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

Executive Director, Stacey Mortensen

SAN JOAQUIN REGIONAL RAIL COMMISSION

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

All proceedings before the Commission are conducted in English. Anyone wishing to address the SJRRC Board is advised to have an interpreter or to contact SJRRC during regular business hours at least 48 hours prior to the time of the meeting so that SJRRC can provide an interpreter. Any writings or documents provided to a majority of the Commission regarding any item on this agenda will be made available upon request in both English and Spanish for public inspection at the Office of the Executive Director located at 949 East Channel Street, Stockton, California, 95202 during normal business hours or by calling (209) 944-6220. The Agenda is available on the San Joaquin Regional Rail Commission website: www.acerail.com.

February 7, 2020 – 8:00 am Robert J. Cabral Station Conference Call Locations South Hall Meeting Room 13979 99 Frontage Rd Fairmont Rehabilitation Center Bay Area Metro Center Manteca, CA 95336 950 Fairmont Avenue 375 Beale Street 949 East Channel Street Lodi, CA 95240 San Francisco, CA 94105 Stockton, CA 95202

1. Call to Order, Pledge of Allegiance, Roll Call Chair Fugazi

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

Ex- Officios: Chesley, Salazar, Zoslocki, McElhinney

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

949 East Channel Street Stockton, CA 95202 (800) 411-RAIL (7245) www.acerail.com 3. Consent Calendar 3.1 Minutes of SJRRC Board Meeting December 6, 2019 ACTION 3.2 Minutes of SJRRC Special Board Meeting January 10, 2020 ACTION 3.3 Rail Commission/ACE Monthly Expenditure INFORMATION 3.4 ACE Monthly Fare Revenue INFORMATION 3.5 ACE Ridership INFORMATION 3.6 ACE On-Time Performance INFORMATION 3.7 Update on Positive Train Control INFORMATION 3.8 Washington Update INFORMATION 3.9 Agreements and Purchases Over $50,000 Executed since October INFORMATION 2018 3.10 Approve a Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Authorizing the Executive Director to Enter into a Purchase Order with Dornoch, Inc. dba Tracy Ford for the Purchase of Three (3) Non-Revenue Maintenance Vehicles in the Amount Not-To-Exceed $113,670

4. Approve a Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commissioners Appointing One Representative to the San Joaquin Regional Rail Commission Station/Facilities Development Committee • One from Sacramento Regional Transit District (Stacey Mortensen) (Regular Voting Members)

5. Approve a Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Adopting the 2020 Federal Legislative Priorities for Inclusion in the SJCOG One Voice Project List (Stacey Mortensen) (Regular Voting Members)

6. Approve a Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Authorizing Staff to Continue Working with the Current Assembled Financing Team and Prepare for Refunding the Current 2010 Taxable Series A-2 Certificates of Participation (COPs) (Nick Perez) (All Voting Members) 7. Approve Two (2) Resolutions of the Board of Commissioners of the ACTION San Joaquin Regional Rail Commission Authorizing the Executive Director to Submit and Execute Any and All Grant Applications, Agreements, Certifications and Assurances and Any Other Documents Necessary to Obtain State Rail Assistance (SRA) Funding (Kevin Sheridan)

Action 1. Approve an Application for $2,000,000 for the Robert J. Cabral Station Expansion Project (Regular Voting Members)

Action 2. Approve an Application for $587,312.50 for the ACE Equipment Modernization Project (All Voting Members)

8. Approve Two (2) Resolutions of the Board of Commissioners of the ACTION San Joaquin Regional Rail Commission Authorizing the Executive Director to Negotiate and Enter into Consultant Contracts for Four (4) Projects Identified in the Capital Projects Program Total Sum Not-to-Exceed $8,627,009 (Kevin Sheridan)

Action 1. Approve Consultant Contracts for Three (3) Projects for Project Development Services Contract Not-to- Exceed Amounts see Table 1 (Regular Voting Members)

Action 2. Approve Consultant Contracts for One (1) Project for Project Development Services Contract Not-to-Exceed see Table 2 (All Voting Members)

