Director Rodriguez introduced herself to those in attendance. Agenda Item 7 – Oral Update from Transdev Carmen Alba, General Manager Transdev:  Informed the board January monthly safety meetings would include training on the new Connect Card system and a safety module from the Transdev Operator Development Program.  Transdev was actively recruiting for the Operations Manager position. Safety & Training Manager was serving as the Interim Operations Manager. Agenda Item 8 – Oral Report on Yolobus 35th Anniversary Mr. Bassett presented a PowerPoint overview of 35 years of Yolobus history. He distributed a list of proposed events during the year to celebrate the anniversary. Director Sandeen asked if the Connect Card system would capture boarding Los Rios students. Mr. Bassett replied it would. Director Buffenbarger asked what reasons were given for the drop in ridership in recent years. Mr. Bassett responded probably the drop in gas prices and the recent increase in bus fares. Director Frerichs welcomed Director Rodriguez. He stated the promotions were good ideas and requested the District consider participation in the October Davis Neighbors Night Out, Davis Children’s’ Candle Light parade and the Picnic Day parade. He added that the District needed to work with the airport to provide better shelter for bus passengers at Terminal B. Director Buffenbarger was to provide consultant contact information to Director Frerichs for the airport general plan update.

Agenda Item 9 – Adopt Resolution Adopting the 2016 Title VI Program for the Yolo County Transportation District Mr. Perez presented the staff report. Minute Order 2017-14 Director Frerichs made the motion, seconded by Director Anderson, to adopt Resolution 2017-01 adopting the 2016 Title VI program for the Yolo County Transportation District. Roll call resulted in: AYES: Anderson, Frerichs, Rodriguez, Sandeen NOES: None ABSENT: County of Yolo representative ABSTAIN: None The motion passed. Agenda Item 10 - Consider Director’s Report m. Oral Report n. Negotiations with Yolo TMA/Yolo Commute o. Y Shuttle Update p. Gillig Bus Completion and Delivery q. Update on Connect Card Status r. FTA 5310 Grant Program Open s. New Assistant Planner t. Attachments i. Ridership Report Thru November 30, 2016 Agenda Item 11 – Chair Rodriguez asked those not involved with the Closed Session to leave the room and convened into Closed Session at 7:55 pm. Agenda Item 12 – Public Report of Actions Taken In Closed Session Chair Rodriguez reopened the general session at 8:06 pm and reported there were not actions to report from the Closed Session. Agenda Item 13 - Adjournment There being no further business the meeting adjourned by consensus at 8:06 pm.

Respectfully submitted:

, Clerk to the Board

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT

350 Industrial Way, Woodland, CA95776---- (530) 661-0816 Topic: Agenda Item #: Consider Authorization of Executive Director to 4b execute Maintenance Agenda Type: Deliberation/Action* Agreement with Caltrans for PG&E Training Center Bus Stop in the City of Winters Attachments: Yes No

Prepared By: Mike Luken Approved By: Meeting Date: February 13, 2017 RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director, or his designee, to finalize terms and execute a Maintenance Agreement with the Caltrans for the new PG&E Training Facility Bus Stop in the City of Winters as outlined in this report subject to the review and approval of the District Counsel. REASON FOR RECOMMENDATION: The proposed maintenance agreement with Caltrans needed to implement a new bus stop for the PG&E Training Facility on State Highway 128 in the City of Winters due to its location in the State Right of Way BACKGROUND: PG&E is constructing a new regional training facility in the City of Winters near the intersection of Interstate 505 and State Highway 128. The proposed facility will be a major employer for Winters. Due to the number of new employees and users of the facility, a new bus stop was requested by the City and is being installed by PG&E on the south side of State Highway 128 in front of the new facility. PG&E purchased and installed the new bus stop in accordance with District specifications and will transfer ownership of the new stop to the District. The new stop is within the State right-of-way for State Highway 128 and thus is required to have a maintenance agreement to ensure its ongoing upkeep and compliance with state regulations. The City of Winters performs regular maintenance for the District in accordance with the Joint Powers Agreement creating the District. The State has drafted a proposed agreement attached hereto. Staff and District Counsel have been working to complete this agreement but additional time is needed to complete and execute it. Staff requests the Board delegate the authority to complete this agreement to the Executive Director with concurrence to form by the District Counsel. Staff of the District and Caltrans will finalize and execute this agreement within the next 30 days. BUDGET IMPACT: There is no ongoing impact on the current or future fiscal years’ budgets of the District resulting from the approval of the recommended action. The new bus stop was paid for by PG&E. The maintenance of the new stop will be completed by the City of Winters on the regular basis.

***DRAFT***

MAINTENANCE AGREEMENT FOR BUS SHELTER WITHIN STATE HIGHWAY RIGHT OF WAY ON ROUTE 128 WITHIN THE COUNTY OF YOLO

THIS AGREEMENT is made effective this ______day of ______, 20__, by and between the State of California, acting by and through the Department of Transportation, hereinafter referred to as “STATE” and Yolo County Transportation District; hereinafter referred to as “DISTRICT” and collectively referred to as “PARTIES”.

SECTION I

RECITALS

1. PARTIES desire to work together to allocate their respective obligations relative to newly constructed or revised improvements within STATE’s right of way by Encroachment Permit Number 0315-6SN0553.

2. This Agreement addresses DISTRICT responsibility for the bus shelter, solar lighting, concrete pad, litter and weed removal (collectively the “SHELTER”) placed within State Highway right of way on State Route 128, as shown on Exhibit A, attached to and made a part of this Agreement.

NOW THEREFORE, IT IS AGREED AS FOLLOWS:

SECTION II AGREEMENT

1. In consideration of the mutual covenants and promises herein contained, DISTRICT and STATE agree as follows:

1.1. PARTIES have agreed to an allocation of maintenance responsibilities that includes, but is not limited to, inspection, providing emergency repair, replacement, and maintenance, (collectively hereinafter “MAINTAIN/MAINTENANCE”) of SHELTER as shown on said Exhibit “A.”

1.2. When a planned future improvement is constructed and/or a minor revision has been effected with STATE’s consent or initiation within the limits of the STATE’s right of way herein described which affects PARTIES’ division of maintenance responsibility as described herein, PARTIES will agree upon and execute a new dated and revised Exhibit “A” which will be made a part hereof and will thereafter supersede the attached original Exhibit “A” to thereafter become a part of this Agreement. The new exhibit can be executed only upon written consent of the PARTIES hereto acting by and through their authorized representatives. No formal amendment to this Agreement will be required.

2. DISTRICT agrees, at DISTRICT expense, to do the following:

2.1. DISTRICT may install, or contract, authorizing DISTRICT Staff, DISTRICT Contractor, or a licensed contractor with appropriate class of license in the State of California, to install and

thereafter will MAINTAIN SHELTER conforming to those plans and specifications (PS&E) pre-approved by STATE.

2.2. The degree or extent of maintenance work to be performed, and the standards therefore, shall be in accordance with the provisions of Section 27 of the Streets and Highways Code and the then current edition of the State Maintenance Manual.

2.3. DISTRICT will submit the final form of the PS&E, prepared, stamped and signed by a licensed landscape architect, for SHELTER to STATE’s District Permit Engineer for review and approval and will obtain and have in place a valid necessary encroachment permit prior to the start of any work within STATE’S right of way. All proposed SHELTER must meet STATE’s applicable standards

2.4. DISTRICT shall ensure that SHELTER areas designated on Exhibit “A” are provided with adequate scheduled routine MAINTENANCE necessary to MAINTAIN a neat and attractive appearance.

2.5. An Encroachment Permit rider may be required for any changes to the scope of work allowed by this Agreement prior to the start of any work within STATE's right of way.

2.6. DISTRICT Contractors will be required to obtain an Encroachment Permit prior to the start of any work within STATE’s right of way.

2.7. DISTRICT shall control weeds at a level acceptable to the STATE. Any weed control performed by chemical weed sprays (herbicides) shall comply with all laws, rules, and regulations established by the California Department of Food and Agriculture. All chemical spray operations shall be reported quarterly (Form LA17) to the STATE to: District Maintenance at 703 B Street Marysville, CA 95901. 2.8. To remove SHELTER and restore STATE owned areas to a safe and attractive condition acceptable to STATE in the event this Agreement is terminated as set forth herein.

2.9. DISTRCT agrees to furnish electricity/solar power and MAINTAIN lighting system and controls for SHELTER installed by and for DISTRICT.

2.10. DISTRICT to inspect SHELTER on a regular monthly or weekly basis to ensure the safe operation and condition of the SHELTER.

2.11. DISTRICT to expeditiously MAINTAIN, replace, repair or remove from service any SHELTER component that has become unsafe or unsightly.

2.12. DISTRICT to MAINTAIN SHELTER within the Agreement limits of the STATE highway right of way, as shown on Exhibit A, at DISTRICT expense. MAINTENANCE includes, but is not limited to, concrete repair, replacement and to grind or patch vertical variations in elevation of sidewalks for an acceptable walking and riding surface, and the removal of dirt, debris, graffiti, weeds, and any deleterious item or material on or about the SHELTER in an expeditious manner.

2.13. DISTRICT to MAINTAIN all parking or use restrictions signs encompassed within the area of the SHELTER.

2.14. To allow random inspections of SHELTER, and signs by a STATE representative.

2.15. to keep the entire SHELTER policed and free of litter and deleterious material.

2.16. All work by or on behalf of DISTRICT will be done at no cost to STATE.

3. STATE agrees to do the following:

3.1. May provide DISTRICT with timely written notice of unsatisfactory conditions that require correction by the DISTRICT. However, the non-receipt of notice does not excuse DISTRICT from maintenance responsibilities assumed under this Agreement.

3.2. Issue encroachment permits to DISTRICT and DISTRICT contractors at no cost to them.

4. LEGAL RELATIONS AND RESPONSIBILITIES:

4.1. Nothing within the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not party to this Agreement, or affect the legal liability of either PARTY to this Agreement by imposing any standard of care respecting the design, construction and maintenance of these STATE highway improvements or DISTRICT facilities different from the standard of care imposed by law.

4.2. If during the term of this Agreement, DISTRICT should cease to MAINTAIN the SHELTER to the satisfaction of STATE as provided by this Agreement, STATE may either undertake to perform that MAINTENANCE on behalf of DISTRICT at DISTRICT’s expense or direct DISTRICT to remove or itself remove SHELTER at DISTRICT’s sole expense and restore STATE’s right of way to its prior or a safe operable condition. DISTRICT hereby agrees to pay said STATE expenses, within thirty (30) days of receipt of billing by STATE. However, prior to STATE performing any MAINTENANCE or removing SHELTER, STATE will provide written notice to DISTRICT to cure the default and DISTRICT will have thirty (30) days within which to affect that cure.

4.3. Neither DISTRICT nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by STATE under or in connection with any work, authority or jurisdiction arising under this Agreement. It is understood and agreed that STATE shall fully defend, indemnify and save harmless DISTRICT and all of its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including, but not limited to, tortious, contractual, inverse condemnation and other theories or assertions of liability occurring by reason of anything done or omitted to be done by STATE under this Agreement with the exception of those actions of STATE necessary to cure a noticed default on the part of DISTRICT.

4.4. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by DISTRICT under or in connection with any work, authority or jurisdiction arising under this Agreement. It is understood and agreed that DISTRICT shall fully defend, indemnify and save harmless STATE and all of its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including, but not limited to, tortious, contractual,

inverse condemnation or other theories or assertions of liability occurring by reason of anything done or omitted to be done by DISTRICT under this Agreement.