9. Election of Officers ACTION (Christina Fugazi) (Regular Voting Members)

10. Approve a Resolution of the Board of Commissioners of the San ACTION Joaquin Regional Rail Commission Authorizing the Board Chair to Approve Travel Reimbursement for Boardmembers Requiring Medical Transport to Attend Meetings (Stacey Mortensen) (Regular Voting Members)

11. Commissioner’s Comments

12. Ex-Officio Comments 13. Executive Director’s Report

14. Adjournment The next regular meeting is scheduled for: March 6, 2020 – 8:00 am Robert J. Cabral Station 949 East Channel Street Stockton, CA 95202

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

Item 3.1 ACTION Minutes of SJRRC Board Meeting December 6, 2019 The regular meeting of the San Joaquin Regional Rail Commission was held at 8:00 am, December 6, 2019 at the Robert J. Cabral Station, 949 East Channel Street Stockton, CA 95202. 1 Call to Order/Pledge of Allegiance/Roll Call

Chair Fugazi called the meeting to order at 8:00 am and led the audience in the pledge of Allegiance. Commissioners Present: Haggerty, Marchand, Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi Commissioners Absent: None

Ex-Officio Members Present: Ms. Park, Mr. Chesley, Mr. Lorente, Mr. McElhinney

2 Public Comments No public comments were made.

3 Consent Calendar

3.1 Minutes of SJRRC Board Meeting October 4, 2019 ACTION 3.2 Rail Commission/ACE Monthly Expenditure INFORMATION 3.3 ACE Monthly Fare Revenue INFORMATION 3.4 ACE Ridership INFORMATION 3.5 ACE On-Time Performance INFORMATION 3.6 Update on Positive Train Control INFORMATION 3.7 Washington Update INFORMATION 3.8 Approve a Resolution of the Board of Commissioners of the ACTION San Joaquin Regional Rail Commission Adopting the 2020 ACE Service Holidays

M/S/C (Marchand/Zuber) Approve the Consent Calendar. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 8 Haggerty, Marchand, Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi

NOES: 0 ABSTAIN: 0 ABSENT: 0

4 Approve a Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Authorizing the Chair to Negotiate and Execute the Second Amendment to Agreement by and Between the San Joaquin Joint Powers Authority and the San Joaquin Regional Rail Commission for Managing Agency Services in the Oversight of the San Joaquin Intercity Rail Service

Ms. Mortensen did a presentation on this item.

Commissioner Elliott inquired about the negotiation process. Ms. Mortensen explained that the action taken by the Rail Commission will give the Chair the authority to negotiate the managing agency services agreement.

M/S/C (Zuber/Elliott) Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Chair to Negotiate and Execute the Second Amendment to Agreement by and Between the San Joaquin Joint Powers Authority and the San Joaquin Regional Rail Commission for Managing Agency Services in the Oversight of the San Joaquin Intercity Rail Service. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 6 Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi NOES: 0 ABSTAIN 0 ABSENT: 0

5 Approve a Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commissioners Appointing Three Representatives to the San Joaquin Regional Rail Commission Station/Facilities Development Committee

• Two from the Rail Commission • One from Stanislaus Council of Governments Ms. Mortensen did a presentation on this item.

Commissioner Elliott requested clarification on which members of the board can serve on the committee. Ms. Mortensen stated which members are eligible to serve.

M/S/C (Fugazi/Moorhead) Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commissioners Appointing Three Representatives to the San Joaquin Regional Rail Commission Station/Facilities Development Committee

• Two from the Rail Commission • One from Stanislaus Council of Governments Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 6 Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi NOES: 0 ABSTAIN 0 ABSENT: 0

6 Approve a Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Authorizing the Executive Director to Submit and Execute Any and All Grant Applications, Agreements, Certifications and Assurances and any Other Documents Necessary to Obtain Financial Assistance Provided by the California State Transportation Agency Under the Transit and Intercity Rail Capital Program for the Grade Separation Project and Hybrid Equipment Studies

Mr. Herman did a presentation on this item.

Commissioner Elliott inquired about the Stockton Diamond Grade Separation Project and how the infrastructure will be utilized from the Valley Rail Program. Mr. Sheridan went into detail regarding the Valley Rail program and the significance of the Stockton Diamond Grade Separation Project.

Ms. Mortensen added that staff had a conversation with Michigan State University regarding their zero-emission rail equipment – hybrids and hydrail research projects and opportunities to participate.

Chair Fugazi queried if San Bernardino is moving forward with using the hydrogen battery. Ms. Mortensen confirmed.

M/S/C (Zuber/Johnson) Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Submit and Execute Any and All Grant Applications, Agreements, Certifications and Assurances and any Other Documents Necessary to Obtain Financial Assistance Provided by the California State Transportation Agency Under the Transit and Intercity Rail Capital Program for the Stockton Diamond Grade Separation Project and Hybrid Equipment Studies. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 6 Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi NOES: 0 ABSTAIN 0

ABSENT: 0

7 Approve a Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Adopting a Schedule Change for the ACE Saturday Service

Mr. Schmidt and Mr. Lipari did a presentation on this item.

Commissioner Haggerty inquired about the opportunity to introduce a family pass for Saturday Service. Mr. Lipari explained that staff has explored the option of utilizing a family pass, however, limitations on the mobile ticketing application presented difficulties for implementing that type of discount. Ms. Mortensen stated staff will explore the option further and report back to the Rail Commission.

Commissioner Haggerty suggested allowing children to ride free. Mr. Lipari stated staff will explore that option.

Commissioner Young inquired about the new Saturday fare. Mr. Lipari explained that it is an introductory rate that greatly benefits those traveling from San Joaquin County to Santa Clara County.

Commissioner Young queried about the timeline for the promotional fare. Mr. Lipari explained that no direct timeline was set, but that staff will observe the impact of the promotional fare over the course of three (3) months.

Commissioner Zuber inquired about the schedule coordination with the . Mr. Lipari explained the travel options for Saturday Service passengers.

Chair Fugazi commented on the significant discount the promotional fare provides for passengers.

Ms. Mortensen added that the increase in overall ridership during the weekday service may be attributable to running Saturday Service.

M/S/C (Haggerty/Zuber) Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Adopting a Schedule Change for the ACE Saturday Service. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 8 Haggerty, Marchand, Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi NOES: 0 ABSTAIN 0 ABSENT: 0

8 Approve a Resolution of the Board of Commissioners of the San Joaquin ACTION Regional Rail Commission Authorizing a Consignment Contract for California’s Great America Theme Park Ticket Sales to California’s Great America for an Amount Not-To-Exceed $93,000 total for Calendar Year 2020 Season, and Authorizing and Directing the Executive Director to Execute the Agreement

Mr. Perez did a presentation on this item.

No comments were made on this item.

M/S/C (Elliott/Marchand) Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing a Consignment Contract for California’s Great America Theme Park Ticket Sales to California’s Great America for an Amount Not-To-Exceed $93,000 total for Calendar Year 2020 Season, and Authorizing and Directing the Executive Director to Execute the Agreement. Passed and Adopted by the San Joaquin Regional Rail Commission on the 6th day of December, 2019 by the following vote to wit:

AYES: 8 Haggerty, Marchand, Elliott, Johnson, Moorhead, Young, Zuber, Chair Fugazi NOES: 0 ABSTAIN 0 ABSENT: 0

9 Refunding 2010 Series A-2 Bonds INFORMATION

Mr. Perez and Mr. Shellenberger did a presentation on this item.

Commissioner Haggerty inquired about the timeline. Mr. Shellenberger confirmed that nothing can be done until after February 2020.

Commissioner Haggerty inquired about the process for choosing the vendor to provide the services. Mr. Shellenberger and Ms. Mortensen explained the process.

Commissioner Haggerty suggested looking at bidding out the services for this process.

Chair Fugazi agreed with Commissioner Haggerty and recommended a further discussion on this item.