5. PREVAILING WAGES:

5.1. Labor Code Compliance- If the work performed on this Project is done under contract and falls within the Labor Code section 1720(a)(1) definition of a "public work" in that it is construction, alteration, demolition, installation, or repair; or maintenance work under Labor Code section 1771. DISTRICT must conform to the provisions of Labor Code sections 1720 through 1815, and all applicable provisions of California Code of Regulations found in Title 8, Chapter 8, Subchapter 3, Articles 1-7. DISTRICT agrees to include prevailing wage requirements in its contracts for public work. Work performed by DISTRICT'S own forces is exempt from the Labor Code's Prevailing Wage requirements.

5.2. Requirements in Subcontracts - DISTRICT shall require its contractors to include prevailing wage requirements in all subcontracts funded by this Agreement when the work to be performed by the subcontractor is a "public work" as defined in Labor Code Section 1720(a)(1) and Labor Code Section 1771. Subcontracts shall include all prevailing wage requirements set forth in DISTRICT's contracts

6. INSURANCE - DISTRICT and its contractors shall maintain in force, during the term of this agreement, a policy of general liability insurance, including coverage of bodily injury liability and property damage liability, naming the STATE, its officers, agents and employees as the additional insured in an amount of $2 million per occurrence and $2 million in aggregate and $5 million in excess. Coverage shall be evidenced by a certificate of insurance in a form satisfactory to the STATE that shall be delivered to the STATE with a signed copy of this Agreement.

6.1. SELF-INSURED - DISTRICT is self-insured. DISTRICT agrees to deliver evidence of self-insured coverage providing general liability insurance, coverage of bodily injury liability and property damage liability, naming the STATE, its officers, agents and employees as the additional insured in an amount of $2 million per occurrence and $2 million in aggregate and $5 million in excess. Coverage shall be evidenced by a certificate of insurance in a form satisfactory to the STATE that shall be delivered to the STATE with a signed copy of this Agreement in a form satisfactory to STATE, along with a signed copy of the Agreement.

6.2. SELF-INSURED using Contractor - If the work performed on this Project is done under contract DISTRICT shall require its contractors to maintain in force, during the term of this agreement, a policy of general liability insurance, including coverage of bodily injury liability and property damage liability, naming the STATE, its officers, agents and employees as the additional insured in an amount of $2 million per occurrence and $2 million in aggregate and $5 million in excess. Coverage shall be evidenced by a certificate of insurance in a form satisfactory to the STATE that shall be delivered to the STATE with a signed copy of this Agreement.

7. TERMINATION - This Agreement may be terminated by timely mutual written consent by PARTIES, and DISTRICT’s failure to comply with the provisions of this Agreement may be grounds for a Notice of Termination by STATE.

8. TERM OF AGREEMENT -This Agreement shall become effective on the date first shown on its face sheet and shall remain in full force and effect until amended or terminated at any time upon mutual consent of the PARTIES or until terminated by STATE for cause.

PARTIES are empowered by Streets and Highways Code Section 114 to enter into this Agreement and have delegated to the undersigned the authority to execute this Agreement on behalf of the respective agencies and covenants to have followed all the necessary legal requirements to validly execute this Agreement.

IN WITNESS WHEREOF, the PARTIES hereto have set their hands and seals the day and year first above written.

YOLO COUNTY TRANSPORTATION STATE OF CALIFORNIA DISTRICT DEPARTMENT OF TRANSPORTATION

By: ______MALCOLM DOUGHERTY Director of Transportation

Terry Bassett Executive Director

Initiated and Approved

By: ______By: ______Terry Bassett Rihui, Acting District 3 Director Executive Director District Manager

ATTEST:

By: ______District Clerk

As to Form and Procedure: As to Form and Procedure:

By: ______By: ______Attorney

Hope Welton, Department of Transportation District Attorney

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT

350 Industrial Way, Woodland, CA95776---- (530) 661-0816 Topic: Agenda Item #: Consider Authorizing 7 Executive Director to Agenda Type: Execute Services Deliberation/Action* Agreement with Yolo TMA Attachments: Yes No

Prepared By: Mike Luken Approved By: Meeting Date: February 13, 2017 RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director, or his designee, to execute a Services Agreement with the Yolo TMA in accordance with business terms outlined in this report subject to the review and approval by the District Counsel. REASON FOR RECOMMENDATION: The proposed services agreement with Yolo TMA is the best and most efficient method to ensure the ongoing operation of the Yolo TMA whose mission is to reduce vehicle trips by employers and employees within Yolo County. BACKGROUND: Yolo Transportation Management Association’s (TMA), now re-branded as “Yolo Commute”) executive director has left the association. The Yolo Commute Board of Directors, in looking for ways to continue to provide TDM (Transportation Demand Management) services to Yolo County businesses and commuters, has had discussions with management at YCTD and is interested in pursuing a services agreement with the District. The Yolo TMA board feels it may be the best way of extending the life and adding to the usefulness of the organization. SACOG was also consulted as early as possible to ensure that under such an agreement the TMA activities would remain eligible for SACOG TDM (Tier I and Tier II) funding in the future. The following description can be found on the Yolo Commute web homepage: ‘Yolo Commute is a non-profit organization. We serve as a transportation resource center for the Yolo County region by providing ridesharing information and programs, and education outreach to employers, as well as to the community. Our programs and services are designed to accommodate the growing travel needs of the region, alleviate traffic congestion, and improve the overall mobility for commuters, the labor force, and the general public. As an advocate for the region’s mobility needs, Yolo Commute also functions as a vital mechanism to improve communication and cooperation between public and private sectors and facilitate the development and implementation of new and/or improved transportation services and facilities. Yolo Commute has limited resources to carry out its charge with 76.9% of its current budget being paid to its executive director. At YCTD, we are suggesting that the Yolo Commute focus should be on shifting expenditures primarily to alternative transportation related activities and incentives. A number of years ago, YCTD provided office space to the TMA executive director. We are proposing to do something similar, and use existing YCTD staff and other YCTD resources to run the TMA program, reduce management costs and not hire a TMA executive director. YCTD staff believes that supporting and enhancing TMA activities is in the best interest of YCTD, Yolobus, the four cities, the County and YCTD’s two ex-officio partners (UC Davis and Caltrans) and is supported by YCTD’s charge as the Congestion Management Agency for Yolo County.

Staff proposes the continuation of the following activities for the Association that would be contained within a service agreement with Yolo TMA: a. Financial i. Maintenance and payment of all accounts payable ii. Maintenance and collection of all accounts receivable iii. Reconciliation of all checking accounts iv. Quarterly reports v. Preparation of Annual budget and quarterly budget updates to Board vi. Preparation and submission of annual tax filings/non-profit filings vii. Bill SACOG quarterly according to TDM Agreement b. Program Management i. Preparation and participation in May Is Bike Month activities ii. SACOG Commute Club Activities iii. Preparation and participation in other regional and local trip reduction programs and activities c. Board of Directors i. Set-up meeting venues ii. Prepare Notices/Agendas/Minutes/Materials for Quarterly Board meetings iii. Attend and present information to Board quarterly meetings iv. Advise President and Board members as needed v. Prepare a monthly "Activity Report" to include 1. Quantifiable trip reduction goals and measures taken by TMA 2. Commuter Club Activity status 3. Grants status 4. Significant projects/meetings/conversations d. Membership i. Preparation and delivery of annual dues billing ii. Collection of delinquent dues iii. Membership recruitment iv. Preparation of collateral materials v. Preparation of membership materials vi. Preparation and plan and implementation of a program to increase membership e. Grants i. Manage SACOG/TMA program grant program ii. Bill granting organizations accordingly iii. Write mandated reports iv. Assist Board of Directors with securing future grants v. Manage other grants and subrecipient grant activities f. Communications i. Develop/maintain websites, email/mailing lists, databases ii. Develop/continue quarterly eNewsletters iii. Create collateral materials as needed iv. Serve as point-of-contact BUDGET IMPACT: YCTD staff resources are available to implement the mission of the TMA. The limited term Assistant Planner position created to staff activities of the Y Shuttle has capacity to perform the activities of the TMA. Staff estimates that 10-12% of that position’s time could be made available for Yolo TMA Activities. The cost of the Assistant Planner and much smaller portions of the Executive Director and both Deputy Directors time equate to approximately $10,000 for the first year of activity. For Year Two, costs are escalated to $12,500 and for Year Three to $15,000. The increased overhead charges still represent less than one-third of the fees paid to the TMA’s executive director. Staff will recommend to the Yolo TMA Board that the balance of funds allocated for the prior cost of staffing the TMA be transferred back into the core incentives programs to reduce vehicle trips in Yolo County. All other costs of the Yolo TMA would be the responsibility of the TMA and approved in their annual budget. Staff is proposing that any preexisting conditions or deficiencies be billed at a separate fee of $100 per hour for labor. 12

BOARD COMMUNICATIONS: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776 --- (530) 661-0816 Topic: Approve Connect Agenda Item #: Card MOU 8 Agenda Type: Deliberation/Action Attachments Yes + Separate Prepared by: Terry Bassett Approved by: Meeting Date: February 13, 2017

RECOMMENDATION: It is recommended that the Yolo County Transportation District Board of Directors authorize its Executive Director, or his designee, to execute the attached Memorandum of Understanding for the Ongoing Operations of the Regional Connect Card System, subject to minor non-material alterations as determined necessary by YCTD staff and YCTD’s Legal Counsel. REASON FOR RECOMMENDATION: The highly anticipated Connect Card smart card system is very near the implementation stage. An updated MOU is needed to outline the commitments of each party in the Connect Card consortium as we move forward. BACKGROUND: In May 2011, YCTD joined other transit operators in the six county Sacramento region and SACOG by becoming party to a Memorandum of Understanding (“MOU”) for the design and development of the Connect Card System. As SACOG indicated, “the MOU proved an effective means of articulating responsibilities and protecting the rights of each participant, and we participated actively under the auspices of the design and development MOU. The result of our participation is that we have developed a strong electronic fare payment system that works for us and our partners now and into the future. We are preparing to enter ongoing operations.” This MOU for Ongoing Operations of Connect Card details the roles and responsibilities of transit agencies, the regional customer service center (to be operated by RT with cost sharing among all participants to achieve economies of scale), and SACOG. It also protects our interests by limiting the purview of the MOU to fare collection, while preserving fare policy and pricing authority of the individual transit operator policy boards. Voting rights and requirements are defined, which require support of both the large (RT) and multiple small transit operators to ratify a decision. Initial cost responsibility formulas are defined (the costs of the Regional Customer Service Center are to be shared based on each agency’s pro rata share of passengers and fare revenue). The MOU requires all participants to comply with requirements and procedures detailed in the Connect Card Regional Operating Rules (e.g., financial settlement process, standard operating procedures, privacy policy, and brand preservation), which our staff helped develop and will be involved in future updates. Implementing the Connect Card fare payment system has multiple benefits to riders, participating agencies and the region. Today, riders must pay fares using either paper media (e.g., passes, tickets, transfers) purchased at limited distribution sites or with cash, using exact change. Connect Card affords to rider new flexibility and protections – fares can be paid from anywhere with internet or telephone access, and all fare media types can be auto loaded to the Connect Card from any bus, train station or distribution site. Fare purchases and cash balances are protected. Reporting a lost, damaged or stolen card gains the user another card with balances and media restored. Exact change is no longer needed, and cash balances can be replenished from home, work or on the run. Transit operators pay a high cost to secure and process paper media (e.g., order, print, ship, distribute, collect unused media, destroy) and cash (e.g., collect, count, secure, deposit coins and currency). Once YCTD finds that the amount of printed fare media can be significantly reduced, moving to electronic fare collection offers the opportunity to reduce operating costs, improve controls, reduce fraud, and streamline business processes. The region benefits from a single smart card accepted on all transit operators, improving ease of use and transit