Commissioner Johnson commented on the time sensitivity of this item and suggested looking into the previous history of the vendor to satisfy any concerns.

10 Update on ACE Rolling Stock Procurement INFORMATION

Mr. Schmidt did a presentation on this item.

Chair Fugazi inquired about the timeline for increased capacity. Mr. Schmidt explained that in Spring 2020 there will be increased capacity for one trainset. Mr. Schmidt explained the delivery for the additional rolling stock will be within 18-20 months.

11 Western Pacific Cabral Station Parking Improvements Project Update INFORMATION

Mr. Sheridan did a presentation on this item.

Chair Fugazi inquired about the salvation of the structure. Mr. Sheridan explained the components that were able to be salvaged in the excavation.

Mr. McElhinney commented on the coordination between Mr. Sheridan and Caltrans staff and thanked Mr. Sheridan and Caltrans staff for their work on the project.

12 Commissioner’s Comments

There were no Commissioners comments.

13 Ex-Officio Comments

Mr. McElhinney gave a summary on the Altamont Summit on the Summit meeting.

Mr. Lorente provided an update on SJRTD’s annual food drive.

Commissioner Marchand commented on the Altamont Summit on the Summit meeting and thanked those who participated in the meeting.

14 Executive Director’s Report

Ms. Mortensen provided an update regarding her testimony before the Congress Railroads, Pipelines, and Hazardous Materials Subcommittee regarding Amtrak.

Ms. Rasheed introduced a video of a fan of the ACE service to share with the Rail Commission.

15 CLOSED SESSION: CONFERENCE WITH LEGAL COUNSEL-EXISTING LITIGATION (Paragraph (1) of subdivision (d) of Section 54956.9) Name of Case: Kristin Tate, Individually and as Successor-in Interest of Decedent Austin Peterson, et al. v. San Joaquin Regional Rail Commission et al, San Joaquin County Superior Court, Case No. STK-CV-UPI-2018-1167 There was no reportable action taken by the board during Closed Session.

15 Adjournment

The meeting was adjourned at 9:39 am. The next regular meeting is scheduled for: February 7, 2020 – 8:00 am Robert J. Cabral Station 949 E. Channel Street Stockton, CA 95202

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

Item 3.2 ACTION Minutes of SJRRC Special Board Meeting January 10, 2020 The special meeting of the San Joaquin Regional Rail Commission was held at 8:00 am, January 10, 2020 at the Robert J. Cabral Station, 949 East Channel Street Stockton, CA 95202. 1 Call to Order/Pledge of Allegiance/Roll Call

Chair Fugazi called the meeting to order at 8:14 am and led the audience in the pledge of Allegiance. Commissioners Present: Haggerty, Marchand, Moorhead, Young, Zuber, Chair Fugazi Commissioners Absent: Elliott, Johnson

Ex-Officio Members Present: None

2 Public Comments No public comments were made.

3 CLOSED SESSION: CONFERENCE WITH LEGAL COUNSEL-EXISTING LITIGATION (Paragraph (1) of subdivision (d) of Section 54956.9) Name of Case: Kristin Tate, Individually and as Successor-in Interest of Decedent Austin Peterson, et al. v. San Joaquin Regional Rail Commission et al, San Joaquin County Superior Court, Case No. STK-CV-UPI-2018-1167 There was no reportable action taken by the board during Closed Session.

4 Adjournment

The meeting was adjourned at 8:38 am. The next regular meeting is scheduled for: February 7, 2020 – 8:00 am Robert J. Cabral Station 949 E. Channel Street Stockton, CA 95202

Item 3.3

San Joaquin Regional Rail Commission Altamont Corridor Express Operating and Capital Expense Report November 2019 42% of Budget Year Elapsed

SJRRC EXPENSE % ACE EXPENSE % FY 19-20 TO SPENT FY 19-20 TO SPENT OPERATING EXPENSES ALLOCATION DATE TO DATE ALLOCATION DATE TO DATE