integration. The Connect Card is flexible and can accommodate additional uses like bike share, parking and public/private benefits. It remains our intent to capture these benefits for our transit riders, transit agencies and region. At this stage, internal Yolobus transfers and daily passes, both printed on the bus, will still be needed for cash riders upon their request. Participating in the regional Connect Card system offers the opportunity to expand ridership leveraging new benefits (e.g., balance protection, automatic loading of fare media, streamlined employer benefit procedures, single card accepted by all transit operators, exact change not required). Participation also offers the opportunity to reduce the cost of fare collection by replacing many paper products supported by manual processes with electronic fare payment supported by automated systems. The regional components of the Connect Card system (i.e., customer service call desk, on-line self- service portal, third party vendor network, financial reporting and auditing, and regional systems maintenance and operations) are shared among participants, offering economies of scale and consistent high quality service to all. The impacts will not all occur immediately; we are planning a “soft launch” affording a low risk phase in period to implement all capabilities and capture all benefits. Note that we will have the total regional customer service center budget, as well as our share, for consideration as part of our normal budget development and review process each year. Signing the MOU does not commit us to a specific financial obligation today, and we have a voice in planning services and associated budgets annually. Significant elements of the Connect Card program which last far beyond the current technology include shifting from cash and paper to an electronic payment system, using a single technology platform to integrate all transit operators in the region, sharing an electronic fare media distribution and customer support system, and building a regional customer service center and fiscal clearing house capability. These are the building blocks of the future and survive even with a potential future change in the technology platform. BUDGET IMPACT: The adopted FY 16/17 budget assumed some capital related expenses, which are occurring. The budget for FY 17/18 will need to reflect an estimated $96,570 in first year Connect Card operating costs, plus an estimated $8,785 in first year Connect Card capital reserve contributions, plus YCTD costs to maintain, repair, replace, add equipment, as deemed necessary. Attachments:  Connect Card Regional Service Center Draft Budget (Operating Costs)  Connect Card RSC FY2018 Operating Budget Detail (Proposed)  Formula for Determining How Operating Expenses and Capital Replacement Reserve Expenses are Allocated  Share of Operating Expenses and Capital Reserve Expenses By Transit Agency  Connect Card Equipment Breakdown

 SEPARATE ATTACHMENT: Proposed MOU Regarding Governance of the Regional Connect Transit Card System On-Going Operations

Connect Card Regional Service Center (RSC) FY2018 Draft Budget 1/6/2017

General Customer Retail Card Corporate Financial Annual Charge Category Dept Support Service Network Fulfillment Accounts Settlement Misc Rate %FTE Cost Direct Charges (Labor) Customer Advocacy Supervisor CAD 15% 77.87 15% $ 24,295 Senior Customer Advocate CAD 33% 61.48 33% 42,199 Customer Advocate I CAD 33% 47.54 33% 32,633 Customer Service Manager CUS 10% 78.24 10% 16,274 Customer Service Supervisor CUS 10% 65.60 10% 13,645 Electronic Fare Collection Systems Administrator FI 40% 10% 10% 0% 20% 10% 74.48 90% 139,428 Electronic Fare Collection Technician FI 40% 33% 10% 17% 60.01 100% 124,824 FPP Clerk FI 15% 15% 36.92 30% 23,040 Treasury Clerk FI 10% 15% 36.92 25% 19,200 Senior Accountant FI 5% 76.18 5% 7,922 Accountant II FI 10% 57.69 10% 12,000 Senior IT Business Systems Analyst IT 100% 76.27 100% 158,640 Network Operations Technician IT 25% 25% 52.55 50% 54,655 Marketing & Communications Specialist MAR 5% 67.03 5% 6,971 Graphic Designer MAR 5% 60.33 5% 6,274 SACOG support: technical, financial, business coordinationSACOG 50% 50% 75.00 100% 156,000 SACOG marketing & communication support SACOG 25% 65.00 25% 33,800 Total Direct Charges (Labor) $ 871,800

Other Miscellaneous Costs/Fees Annual Banking Fee 5,000 5,000 $ 5,000 Credit Card Fee (variable @ 2%) 192,000 192,000 192,000 Retail Commission Rate (variable @ 3%) 40,000 40,000 40,000 Marketing (Printing/other) 75,000 75,000 Supplies 20,000 20,000 20,000 Postage 15,000 15,000 15,000 Software Maintenance 37,500 37,500 37,500 Data Center Lease 13,200 13,200 13,200 Oracle Support Agreement 19,000 19,000 19,000 Legal Costs 5,000 5,000 5,000 Total Other Miscellaneous Costs/Fees $ 421,700

Indirect Cost Rate (33% of Direct Labor Charges) RT/SACOG 33% $ 287,694 Outside Consulting Services SACOG 207.00 30% 129,168

Total RSC Costs $ 1,710,363 15

Connect Card RSC FY2018 Operating Budget Detail (Proposed) Summary: The RSC Labor Plan is designed to determine which employees should charge time directly to RSC related activities. RSC Direct Charges: A new statistical WBS will need to be set up prior to 1/23/2016 (date of SL-2). SAXXXX.CONNECT.RSC is recommended. Only the following positions, and potentially those who backfill for the following positions, will be able to charge directly to this WBS:  Customer Advocacy Supervisor – The CAD supervisor is responsible for managing RT’s CAD staff. This position will also assist in complex Customer Service issues and requests associated with the RSC. The CAD supervisor will be responsible for handling RSC refunds and will report on a monthly.  Senior Customer Advocate – The Senior Customer Advocate is responsible for assisting customers with routine requests. These include items such as card balance questions and explanation of basic system functionality.  Customer Advocate I - The Customer Advocate I is responsible for assisting customers with routine requests. These include items such as card balance questions and explanation of basic system functionality.  Customer Service Manager - Only time spent supporting CAD Department type activities should be billed to the RSC. Straight time spent supporting CUS staff (balancing cash drawers, general support, etc.) should not be billed to the RSC.  Customer Service Supervisor - Only time spent supporting CAD Department type activities should be billed to the RSC. Straight time spent supporting CUS staff (balancing cash drawers, general support, etc.) should not be billed to the RSC.  Electronic Fare Collection (EFC) Systems Administrator – The Electronic Fare Collection Systems Administrator is responsible for business administration and management of the RSC. This position will also be responsible for preparing and distributing the RSC Monthly Financial Settlement Reconciliation. The EFC Systems Administrator will setup and maintain the Connect Card corporate accounts and retail network. The EFC Systems Administrator will prepare the monthly Consortium Meeting Packet and keep all meeting notes.  Electronic Fare Collection (EFC) Systems Technician – The EFC systems technician will report directly to the EFC Systems Administrator and will assist with all functions of the Connect Card RSC. Primary responsibilities will include assisting CAD with complex system issues and providing training and assisting to RSC and operator staff members with the use of INIT applications.  FPP Clerk – The FPP Clerk will be the primary employee responsible for card fulfillment. This includes web orders, corporate accounts, retailers and transit agencies.  Treasury Clerk - RSC related treasury clerk time may be spent on card fulfillment activities and Corporate Account support and billing. The Treasury Clerk may also assist with web order fulfillment as necessary.  Senior Accountant – The Senior Account will be responsible for managing accounting transactions (SAP) and funds distribution for the RSC.  Accountant II – The Account II will be responsible for posting daily cash entries for the RSC and assisting the Senior Accountant with the month end close procedures.  Senior IT Business Systems Analyst –

 Network Operations Technician (multiple) - Initially only time spent dedicated to RSC networking activities should be billed to the RSC. Time spent supporting the RSC retail network may also be charged once setup.  RSC Indirect Charges - A 33% indirect cost rate will be applied to the labor expense related to the direct charge positions listed above. This amount will be used to cover the cost of items such as facilities usage and other labor costs associated with the RSC. The current statistical WBS (SAXXX.CONNECT.ADMIN) will be used to track labor costs associated with this group. While the employees who charge time to this WBS will not be directly billed to the consortium, RT will track this time to make future adjustments to the indirect cost rate if necessary. The indirect cost rate is used as a method of ensuring minimal budget fluctuation during the infancy period of the project. Examples of positions who may charge to the indirect pool are listed below (again only RSC related activities should be charged to this account): o Sample positions who may be included in the indirect cost pool: . VP level staff . Finance Director . IT Director . IT Enterprise Systems Administrator . Network Operations Systems Administrator . Accounting Manager . Revenue Manager . Senior Financial Analyst . Senior Grants Analyst

Marketing  Senior Marketing & Communications Specialist – Assists with the preparation of marketing materials, press releases, social media postings, website development, printed materials, etc.  Graphic Designer – Assists with the preparation of graphics and artwork needed for print materials and website.

SACOG  Technical, Financial, & Business Coordination - It is anticipated that SACOG staff will continue to support RSC activities beyond the date of full system launch. This includes continuing to coordinate the project budget, monthly meetings, and project closeout with the vendor. SACOG staffing costs will be approved by the consortium and reimbursed to SACOG.  Marketing & Communications Support – It is anticipated that SACOG’s Marketing & Communications Team will continue to assist with at least the first year of operations in promoting Connect Card for the entire region. Hosting public events, doing outreach to various transit stakeholders, etc.

Outside Consulting Services  Provide funding to engage consultants (LTK and Doug Carter and/or others) as needed on continued system roll-out, support roll-out, assist with providing industry best practices.

Other Miscellaneous Expenses  Annual Banking Fee - Costs for US Bank Account  Credit Card Fee - Percentage of all credit card transactions and per transaction fees (Approximately 2%)  Marketing (Printing/Other) - Cost to print marketing materials to support the regional outreach and promote Connect Card  Supplies - Consumable supplies such as envelops, paper, printer ink, etc.  Postage - Mailing cost for orders from the website  Software Maintenance - Mandatory annual cost paid to INIT for software support and maintenance.  Data Center Lease - Connect Card servers are hosted at QTS which is a fully redundant data center. This minimizes any downtime to Connect Card systems from internet or power outages.  Oracle Support Agreement - The Connect Card database runs on Oracle. This is the annual cost required to support the Oracle Database.  Legal Costs – Cost to review any agreements or contracts on behalf of the Consortium

Formula for Determining How Operating Expenses and Capital Replacement Reserve Expenses are Allocated

2015 Triennial Performance Audit Data

Transit Fare Percentage Passenger Percentage Operator Revenue Fare Boardings Boardings Revenue (Ridership) (Ridership) Weighted

Sacramento RT $28,396,102 75.5% 26,851,891 82.1% 78.8% Fixed Route $15,093,979 14,131,943 LRT $13,291,685 12,710,476 CitiRide (DAR) $10,438 9,472

Yuba Sutter Transit Authority $1,446,679 3.8% 1,296,622 4.0% 3.9% Fixed Route $643,320 1,066,580 Commuter $664,620 154,896 DAR $138,739 75,146

Yolo County Transportation District $2,387,893 6.3% 1,617,824 4.9% 5.6% YoloBus Fixed Route $2,387,893 1,617,824

Elk Grove Transit $1,500,177 4.0% 1,004,510 3.1% 3.5% Fixed Route $602,499 505,837 Commuter $897,678 498,673

City of Folsom Transit $557,795 1.5% 794,865 2.4% 2.0% Fixed Route $114,526 79,263 LRT $404,588 702,935 DAR $38,681 12,667

South County Transit $212,968 0.6% 105,587 0.3% 0.4% Fixed Route $136,805 58,796 DAR $76,163 46,791

El Dorado Transit Authority $1,604,636 4.3% 373,723 1.1% 2.7% Local Fixed Route $166,157 154,636 Commuter Routes $839,799 149,465 Special Services $5,240 10,525 DAR $66,020 24,466 Contracted Services $521,820 34,018 Sac-Med $5,600 613

Roseville Transit $855,102 2.3% 379,920 1.2% 1.7% Local Fixed Route $263,087 235,475 Commuter $592,015 144,445

Placer County $653,528 1.7% 297,207 0.9% 1.3% Fixed Route $245,259 297,207 Commuter $408,269 81,274 19

Particpant Total $37,614,880 100.0% $32,722,149 100.0%

Share of Operating Expenses and Capital Reserve Expenses By Transit Agency

% Fare 50% Pax/ Operating Cost Transit Operator Revenue % Boardings 50% Rev Share Capital Reserve TOTAL

Sacramento RT 75.5% 82.1% 78.8% $ 1,347,355 $ 122,569 $ 1,469,924

Yuba Sutter Transit Authority 3.8% 4.0% 3.9% $ 66,777 $ 6,075 $ 72,852

Yolo County Transportation District 6.3% 4.9% 5.6% $ 96,570 $ 8,785 $ 105,355

Elk Grove Transit 4.0% 3.1% 3.5% $ 60,359 $ 5,491 $ 65,850

City of Folsom Transit 1.5% 2.4% 2.0% $ 33,455 $ 3,043 $ 36,498

South County Transit 0.6% 0.3% 0.4% $ 7,601 $ 691 $ 8,293

El Dorado Transit Authority 4.3% 1.1% 2.7% $ 46,249 $ 4,207 $ 50,456

Roseville Transit 2.3% 1.2% 1.7% $ 29,370 $ 2,672 $ 32,042

Placer County 1.7% 0.9% 1.3% $ 22,625 $ 2,058 $ 24,684

Particpant Total 100.0% 100.0% 100.0% $ 1,710,363 $ 155,591 $ 1,865,954 $ 155,591 Uses FY 2015 Ridership and Revenue

Connect Card RSC FY2018 Draft Budget 1/6/2017

Indirect Cost Rate (33% of Direct Labor Charges) RT/SACOG 33% $ 287,694 Outside Consulting Services SACOG 207.00 30% 129,168

Total RSC Costs $ 1,710,363 21

CONNECT CARD CAPITAL BUDGET BREAKDOWN (STARTUP PHASE)

REGIONAL SERVICE ADDITIONAL OR REGIONAL TRANSIT YUBA-SUTTER YOLO COUNTY ELK GROVE FOLSOM SOUTH COUNTY EL DORADO ROSEVILLE PLACER COUNTY SUBTRACTED CENTER (RSC) OWNER ITEM UNITS UNIT COST COST TOTAL COST Hardware and Equipment RT Front ProxMobiles 286 $ 1,841.34 $ 526,623.24 286 $ 526,623.24 RT Back ProxMobiles 286 $ 1,841.34 $ 526,623.24 286 $ 526,623.24 RT ProxStations 194 $ 2,351.61 $ 456,212.34 194 $ 456,212.34 Non-RT Outside Agency ProxMobile Package 335 $ 4,702.07 $ 1,575,193.45 52 $ 244,507.64 56 $ 263,315.92 69 $ 324,442.83 21 $ 98,743.47 20 $ 94,041.40 38 $ 178,678.66 36 $ 169,274.52 22 $ 103,445.54 Non-RT CoPilot 335 included included Non-RT GPSgo2 335 included included Non-RT TOUCHit 335 included included Non-RT Antenna 335 included included All Spare Parts and Kits 2 $ 6,543.41 2 $ 6,543.41 3 $ 8,384.75 2 $ 6,543.41 2 $ 6,543.41 3 8,384.75 2 $ 6,543.41 2 $ 6,543.41 RT Add-Fare Machines 32 $ 17,914.60 $ 573,267.20 32 $ 573,267.20 Non-RT Agencies Handheld Smart-Media Processor 20 $ 2,604.93 $ (4,725.00) $ 52,098.60 3 $ 7,814.79 2 $ 5,209.86 3 $ 7,814.79 2 $ 5,209.86 2 $ 5,209.86 3 $ 7,814.79 3 $ 7,814.79 2 $ 5,209.86 RSC Retail Sales Terminal (EVENDpc) 67 $ 7,621.63 $ (58,800.00) $ 510,649.21 65 $ 495,405.95 2 $ 15,243.26 RSC HP Servers 6 $ 1,629.99 $ 9,779.94 6 $ 9,779.94 Non-RT WIFI Equipment 11 $ 440.99 $ 4,850.89 1 $ 440.99 1 $ 440.99 1 $ 440.99 1 $ 440.99 1 $ 440.99 1 $ 440.99 1 $ 440.99 1 $ 440.99 Non-RT WIFI Antennas 11 $ 229.99 $ 2,529.89 1 $ 229.99 1 $ 229.99 1 $ 229.99 1 $ 229.99 1 $ 229.99 1 $ 229.99 1 $ 229.99 1 $ 229.99 Non-RT WIFI Arrestors & Cabling 33 $ 36.98 $ 1,220.34 3 $ 110.94 3 $ 110.94 3 $ 110.94 3 $ 110.94 3 $ 110.94 3 $ 110.94 3 $ 110.94 3 $ 110.94 RT Wireless Radio Technology 1 $ 139,958.00 $ 139,958.00 All Two Year Extended Warranty 1 $ 445,173.31 $ 445,173.31 Customer Service Workstation All License 13 $ 4,672.15 1 $ 4,672.15 4 $ 18,688.60 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 1 $ 4,672.15 All Logittech Webcam 18 $ 108.00 $ 1,944.00 1 $ 108.00 10 $ 1,080.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 1 $ 108.00 All Badgy Compact Card Printers 9 $ 761.00 $ (23,039.25) $ 6,849.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 1 $ 761.00 All Card Readers 13 $ 235.00 $ 3,055.00 1 $ 235.00 4 $ 940.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 1 $ 235.00 RSC VMware Workstation License 8 $ 149.99 $ 1,199.92 1 $ 149.99 1 $ 149.99 1 $ 149.99 1 $ 149.99 1 $ 149.99 1 $ 149.99 1 $ 149.99 1 $ 149.99 Total Per Work Station $ 5,926.14 Software and Licenses RSC Oracle Database Standard 18 $ 11,484.00 $ 206,712.00 18 $ 206,712.00 RSC Oracle Software - CO-#8 1 $ 30,493.20 $ 30,493.20 1 $ 30,493.20 RSC RSC Network, Storage, and Processing 1 $ 404,591.75 $ 52,098.88 $ 404,591.75 1 $ 404,591.75 Non RT CISCO Firewall 6 $ 569.47 $ 3,416.82 1 $ 569.47 1 $ 569.47 1 $ 569.47 1 $ 569.47 1 $ 569.47 1 $ 569.47 1 $ 569.47 1 $ 569.47 Non RT CISCO AP Access Points 14 $ 469.88 $ 6,578.32 2 $ 469.88 2 $ 469.88 2 $ 469.88 2 $ 469.88 2 $ 469.88 2 $ 469.88 2 $ 469.88 2 $ 469.88 RSC Network Switch Cisco 4 $ - RSC Corporate Accounts Website 1 $ 54,696.00 $ 54,696.00 1 $ 54,696.00 RSC Call Center IVR Interface 1 $ 172,416.25 $ 172,416.25 1 $ 172,416.25 RSC Connect Card E-Commerce Website 1 $ 94,115.00 $ 94,115.00 1 $ 94,115.00 RSC Software Test Envrionment 1 $ 65,534.90 $ 65,534.90 1 $ 65,534.90 RSC Commerical Enterprise Software License 1 $ 25,156.04 $ 25,156.04 1 $ 25,156.04 $ 1,564,677.18 $ 2,118,677.88 $ 266,613.25 $ 282,816.60 $ 348,389.78 $ 118,244.15 $ 113,542.08 $ 202,625.61 $ 191,380.13 $ 122,946.22 30.05% 56.27% 7.08% 7.51% 9.25% 3.14% 3.02% 5.38% 5.08% 3.27% RSC REGIONAL TRANSIT YUBA-SUTTER YOLO COUNTY ELK GROVE FOLSOM SOUTH COUNTY EL DORADO ROSEVILLE PLACER COUNTY

BOARD COMMUNICATION: YOLO COUNTY TRANSPORTATION DISTRICT 350 Industrial Way, Woodland, CA 95776---- (530) 661-0816 Topic: Agenda Item #: Consider Director’s 9 Report Agenda Type: Deliberation/Action*

Attachments: Yes No

Prepared By: Approved By: Meeting Date: February 13, 2017 Terry Bassett, Mike Luken & Janice Phillips RECOMMENDATION: The following are updates to your board regarding various YCTD matters. While there are no specific recommended actions from staff, your board reserves the right to take action on all items below. BACKGROUND: a) Oral Report b) Meeting Regarding Intercity Transit Partnership Opportunities

On February 6th, YCTD Chair Don Saylor led a special meeting to discuss intercity transit services and ways to address a variety of related issues, including: 1. Improving the transit mode split by staff, faculty, students and the general public traveling to/from the UC Med Center and main UCD campus, including the Sacramento/UCD and Woodland/UCD travel markets 2. Minimalizing intercity travel times (speeding up services) to tap into latent intercity travel opportunities 3. Finding ways to connect institutes of higher education (e.g., UC Med Center, UCD main campus, Los Rios Community College satellite sites in West Sacramento and West Village, and Woodland Community College) to enable joint venture opportunities and synergies 4. Working with UC Med Center administration to address UC Med Center/UCD shuttle service changes being considered by that institution 5. Considering ways UCD can invest in intercity transit services and fare incentives as an alternative to building more parking structures c) Status of Countywide Capital Improvement Program No update since the last report on this item. d) Update Regarding Trillium CNG Contract We have had preliminary discussions with the California Transit Finance Corporation (CTFC) to consider a financing package to fund a third CNG compressing skid. We have also been trying to get in touch with the Municipal Services Group (MSG), which was used by YCTD’s preceding agency, the Yolo County Transit Authority, in the mid 90’s for a similar CNG financing. Complicating the matter are two messages from Waste Management of Woodland, which accounts for over 25% of all natural gas coming out of YCTD’s CNG dispensers:  Waste Management may build its own CNG station by early 2020  Waste Management anticipates an increasing natural gas consumption requirement [for supply from Yolobus] between today and 2020 as the remainder of its fleet migrates from diesel to CNG; another 5-10 trucks in that time.