Project Management, Services & Supplies Subtotal 1,934,892 579,162 30% 5,839,961 1,366,453 23% Contracted Services Subtotal 459,323 123,550 27% 21,262,253 6,859,349 32% Shuttle Services 1,354,855 564,523 42% TOTAL OPERATING EXPENSES 2,394,215 702,712 29% 28,457,069 8,790,325 31%

CAPITAL EXPENSE FY 19-20 TO SPENT CAPITAL PROJECTS ALLOCATION DATE TO DATE SAN JOAQUIN RAIL COMMISSION 1 East Channel Street Improvements 350,000 116,914 33% 2 Robert J. Cabral Station Expansion 1,345,761 - 1% 3 SJRRC Maintenance Vehicles 150,000 - 0% TOTAL CAPITAL PROJECT SJRRC $ 1,845,761 $ 116,914 6%

ALTAMONT CORRIDOR EXPRESS 1 SJ COG Loan Repayment 1,118,012 1,118,012 100% 2 A1 & A2 Bond Repayment 3,038,212 622,448 20% 3 UPRR Capital Access Fee 3,566,768 1,621,258 45% 4 UPRR Capitalized Maintenance Projects 4,400,000 10,947 0% 5 UPRR Safety Fund 500,000 - 0% 6 ACE Extension Natomas to Stockton 5,000,000 37,246 1% 7 ACE Extension Lathrop to Ceres/Merced 10,000,000 579,389 6% 8 Locomotives (4) 6,063,042 - 0% 9 Platform Extension Projects 7,900,000 64,817 1% 10 Cabral Track Extension 10,021,409 96,162 1% 11 Positive Train Control 1,681,304 232,796 1% 12 Rail Cars (5) 12,000,000 - 0% 13 Railcar Midlife Overhaul 7,700,000 - 0% 14 Sunol Quiet Zone Quad Gates 555,835 20,963 4% 15 Facility Upgrades and Capital Improvements 129,268 - 0% 16 Lathrop/Manteca Station Improvements 904,025 - 0% 17 Tracy ACE Station Improvements 285,432 96,788 34% 18 Lyoth Derail 500,000 - 0% 19 Capital Spares 914,414 350,145 38% 20 Safety/Security Projects 796,508 211,615 27% 21 E-Ticketing 100,000 - 0% 22 Short Range Transit Plan 26,123 - 0% 23 Public Information Display Systems (PIDS) 700,000 - 0% 24 Network Integration 1,000,000 93,746 9% TOTAL CAPITAL PROJECTS ACE $ 78,900,352 $ 5,156,333 7%

TOTAL CAPITAL PROJECTS SJRRC & ACE $ 80,746,113 $ 5,273,248 7% Status of Capital Projects - As of November 2019 SAN JOAQUIN RAIL COMMISSION 1 East Channel Street Improvements - SJRRC received $2 million from the San Joaquin Council of Governments’ Measure K funds to improve the pedestrian and bicycle access along Channel Street between the Downtown Transit Center and Cabral Station. SJRRC has begun the environmental clearance and final design for the project, which is anticipated to be completed in 2020. Construction is slated to begin FY 2020/2021. 2 Robert J. Cabral Parking Lot Expansion - Project will construct a new parking lot at the site of the old Western Pacific depot in Stockton, as well as renovate a portion of the building. Staff is working on completing an environmental determination to move forward with design. 3 SJRRC Maintenance Vehicles - Purchase of Agency Support Vehicles. Invitation For Bids (IFB) to be released November 2019. ALTAMONT CORRIDOR EXPRESS 1 SJ COG Loan Repayment - Annual payment made July 1, 2019 per SJCOG amended loan agreement. 2 Bond Repayments - Bond repayments are made bi-annually, payments FY 19-20 are due in October 2019 and April 2020. 3 UPRR Capital Access Fee - Payment for calendar year 2020 paid in two installments. First payment to be processed in January 2020 and second payment in May 2020 4 UPRR Capitalized Maintenance Projects - Multi-year project is budgeted at $4,000,000 for the year. Invoices are received throughout the year. 5 UPRR Safety Fund - Ongoing project. Invoice expected to be received FY 19-20.