Regardless of whether or not Waste Management (WM) uses YCTD’s CNG beyond 2020, I still recommend that a third CNG skid be built. First, 5-10 additional WM trucks fueling at YCTD over at least the next three years will create a myriad of operational problems that will negatively affect the fueling of Yolobus buses and public vehicles. Second, YCTD offers important redundancy to other transit providing entities that use CNG, such as Unitrans, the Sacramento International Airport parking shuttle buses, Elk Grove Transit, Paratransit Incorporated, and Sacramento Regional Transit District. This redundancy goes both ways. For example, YCTD has used the CNG dispenser at Unitrans at certain critical times. Third, according to Trillium, with a new, even lower emitting CNG engine about to come on line in early 2018, there is the possibility there could be an uptick in the number of local and intercity CNG trucks on the road, thus providing a substitute fueling partner if WM should leave. With WM possibly having its own station in 2020, we will likely structure a third skid financing package that would have a repayment of 12-15 years, rather than nine (9), thus keeping the annual financing payments at a manageable level. e) Budget and Strategic Planning Process As an appendix to the preliminary budget, staff intends to include specific transit service level and ridership goals. We are also considering whether or not an updated, condensed Strategic Plan should be a supporting document to the budget. A preliminary budget will be released by April 30, 2017. Your board is reminded that insurance credits and natural gas fuel rebates will not be available, or will be significantly less, than for the current fiscal year. Likewise, farebox revenue- to-date is less than budgeted. These reductions in revenue will need to be offset by the Local Transportation Fund (LTF), or other sources. f) West Sacramento Service Change Request The City of West Sacramento has completed its annual strategic planning process and has placed the preparation of a Mobility Action Plan at the top of their priorities for 2017. City staff had been working with District Staff on this proposal which was approved by the Council which included the preparation of this plan and two pilot projects. The first pilot project is the elimination of Route 340 due to lack of ridership and the creation of a shuttle from the West Sacramento Transit Center to Downtown Sacramento or “Gateway Shuttle”) that would mimic both the future streetcar and the Y Shuttle during major events. The second pilot project is to seek a grant from the SACOG TDA Tier 2 funding program to create an on-demand transit service for the Southport Area of West Sacramento as suggested during last year’s project examining modifications of Route 35 and Route 39. District staff is meeting with staff again following the City Council approval of these pilot projects. Pilot 1 would involve the District initiating a public hearing process for Route 340 and the Gateway Shuttle. This could be implemented by the end of the fiscal year. The grant application for Pilot 2 is due in July and will be drafted by both City and District staff with potential assistance from Transdev’s corporate business development team. If funded, Pilot 2 implementation could start in the Fall or early Winter. g) Status of Cache Creek Casino Resort Hotel Expansion Project I have discussed the planned Cache Creek Casino Hotel expansion with YCTD Chair Don Saylor, Patrick Blacklock (County Administrator) and Phillip Pogledich (County Counsel) to provide input regarding YCTD, the Tribal Environmental Impact Report (TEIR), and the County-Tribe dialogue. The County is aware of the concerns and recommendations raised in YCTD’s November 2, 2016 comment letter. h) FTA 5310 Grant Application by YCTD YCTD staff has been in contact with Technical Advisory Committee and Citizen Advisory Committee members, as well as local and regional partners, including Yolo Adult Day Health Care, Yolo Healthy Aging Alliance, Shores of Hope, and Paratransit Inc., to ensure its application for the current 5310 cycle is developed with a high chance of award. Further, functioning in its role as the Consolidated Transit Service Agency (CTSA), YCTD staff has contacted other local agencies to remind them of the availability of 5310 funding, and offered to support their applications as applicable. YCTD staff plans to apply for available 5310 funds to develop and implement a Yolobus Special Mobility Assessment/eligibility program, with a supplemental Travel Training component. The goal of the program would be to enhance program efficiency by providing the correct level of service to customers, while also providing additional training on available fixed-routes services. The ability to expand mobility options through travel training (and ultimately a familiarity and comfort with existing fixed-route services) will result in enhanced mobility for Yolo County seniors and persons with disabilities. The programs developed will complement existing services without increasing the need for YCTD staffing resources through contracting via coordinated regional partnerships. YCTD aims to contract

with Paratransit Inc. to complete the mobility assessments, as well as expand their regional funding to maximize the “reach,” value, and frequency of travel training opportunities. YCTD staff will present an item to the Board along with an associated resolution during its regular March meeting which will provide application details and supporting information. Projects are due to SACOG March 1, 2017 for review and prioritization. Applications are then forwarded to Caltrans for review and award. 5310 Projects are eligible for 100% federal funding (through the application of toll credits). i) Changes in Service Through February 9, 2017 Please refer to the attached letter from Carmen Alba, Transdev General Manager, regarding how Yolobus accommodated increased transit ridership demand caused by the January 21st Women’s March, as well as discussion on re-routes and secession of service due to flooding on route 215 affecting Madison, Esparto, Capay and Cache Creek Casino Resort. j) Update on Gillig The Nine (9) new 40-foot CNG transit buses continue to be readied for revenue service in late February. Automatic Vehicle Location (AVL), two- way radio and camera systems have been installed. Connect Card equipment, fareboxes and other miscellaneous items are being installed. Due to the inclement weather, a photo shoot of the new buses has been delayed and hopefully can be rescheduled for later this month. k) Technology Project Status On the heels of the Gillig buses technology installation is the retrofit of the AVL systems for the rest of the fleet. New Ranger 4’s will be installed on the remaining fleet by March 15. This installation, along with new communications equipment will improve performance of the YolobusLive mobile phone system for riders, operability for Transdev and on-the-fly access to security camera systems for the District and law enforcement. These systems were funded by the Proposition 1B Safety and Security Grant Program. In the coming months, Staff will be applying for additional funding under the final Proposition 1B funding round to continue to improve on-board security equipment and connectivity and potentially some needed security upgrades for the YCTD yard. l) Attachments i. February 9, 2017 Letter from Transdev ii. Comments from Riders Taking Bus to Women’s March iii. Financial Report through December 31, 2016 iv. Ridership Reports through December 31, 2016 v. Performance Indicator Report through December 31, 2016

Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended December 31, 2016 Variance Favorable/ All Fixed Route Service Month Y-T-D Y-T-D Budget * (Unfavorable)

Revenues Fare Revenue Passenger Fares 237,475 1,200,821 1,289,275 (88,454) Special Fares 1,294 8,382 10,000 (1,618) Total Fare Revenue 238,769 1,209,203 1,299,275 (90,072)

Operating Revenue: Local Transportation Fund (TDA) 0 2,588,800 2,277,300 311,501 Local Operating Assistant (Reserves) 327,055 (327,055) Interest 8 9,914 15,000 (5,086) State Operating - Other 11,460 17,706 (6,246) FTA 5307-Operating (PM & Consultants) 224,919 519,535 1,319,582 (800,047) FTA 5311 - Operating 65,440 (65,440) FTA 5316 (JARC) -Operating 0 PTMISEA 170,262 170,262 170,262 Auxilliary Transportation 198,843 300,967 (102,123) Other ** (40,724) (37,306) 303,553 (340,859) Mitigation Revenue 790,202 802,990 (12,788) Sales of Fixed Assets 0 Total Operating Revenue 354,465 4,251,710 5,429,591 (1,177,881)

Total Revenue 593,234 5,460,913 6,728,866 (1,267,953)

Expenses Salaries & Benefits: Regular Employees 95,594 397,201 430,437 33,236 Extra Help 4,882 21,167 35,000 13,834 Overtime 1,352 1,250 (102) Vacation Payoff 1,493 1,493 (1,493) Management Leave Buy-Back 2,000 2,000 Retirement 8,698 98,984 71,855 (27,129) Social Security Medicare Tax 3,505 14,079 8,118 (5,961) Health Insurance 21,205 78,340 105,748 27,408 YCTD Contribution to Other Post Employment Benefits 0 6,894 24,401 17,507 Unemployment Insurance 225 1,305 3,220 1,915 Workers' Compsensation Insurance 1,625 4,049 5,378 1,329 Other Frings Benefits 2,288 12,658 16,050 3,392 Subtotal Salaries & Benefits 139,515 637,521 703,456 65,935

Services Housekeeping Expenses 907 14,702 7,005 (7,697) Maintenance - Equipment 399 22,982 370,708 347,725 Maintenance - Building & Improvements 33 17,045 49,300 32,255 Legal Services 5,589 12,500 6,911 Professional & Specialized Services 8,238 35,753 169,677 133,923 Training Expense 0 147 12,928 12,781 Trustees, Commissioners, Directors 400 2,100 3,400 1,300 Subtotal Services 9,976 98,318 625,517 527,199

Fuel & Lubricants Vehicle Fuel Expense 108,516 667,048 800,655 133,607 Lubricants 0 Subtotal Fuel & Lubicants 108,516 667,048 800,655 133,607

Materials & Supplies Food 486 1,249 1,861 611 Office Expense 2,680 8,468 12,500 4,032 Postage 629 2,145 5,500 3,355 Printing 968 12,195 32,983 20,788 Small Tools & Minor Equipment 0 5,244 25,196 19,952 Subtotal Materials & Supplies 4,764 29,302 78,040 48,738

Utilities Communications 7,438 43,439 94,549 51,110 Utilities 2,203 10,924 10,550 (374) Subtotal Utilities 9,641 54,363 105,099 50,736

Casualty & Liabilty Insurance - Public Liability 351,078 237,580 (113,498) Insurance - Fire & Extended 764 10,000 9,236 Insurance - Physical Damage 17,764 12,515 (5,250) Subtotal Casualty & Liability 0 369,606 260,095 (109,511)

Purchased Transportation Purchased Transportation 648,501 3,207,834 3,986,929 779,095 Subtotal Purchased Transportation 648,501 3,207,834 3,986,929 779,095

Miscellaneous Memberships 27,775 18,011 (9,764) Publications & Legal Notices 495 495 1,250 755 Advertising 3,305 19,091 16,620 (2,471) Rents & Leases-Equipment 1,930 2,986 200 (2,786) Rents & Leases-Bldgs & Improvements 734 1,103 22,500 21,397 Books & Periodicals 623 775 490 (285) Special Department Expense - Other 698 4,399 6,535 2,136 Transportation & Travel 404 3,399 23,380 19,980 Subtotal Miscellaneous 8,189 60,023 88,986 28,963

Total Services & Supplies 789,587 4,486,493 5,945,319 1,458,825

Total Expenses 929,102 5,124,014 6,648,775 1,524,760

OperatingSurplus/(Shortage) (335,868) 336,899 80,092 256,807

Contingencies 77,342 77,342 Pass Through to Other Agencies 20,000 16,500 (3,500)

* Budget Y-T-D as amended ** Air District Funds Returned 30

Capital Revenue FTA 5309 - Capital Revenue FTA 5307 - Captial Revenue 3,012,348 3,012,348 Capital LTF 389,204 389,204 Other Capital Revenue Governor's OHS 92,993 92,993 368,858 275,865 PTMISEA 1,426,211 1,426,211 West Sac (local match) Cache Creek Capital Revenue County Gov't Agencies State Transit Assistance (STA) 704,051 704,051 Non-County Gov't Agencies 17,500 17,500 Transfers In (Out) 92,993 92,993 5,918,172 5,825,179

Capital Expenses Facility Improvements 657,325 657,325 Equipment 92,993 92,993 5,260,847 5,167,854 92,993 92,993 5,918,172 5,825,179

Capital Surplus/(Shortage) 0 0 0 0

Yolo County Transportation District Statement of Revenue and Expenses - Budget vs Actual For the Month Ended December 31, 2016 Variance Favorable/ ADA PARATRANSIT SERVICE Month Y-T-D Y-T-D Budget (Unfavorable) Revenue: Fares 4,996 33,760 32,159 1,601 Special Fares 5,961 34,597 21,867 12,730 Total Fare Revenue 10,957 68,357 54,026 14,331

Operating Revenue Local Transportation Fund-Operating 509,267 472,600 36,668 Local Operating Assistance (Reserves) 165,000 (165,000) FTA 5310 (New Freedom) Operating 51,648 51,648 75,000 (23,352) Investment Earnings (1,299) 2,500 (3,799) FTA 5307 Operating 130,225 (130,225) Mitigation Revenue 11,881 (11,881) Other Income 2,639 Sale of Fixed Assets 1 12,480 (12,479) Total Operating Revenue 51,648 562,256 869,685 (310,068)

Total Operating Revenue 62,605 630,612 923,710 (295,736)

Expenses: Services Maintenance - Equipment 399 (399) Subtotal Services 0 399 0 (399)

Fuel & Lubricants Vehicle Fuel Expense 7,059 44,818 114,155 69,337 Subtotal Fuel & Lubricants 7,059 44,818 114,155 69,337

Utilities Communication 0 Subtotal Utilities 0 0 0 0

Casualty & Liability Insurance - Public Liability 61,113 49,147 (11,966) Insurance - Physical Damage 3,092 (3,092) Subtotal Casualty & Liability 0 64,205 49,147 (15,058)

Purchased Transportation Purchased Transportation 106,964 659,231 749,222 89,991 Subtotal Purchased Transportation 106,964 659,231 749,222 89,991

Appropriation for Contingency 11,187 11,187 Total Expenses 114,024 768,652 923,710 155,058

Operating Surplus/(Shortage) (51,419) (138,040) 0 (140,678)

Capital Revenue State Transit Assistance 37,500 37,500 Non County Gov't Agencies 70,000 70,000 Local Transportation Fund-Capital 0 0 0 107,500 107,500 Capital Expense Capital Expenses 107,500 107,500 0 0 107,500 107,500 Capital Surplus/(Shortage) 0 0 0 0 32

Yolobus Fixed Route Ridership Trends

14-15 15-16 16-17 -10.6% YTD

160,000 -13.9% -14.6% -5.6% -9.7% - 140,000 -6.1% -13.4% 120,000

100,000

80,000 Riders

60,000

40,000

20,000

0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun

Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Totals YTD 16-17 112,902 128,174 124,845 121,920 115,050 102,071 704,962 -10.6% 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 14-15 137,804 144,667 146,394 151,630 129,251 124,534 132,042 128,155 137,076 133,274 128,879 124,030 1,617,736 13-14 145,240 150,145 147,925 159,624 135,001 128,789 138,830 134,193 140,902 146,288 142,987 127,081 1,697,005 12-13 136,029 152,771 141,712 158,319 138,423 122,854 138,422 138,245 144,978 143,474 145,716 129,271 1,690,214 11-12 125,846 143,688 140,150 142,995 134,523 124,528 137,741 143,683 147,795 139,652 145,890 131,767 1,658,258 10-11 140,034 143,616 136,714 139,815 130,272 118,877 133,058 130,088 141,582 141,200 140,848 132,082 1,628,186 09-10 144,651 141,258 144,049 150,809 132,730 125,460 133,705 136,346 148,367 140,109 136,272 132,315 1,666,071 08-09 160,580 161,041 158,082 168,903 143,478 140,487 153,123 138,164 152,247 147,277 144,946 140,563 1,808,891 07-08 159,817 155,510 152,555 163,369 138,675 136,205 148,057 133,631 147,265 142,604 140,421 136,372 1,754,481 06-07 122,800 126,074 114,147 127,610 116,009 106,480 116,214 117,959 124,535 134,526 138,991 140,437 1,485,782 05-06 106,044 121,542 111,262 118,112 107,259 101,906 114,092 105,096 123,411 115,029 122,358 116,621 1,362,732 04-05 107,150 117,018 108,890 112,076 103,828 95,674 107,599 101,379 113,837 105,354 118,847 115,748 1,307,400 03-04 105,206 106,152 104,410 103,943 97,488 95,852 99,008 96,068 106,015 105,685 105,309 105,176 1,230,312 02-03 108,939 103,488 101,711 108,467 92,480 89,168 92,516 89,648 106,759 101,867 102,835 103,819 1,201,697 01-02 112,889 111,782 105,554 114,277 97,067 92,461 101,652 95,307 106,049 104,030 106,669 101,146 1,248,883 00-01 117,273 121,631 108,539 118,293 106,027 96,291 105,754 98,203 105,663 109,432 113,032 103,519 1,303,657

-14.6% -5.6% -9.7% -13.9% -6.1% -13.4%

Yolobus Special Paratransit (ADA) Ridership Trends

14-15 15-16 16-17 -2.6% YTD 3,500

3,000

+13.1% -8.4% +0.7% +0.8% 2,500 -16.7% -3.6%

2,000

1,500 Riders

1,000

500

0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun

Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Totals YTD 16-17 2,318 2,604 2,379 2,400 2,210 2,051 13,962 -2.6% 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 14-15 2,183 2,114 2,195 2,487 2,086 2,187 2,240 2,359 2,553 2,693 2,627 2,598 28,322 13-14 2,023 2,026 1,985 2,074 1,887 1,821 1,974 1,735 2,046 2,169 2,350 2,236 24,326 12-13 1,798 2,005 1,761 2,181 1,930 1,792 2,050 1,764 1,975 2,248 2,035 1,845 23,384 11-12 1,422 1,554 1,507 1,479 1,425 1,346 1,452 1,441 1,677 1,577 1,791 1,648 18,319 10-11 1,399 1,435 1,471 1,443 1,288 1,346 1,396 1,382 1,557 1,515 1,519 1,530 17,281 09-10 1,447 1,326 1,349 1,306 1,260 1,292 1,273 1,265 1,414 1,334 1,310 1,341 15,917 08-09 1,504 1,465 1,606 1,667 1,341 1,531 1,590 1,582 1,701 1,415 1,378 1,444 18,224 07-08 1,456 1,640 1,276 1,478 1,272 1,275 1,283 1,300 1,344 1,467 1,491 1,368 16,650

-8.4% 13.1% 0.7% 0.8% -3.6% -16.7%

Yolo County Transportation District Performance Indicators FY 2016/17 vs 2015/16 YEAR TO DATE THROUGH SECOND QUARTER

Fixed Route FY 2016/17 FY 2015/16 Change Paratransit FY 2016/17 FY 2015/16 Change Ridership 704,962 788,226 -10.6% Ridership 13,962 14,332 -2.6% Operating expense $ 5,124,014 $ 5,407,596 -5.2% Operating expense $ 768,652 $ 726,833 5.8% Fare revenue $ 1,209,203 $ 1,181,972 2.3% Fare revenue $ 68,357 $ 41,386 65.2% Fare Box Recovery 23.60% 21.86% 8.0% Fare Box Recovery 8.89% 5.69% 56.2% Cost/ride $ 7.27 $ 6.86 5.9% Cost/ride $ 55.05 $ 50.71 8.6%

Revenue miles 1,003,065 1,014,321 -1.1% Revenue miles 173,225 166,467 4.1% Revenue hours 51,645 51,470 0.3% Revenue hours 9,990 10,316 -3.2% Fare revenue/ride $ 1.72 $ 1.50 14.4% Fare revenue/ride $ 4.90 $ 2.89 69.5% Rides/hour 13.65 15.31 -10.9% Rides/hour 1.40 1.39 0.6% Rides/mile 0.70 0.78 -9.6% Rides/mile 0.08 0.09 -6.4% Cost/revenue hour $ 99.22 $ 105.06 -5.6% Cost/revenue hour $ 76.94 $ 70.46 9.2% Cost/revenue mile $ 5.11 $ 5.33 -4.2% Cost/revenue mile $ 4.44 $ 4.37 1.6% Miles per collision* 54,228 87,581 -38.1% Miles per collision 6,981 3,583 94.8% Miles per road call 5,465 5,436 0.5% Miles per road call 6,981 1,433 387.1% % on-time 77.3% 74.6% 3.5% % on-time 95.9% 94.8% 1.1% Fare revenue per revenue mile $ 1.21 $ 1.17 3.5% Fare revenue per revenue mile $ 0.39 $ 0.25 58.7% Fare revenue per revenue hour $ 23.41 $ 22.96 2.0% Fare revenue per revenue hour $ 6.84 $ 4.01 70.5%

*Preventable collision accidents, including mirror taps.

MEMORANDUM OF UNDERSTANDING REGARDING GOVERNANCE OF THE REGIONAL CONNECT TRANSIT CARD SYSTEM ON-GOING OPERATIONS

THIS MEMORANDUM OF UNDERSTANDING REGARDING THE GOVERNANCE OF THE REGIONAL CONNECT TRANSIT CARD SYSTEM (“MOU”) is effective as of the ___th day of January 2017, by and among the SACRAMENTO AREA COUNCIL OF GOVERNMENTS, a California joint powers agency (“SACOG”), the SACRAMENTO REGIONAL TRANSIT DISTRICT, a regional transit district duly organized and existing under the laws of the State of California (“RT”), the CITY OF ELK GROVE, a municipal corporation duly organized and existing under the laws of the State of California (“Elk Grove”), the CITY OF FOLSOM, a charter city duly organized and existing under the laws of the State of California (“Folsom”), the CITY OF ROSEVILLE a charter city duly organized and existing under the laws of the State of California (“Roseville”), COUNTY OF PLACER, a political subdivision of the State of California (“Placer County”), COUNTY OF SACRAMENTO, a political subdivision of the State of California (“Sacramento County”), the EL DORADO COUNTY TRANSIT AUTHORITY, a California joint powers agency (“ED Transit”), the YOLO COUNTY TRANSPORTATION DISTRICT, a transportation district duly organized and existing under the laws of the State of California (“YCTD”), and YUBA- SUTTER TRANSIT AUTHORITY, a California joint powers agency (“YST”), with each party individually referred to as a “Member,” and collectively known as “the Members” in this MOU.

RECITALS

A. The Regional Connect Transit Card System (“Connect Card”) is a smart card program in the greater Sacramento region developed as a cooperative effort amongst the Members providing for the electronic payment of fares by passengers on Member buses and/or railcars.

B. The administrative functions of the Connect Card, as well as a customer call center, third party vendor network and on-line support portal, are managed by the Regional Service Center (“RSC”) on behalf of all Members.

C. RT is the agency responsible for the daily operations of the RSC (“RSC Provider”), and is also a Member of Connect Card.

D. The rules for participation in the Connect Card are outlined in the Connect Card Regional Operating Rules (“Regional Operating Rules”), which, among other things sets forth the standard operating procedures for the RSC services, the Connect Card privacy policy, the Connect Transit Card Brand Style Guide, and the financial positions and settlement process. Should conflicts occur between the Regional Operating Rules and this MOU, the MOU takes precedence and all other components of the Regional Operating Rules remain in effect.

Revised 01/05/2017 Building on the success of cooperative work to develop and launch the Connect Card, Members wish to (1) provide for governance and policy decisions necessary for on-going operations of the Connect Card, (2) establish the roles and responsibilities of each Member for on-going operations and maintenance of the Connect Card; and (3) establish the cost responsibility for each Member for operations and maintenance.

AGREEMENT

NOW THEREFORE, the Members intending to be legally bound hereto agree as follows:

A. GOVERNING ON-GOING OPERATIONS OF THE CONNECT CARD

The Connect Card System will be governed by the Governance Committee (“Committee”). All Members except SACOG (the “Voting Members”) will appoint representatives (“Voting Representatives”) pursuant to Section A.1. SACOG will appoint a representative (the “Nonvoting Representative”) pursuant to Section A.2.

1) Voting Representatives. The following individuals, or their respective designees and alternates, will be appointed by the Voting Members to serve on the Committee: RT’s General Manager; Elk Grove’s City Manager; Folsom’s City Manager; Roseville’s City Manager; Placer County Transit’s General Manager; Sacramento County’s Director of Transportation; ED Transit’s Executive Director; YCTD’s Executive Director; and YST’s Transit Manager. The appointed individual from each Voting Member must provide the name, title and contact information of the designee and alternate to the Committee and the RSC before the designee or alternate may represent his or her agency in any Connect Card business.

a) New Members: Any new Voting Member added pursuant to execution of this MOU, will appoint its chief executive officer, or equivalent, or his/her designee and alternate, to serve as the Voting Representative on the Committee.

b) Each Voting Representative will receive notice of all meetings, will have the right to participate in Committee discussions, will have the right to place matters on the agenda, and will have the right to vote in accordance with Section A.1, below.

c) Alternates have the right to exercise his or her agency’s vote when the Voting Representative or designee is otherwise unavailable to participate.

2) Non-Voting Representatives. In addition to the Voting Representatives described above, the Chief Executive Officer of SACOG (or his designee) will serve as a Non-Voting Representative on the Committee.

a) Non-Voting Representatives will receive notice of all meetings, and will have the right to participate in Committee discussions, and have the right to place matters on the agenda, but will have no vote.

Revised 01/05/2017 3) Voting. The Committee will strive to reach consensus on all decisions. However, if consensus cannot be reached, approval by a combination of RT, plus additional smaller Members is required to approve the action under consideration. The intent of this voting construct is to safeguard both large and small interests in Connect Card by requiring collaboration among large and small interests to ratify an action or proposal. RT is the single largest interest in Connect Card, responsible for approximately 70% to 80% of the riders, fare revenue, regional capital costs and regional operating costs. While RT does comprise both a majority and a supermajority on its own under an interest-based or proportional voting system, additional smaller Member votes have been added for ratification to ensure collaboration among large and small interests. The number of affirmative votes to ratify an action or proposal varies by the size of the Voting Member pool, as set forth below:

a) A quorum is required to call for a vote on the decision items reserved for the Committee (Section A.3), as defined below.

Total Number of Voting Quorum Members Party to MOU 8-10 Voting Members 5 or more 11-12 Voting Members 6 or more 13-14 Voting Members 7 or more

b) All Voting Representatives will have one vote per Member agency.

c) Actions requiring a vote of the Committee (except actions for which a supermajority vote is required) must be ratified by the affirmative vote of RT, as the largest interest, plus additional smaller interests, as set forth below.

Total Number of Voting Ratifying Vote Requirement Members Party to MOU 8-10 Voting Members RT plus at least 3 other members 11-12 Voting Members RT plus at least 4 other members 13-14 Voting Members RT plus at least 5 other members

d) Decisions reserved for the Committee and requiring a ratifying vote for authorization are: i) The addition or subtraction of a Member (excepting a Member may opt out with a 90- day notice period) to this MOU and the Committee, as set forth in Section D of this MOU. ii) The annual RSC operating budget, scope of services and cost responsibility (cost shares) as well as amendments and changes in excess of five (5) percent (cumulative across the fiscal year) of the annual approved RSC budget. Note that while budgetary variances of five (5) percent or less do not require a vote for approval, they must be reported to the Committee in a timely manner.

Revised 01/05/2017 iii) The multi-year RSC regional capital plan (including cost, schedule and items to be purchased) for system upgrades, investment requirements and participant shares of upgrade/replacement costs, after accounting for any regional funding that may be available. Investments outside the approved plan likewise require approval by the Committee. iv) Changes to the Regional Service Center (RSC) Provider, excepting that the current Provider can opt out with 180 days of notice pursuant to section B.2 of this MOU. v) Legal actions and suits involving the Connect Card, including both the design and development project, and the Regional Service Center operations. vi) Amendments proposed to this MOU and Committee recommendations on a proposed amendment to each Member’s governing body. vii) Adoption of the Connect Card Regional Operating Rules, along with significant updates and/or changes thereto when such update or change has a reasonable expectation of adverse impact to one or more Members. Minor updates and procedural changes that do not have a reasonable expectation of adverse impact to any Member do not require approval, but must be communicated to Members. e) Notwithstanding the provisions of Section A.3, the following actions by the Committee will require a supermajority defined as the affirmative vote of at least 75% (and must include RT) of the Voting Representatives present at the meeting in which a vote is taken: i) Termination of the MOU pursuant to Section E.5; or ii) Removal of a noncompliant Member pursuant to Section E.8.

4) Vote Notification and Procedures. Committee Members will receive notification of an item for consideration reserved for Committee approval in section A.3 above at least (10) ten calendar days in advance of the meeting. Meetings, and voting, will be conducted in accordance with Roberts Rules of Orders, provided that in the event of a conflict, such rules will be superseded by this MOU.

5) Committee Costs. The Members will be responsible for the ordinary and usual costs incurred as a result of Committee participation, including but not limited to, mileage expenses and personnel time associated with attending and staffing the Committee meetings.

6) Mediation. If ratification requirements cannot be met by the Committee, the Members may choose voluntary mediation to resolve the impasse. The mediator and the process of mediation may be any that is acceptable to all affected parties.

Revised 01/05/2017 B. ROLES AND RESPONSIBILITIES

1) Member Roles and Responsibilities. Each Member acknowledges and agrees to the following terms and conditions at all times during its participation in the regional Connect Card.

a. Member will abide by the latest approved Connect Card Regional Operating Rules (“Regional Operating Rules”), which will be posted on a web site accessible to all Members.

b. Member must purchase or lease, and maintain in good working order, all local equipment and systems required to participate in the Connect Card, including on board equipment, curbside sales machines (as appropriate), equipment to communicate Connect Card and account transactions to the RSC, and computers to review reports.

c. Member must comply with the financial positions and settlement process by timely making and accepting payments as required and set forth in the Regional Operating Rules, to include paying its share of operating costs and capital reserves.

d. Member acknowledges and agrees that RT, as set forth in the Regional Operating Rules, is (i) the entity responsible for the daily operations of the RSC; (ii) the owner and distributor of any application that resides on the Connect Card; and (iii) the owner of the software and data stored on the Connect Card and devices that are used for transit fare collection purposes within the system.

e. Member has the authority to adopt and change its own fare policy, structure and pricing, to include entering into joint fare agreements with other transit operators, and agrees to notify other Members and the RSC of any planned or proposed fare change at least 60 days in advance of the effective date.

f. Member will follow the latest version of the Connect Transit Card Brand Style Guide in all local marketing materials related to the Connect Card System.

g. Member will protect and secure the Connect Card hardware, software and proprietary security key. Member will maintain an accurate inventory of all locally owned Connect Card devices. If a Member disposes of equipment including a Connect Card read/write device, said Member will work with the RSC to remove any proprietary software and applications before disposal or sale and update the inventory.

Revised 01/05/2017 h. One or more of the Members may, at their own expense, audit the performance of the RSC under this Agreement. Upon reasonable notice, during normal working hours, the RSC Provider will provide access to, and facilities for, copying or electronic transfer of the financial records of the Connect Card.

i. Member will cooperate with RSC auditors in the conduct of annual Connect Card audits, to include providing access to data and records of Connect Card transactions.

j. Member will not hold the RSC Provider responsible for any funds deemed uncollectible, after reasonable attempts to collect said funds, by third party vendors, on-line transactions or telephone transactions with the customer service center.

2) Regional Service Center (RSC) Roles and Responsibilities. The RSC Provider acknowledges and agrees to the following terms and conditions at all times during its participation in the regional Connect Card.

a. RSC shall abide by the latest approved Regional Operating Rules. The RSC is also responsible for the regular updating of the rules, to include sharing updates with the Committee and seeking approval consistent with Section A.3 of this MOU.

b. RSC will manage and perform all of the functions set forth in the Regional Operating Rules to include the customer service call center, on-line customer self- service portal, account management, materials management, system accounting and auditing, positions reporting and settlement process, administrative functions and regulatory compliance.

c. The RSC Provider will own or lease equipment necessary to support the customer service call center, on-line portal and third party vendor network, as well as all software, applications and data stored on Connect Card and devices system wide.

d. RSC will make Member fare instruments available for sale/load through the on- line portal, customer service call center and the third-party vendor network.

e. RSC will develop and report the annual operating budget, multi-year capital reserve plan and budget, and respective Member shares, as well as changes thereto, consistent with the Regional Operating Rules. The RSC will seek budgetary approvals consistent with Section A.3 of this MOU.

f. RSC will provide Members regular reports, data and annual audit results on regional Connect Card fare revenues and expenses, to include Member shares. Progress against the approved capital investment plan will likewise be reported.

Revised 01/05/2017

g. The RSC Provider has the authority to contract for RSC services in part or whole, following its own procurement and personnel policies and consistent with the Regional Operating Rules. That said, the RSC shall share information with the Committee on significant contracting efforts not included in the annual budget and afford the opportunity for comment and input by the Committee.

h. Should the RSC Provider decide to terminate its responsibility for RSC operations, it shall provide a minimum of 180 days of notice to the Committee and assist in the transition.

3) SACOG Roles and Responsibilities. SACOG served as the lead agency in the development, design and implementation of the Connect Card system, providing significant value to Members and the region. Several ongoing roles, in addition to nonvoting member, are expected of SACOG.

a. SACOG holds the contract with INIT, the hardware, software and Connect Card system vendor, and is expected to continue in the role of active contract management to ensure full and complete delivery of an operational and performing smart card system.

b. As the contracting entity for the Connect Card system, SACOG will help Members submit and resolve warranty claims to the vendor.

c. SACOG funded the vast majority of the development of the Connect Card costs through state and federal grants, and is expected to continue the role of pursuing funding for the ongoing operations and capital investment needs of Connect Card.

d. SACOG will endeavor to transfer title of local and regional Connect Card hardware, software and applications consistent with the Regional Operating Rules and this MOU.

e. SACOG will be reimbursed for reasonable expenses incurred in support of Connect Card operations. Costs eligible for reimbursement must be detailed in terms of scope and cost in the annual RSC budget, reviewed and approved by the Committee, and costs within the approved budget invoiced to the RSC in a timely manner.

C. COST RESPONSIBILITY

1) Connect Card Regional Operating Rules. The Regional Operating Rules shall specify the high-level process and responsibilities for developing and approving annual regional Connect Card budgets, cost sharing methodology, multi-year capital

Revised 01/05/2017 investment plan, unclaimed revenues and the monthly financial clearing transactions. The RSC is responsible for updating the Regional Operating Rules. Changes with a reasonable expectation for adverse impact to one or more Members require Committee approval pursuant to Section A.3 prior to implementation. Changes to any cost responsibility element (e.g., operating cost, unclaimed revenue, capital cost share methodologies) may be approved by ratifying vote of the Committee through a change in the Regional Operating Rules without amending this MOU.

2) Cost Share Method. Each Member will be responsible for all of their local costs to participate in the Connect Card System, as well as their share of regional costs from RSC managed services. Initially, regional cost shares will be determined based on each Member’s verified share of regional annual unlinked passenger trips and fare revenue collected (weighted equally) for those services participating in Connect Card. After Members build experience and reliable data on actual card use, it is anticipated that the cost sharing methodology may be changed. Such a change requires a ratifying vote by the Committee and an update to the Regional Operating Rules, and does not require amendment to this MOU.

3) Capital Costs. Members will create a capital reserve for the local cost share (assuming state and federal grants cover part of the cost) of regional hardware and software replacement, upgrades and enhancement. A capital reserve is intended to smooth out costs charged to Members over time, increase predictability of costs, and allow planned and approved investment to occur in a timely manner. The Regional Operating Rules will provide specifics guiding regional capital plan development and cost sharing requirements. The multi-year capital investment plan, and associated cost shares, must be approved by the Committee.

4) Unclaimed Revenues. As with any stored value transit card system, some cards with a cash balance will become and remain inactive. The Regional Operating Rules will provide details on how and when inactive cards will have balances swept, how said balances are to be shared among Members, and the rules for adding swept funds back on customer request, if applicable. Unclaimed revenues will be reported as fare revenue in RSC reports along with specific shares for each Member.

5) Single Monthly Clearing Transaction. In the interest of efficiency and effectiveness, a single monthly clearing transaction is required of every Member (i.e., either receiving or sending funds) encompassing fare loads on cards, revenue collected from customer travel, operating cost responsibility, capital reserve cost share, unclaimed revenues, uncollectible payments (if any), and adjustments as may be needed. While the RSC will report all revenue collected and earned by each operator monthly, payments will be constrained by cash flow. Some revenues will be paid to the RSC in arears (e.g., third party network sales, corporate accounts), and said revenues will be distributed once received. Monthly reports will detail each category of cost and revenue allocated to each Member, to include any balances carried forward.

Revised 01/05/2017 D. NEW MEMBERS

1) Committee Review. The Committee will review any application for membership and will determine terms and conditions of membership, as well as any funding contribution required for membership, as set forth below in section D.2. The applying agency or entity will submit to the Committee a resolution adopted by its governing body, accepting the recommended term, cost responsibility and conditions of membership. If the application is approved by the Committee, the agency or entity will become a Member upon its execution of this MOU.

2) Funding Contribution. Upon the acceptance of a new Member to this MOU, the new Member will be assessed a funding contribution consisting of a prorated cost share of operations, prorated share of capital reserves, and a one-time entry cost. The one-time entry cost includes the resources required to add a member to all marketing materials, web portal, customer call center, fare tables, clearing reports and a share of prior member investment to develop the system.

3) Potential for Non-Transit Participants. It is possible that new Connect Card applicants may include non-transit entities (e.g., parking, bike share, retail) with a different financial transaction profile than transit. The Committee will have the right to create a licensing agreement for non-transit participants that allows use of and participation in the Connect Card without representation on the Committee. Said participants will be referred to as Licensees and not as Members, and have responsibility for complying with the Regional Operating Rules.

E. GENERAL PROVISIONS

1) Indemnity. To the maximum extent permitted by law, each Member (the “lndemnitor”) agrees to hold harmless, defend and indemnify the other Members, their officers, agents and employees, from and against any and all liabilities, claims, or damages of any nature, including, without limitation, personal injury, including death, or property damage, resulting from the negligent or willful actions or inaction of the Indemnitor, its officers, agents, or employees, under the terms of this MOU. This Section shall survive the transfer, assignment, or termination of this MOU.

2) No Third Party Beneficiary. It is expressly understood and agreed that the enforcement of these terms and conditions will be reserved to the Members of this MOU. Nothing contained in this MOU will give or allow any claim or right of action whatsoever by any third party. It is the express intent of the Members to this MOU that any such person or entity, other than the Members, receiving benefits or services under this MOU will be deemed as an incidental beneficiary.

3) Limitation of Authority. Notwithstanding any provision in this MOU to the contrary, nothing herein is intended to require any action or inaction by any Member that is in conflict with the Member's local ordinances, regulations, and/or other governing documents. Furthermore, this MOU will not require or permit any Voting Representative

Revised 01/05/2017 or Non-Voting Representative to take any action or exercise any authority that has not been properly delegated to him or her by the Member's governing body; any such action taken by a Voting Representative or Non-Voting Representative will not be binding on the Member.

4) Withdrawal. Upon ninety (90) days advance written notice to the Committee, RSC and SACOG’s CEO, any Member may withdraw from the Connect Card and this MOU. The withdrawing Member will relinquish any and all rights to utilize the Connect Card brand and trademarks to the RSC. The withdrawing Member must pay all costs reasonably related to the removal of the withdrawing Member from the Connect Card System, including the customer call center, on line self-service portal, third party vendor network, marketing materials, fare tables, and financial reports. These costs will be documented by the RSC and provided to the withdrawing Member in the form of an invoice. The withdrawing Member must also complete all final financial settlement transactions as required by the Regional Operating Rules. If reimbursement is required as a result of grants used to purchase equipment, software and services, the withdrawing Member will be responsible for those costs. The withdrawing Member’s contributions to the capital reserve remain with the Connect Card system, reflecting the cost of capital consumed during their participation in Connect Card. The withdrawing Member must also allow the RSC access (electronic and/or physical as may be required) to remove the security key and proprietary software from all Connect Card devices. If the withdrawing Member’s Connect Card equipment has remaining useful life, the Member will explore options for transferring, selling or leasing the equipment to another Member to support the regional fare collection system. Following the date of withdrawal and satisfaction of responsibilities listed herein, the withdrawing Member will incur no additional financial liability for the Connect Card, except for any liabilities accruing under Section E.1 prior to the date of withdrawal.

5) Term and Termination. This MOU will be effective as of the date first above written and will remain in effect until terminated by a supermajority vote of the Committee pursuant to Section A.3; provided, however, that this MOU may not be terminated until all outstanding obligations and liabilities of the Connect Card System have been paid in full or provision has been made for payment in full.

6) Amendments. Any Member may propose amendments to this MOU by taking the proposal to the Committee for consideration. Except for amendments that are specifically authorized herein to be approved by the Committee, this MOU may only be amended by a written amendment approved by the governing bodies of all of the then- current Members. Members shall have one hundred eighty (180) days after recommendation by the Committee to approve or disapprove a proposed amendment. If a Member fails to approve or disapprove an amendment within this period, the Member shall be deemed to have disapproved the amendment.

7) Notices. Communications under this MOU may be provided in writing by regular mail, e-mail, or fax, except that any notices or demand on other parties including, but not limited to, a Member’s notice of its intent to withdraw from this MOU, will be in writing

Revised 01/05/2017 and will be deemed to have been given if delivered in person or deposited in any United States Postal Service mail box, sent by registered or certified mail, return receipt requested, and first class postage prepaid, addressed to the Member for whom it is intended as follows:

RSC Manager Copy to: General Counsel Connect Card System

Chief Executive Officer Copy to: General Counsel Sacramento Area Council of Governments Sacramento Area Council of 1415 L Street, Suite 300 Governments Sacramento, CA 95814 1415 L Street, Suite 300 Sacramento, CA 95814

General Manager/CEO Copy to: Chief Legal Counsel Sacramento Regional Transit Sacramento Regional Transit P.O. Box 2110 P.O. Box 2110 Sacramento, CA 9512-2110 Sacramento, CA 9512-2110

City Manager Copy to: City Attorney City of Elk Grove City of Elk Grove 8401 Laguna Palms Way 8380 Laguna Palms Way Elk Grove, CA 95758 Elk Grove, CA 95758

City Manager Copy to: City Attorney City of Folsom City of Folsom 50 Natoma Street 50 Natoma Street Folsom, CA 95630 Folsom, CA 95630

City Manager Copy to: City Attorney City of Roseville City of Roseville 311 Vernon St 311 Vernon St Roseville, CA 95678 Roseville, CA 95678

Transit General Manager Copy to: County Counsel County of Placer County of Placer 175 Fulweiler Avenue 175 Fulweiler Avenue Auburn CA Auburn CA 95603 95603

Director of Transportation Copy to County Counsel Sacramento County County of Sacramento 827 7th Street, Suite 304 700 H Street, Suite 2650 Sacramento, CA 95814 Sacramento, CA 95814

Executive Director Copy to: County Attorney

Revised 01/05/2017 El Dorado County Transit Authority County of El Dorado 6565 Commerce Way 515 Main Street Diamond Springs, CA 95619 Placerville, CA 95667

Executive Director Copy to: District Counsel Yolo County Transportation District Yolo County Counsel 350 Industrial Way 625 Court Street, Room 201 Woodland, CA 95776 Woodland, CA 95692

Transit Manager Copy to: General Counsel Yuba-Sutter Transit Authority Yuba-Sutter Transit Authority 2100 B Street 2100 B Street Marysville, CA 95901 Marysville, CA 95901

8) Cures and Remedies. If a Member repeatedly fails to perform an obligation under this MOU, the RSC will issue a cure notice to said Member, and share the notice with the Committee. The notice will require a plan and schedule for correction from the noncompliant party, and the plan will be submitted to the RSC and the Committee within ten business days of the cure notice. Members will have the right to bring an action for specific performance, damages, and any other remedies available under this MOU, at law or in equity. The Committee also has the power to terminate the non-compliant Member’s participation from the Connect Card system with a supermajority vote pursuant to Section A.3.

9) Non-Discrimination. The Members will comply with the non-discrimination requirements under federal and state laws, regulations, and grants applicable to the Connect Card system. Nondiscrimination requirements will apply to, but are not limited to, contractors, consultants and employers engaged on the Connect Card.

10) Compliance with Law. The Members will comply with applicable federal, state and local law, as well as with applicable rules, regulations and grant requirements in the ongoing operations of Connect Card.

11) Governing Law. This MOU will be interpreted and constructed according to and enforced under the laws of the State of California. The Members agree that the Superior Court of the County of Sacramento, California will have exclusive jurisdiction and venue over any legal action arising under this MOU.

12) Waiver. No term or provision of this MOU will be deemed waived and no breach excused unless such waiver or consent is in writing and signed by the Member or Members claimed to have waived or consented. Waiver of any breach or default of this MOU will not be deemed a waiver of any subsequent breach or default. Waiver of any such breach or default will not be construed to be a modification of the terms of this MOU, unless stated to be such through written approval of all Members.

Revised 01/05/2017 13) Transfer or Assignment. No Member will transfer or assign a portion or all of its responsibilities under this MOU, except with the prior authorization of the Committee.

14) Entire Agreement. The Members agree that this MOU is a complete expression of the terms herein and any oral or written representations or understandings not incorporated herein are excluded.

15) Severability. If any term or provision of this MOU or the application thereof to any person or circumstance will, to any extent, be invalid or unenforceable, the remainder of this MOU, or the application of such term or provision to persons or circumstances other than those to which it is invalid or unenforceable, will not be affected thereby, and each term and provision of this MOU will be valid and will be enforced to the fullest extent permitted by law, unless the exclusion of such term or provision, or the application of such term or provision, would result in such a material change so as to cause completion of the obligations contemplated herein to be unreasonable.

16) Headings. The headings used in this MOU are for convenience only and have no effect on the content, construction, or interpretation of the MOU.

17) Counterparts. This MOU may be executed in any number of counterparts, and by different parties in separate counterparts, each of which, when executed and delivered, will be deemed to be an original and all of which counterparts taken together will constitute but one and the same instrument.

IN WITNESS WHEREOF, SACOG, Sacramento Regional Transit District, City of Elk Grove, City of Folsom, City of Roseville, Yolo County Transportation District, Yuba-Sutter Transit Authority, County of Placer, County of Sacramento and El Dorado County Transit Authority have each caused their duly authorized officers to execute this MOU effective as of the date first written above.

Revised 01/05/2017

SACRAMENTO AREA COUNCIL SACRAMENTO REGIONAL OF GOVERNMENTS TRANSIT DISTRICT:

______KIRK TROST Date: HENRY LI Date: Interim Chief Executive Officer General Manager/CEO CITY OF ELK GROVE: CITY OF FOLSOM:

______LAURA S. GILL Date: EVERT W. PALMER Date: City Manager City Manager CITY OF ROSEVILLE: COUNTY OF PLACER:

______ROB JENSEN Date: DAVID BOESCH Date: City Manager County Executive Officer

Approved as to form:

______Placer County Counsel Date: SACRAMENTO COUNTY: EL DORADO COUNTY TRANSIT AUTHORITY:

______MICHAEL J. PENROSE Date: MINDY JACKSON Date: Director of Transportation Executive Director YOLO COUNTY TRANSPORTATION YUBA-SUTTER TRANSIT AUTHORITY: DISTRICT:

______TERRY V. BASSETT Date: KEITH MARTIN Date: Executive Director Transit Manager

Revised 01/05/2017