6 ACE Extension Natomas to Stockton - Environmental work for the project is currently underway. It is estimated that the draft Environmental Impact Report (EIR) will be released in early 2020. 7 ACE Extension Lathrop to Ceres/Merced - The Environmental Impact Report (EIR) was certified in August 2018. Final design is currently underway for individual projects along the corridor. 8 Locomotives (4) - Multi-year project to procure up to five Tier 4 locomotives for ACE service. A contract for the procurement was approved in April 2018. First unit arrived September 2019, 3 months ahead of schedule with the contract scheduled to be completed by the end of May 2020. 9 Platform Extension Projects - Multi-year project to extend the existing Lathrop/Manteca, Tracy, Vasco, Livermore, and Pleasanton platforms. A contract for final design was approved in May 2018 and is currently under review by Union Pacific. Environmental is currently underway for construction of a 400-foot platform extension at the Fremont ACE Station.

10 Cabral Track Extension - Staff has submitted environmental documentation to FTA to move forward with final design. Union Pacific is currently reviewing documentation. 11 Positive Train Control - Multi-year project and work in progress until Caltrain and UPRR are fully FRA compliant, or December 31st, 2020, whichever comes first. On-board equipment installation is complete and the Hosted Back Officer Server is operational. PTC is operating as designed on the UPRR and Caltrain corridors which ACE operates on.

12 Rail Cars - Multi-year project which uses a competitive negotiation process to procure five passenger rail cab cars and 12 coach cars, with an option to purchase up to 17 additional passenger rail cars. A joint procurement is currently underway, with Sound Transit and North County Transit District. 13 Railcar Midlife Overhaul - Coordination with Herzog is underway to determine the scope and schedule of the project. Work is anticipated to begin in early 2020. 14 Sunol Quiet Zone - `Construction has been completed but to address public concerns, revisions need to be made. Design for the revised project, Four Quadrant Gates on Main Street Sunol, was released in a RFQ in January 2019. Contract was awarded at the May 3rd 2019 Board meeting. 15 Facility Upgrades and Capital Improvements - Currently ongoing 16 Lathrop/Manteca Station Improvements - Contract was awarded at the May 3rd 2019 Board meeting. Environmental work is currently underway. 17 Tracy ACE Station Improvements - Contract was awarded at the May 3rd 2019 Board meeting. Environmental work is currently underway. 18 Lyoth Derail - Installation of electric-powered derails near the Tracy ACE Station. Coordination with UPPR is currently underway. 19 Capital Spares - Preventative Maintenance is ongoing. 20 Safety and Security/Video Cameras - The camera security project was awarded in June 2018 and is in construction.

21 E-Ticketing - Multi-year pilot project is currently ongoing. A contract for the implementation of the Altamont Corridor Express Mobile Ticketing System was approved in May 2018. Full roll out release as of April 2019. 22 Short Range Transit Plan - Update to FY 2018 - FY 2027 SRTP is ongoing. 23 Public Information Display System (PIDS) - Currently ongoing project, PIDS system gives the ability to send train status and general information to ACE stations.

24 Network Integration - Planning consulting services of integrating the ACE and SJJPA services with high-speed rail and other rail transit services. Fare Revenue Item 3.4 1,100,000

1,000,000

900,000

800,000

700,000

600,000

500,000 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 FY TOTAL FY 19-20 Fare Revenue 1,038,170 912,427 968,729 1,052,213 816,885 826,523 ------5,614,947 FY 18-19 Fare Revenue 1,002,921 949,503 901,396 1,049,117 856,601 756,642 970,009 837,812 932,548 990,292 933,163 749,631 10,929,633

% of Budget Year Elapsed: 50% FY 19-20 % of Budgeted Fare Revenue Received to Date 53.5% Projected Annual Fare Revenue: $10,500,000 Ridership Item 3.5

170,000

160,000

150,000

140,000

130,000

120,000

110,000

100,000

90,000

80,000

70,000

60,000

50,000

40,000

30,000

20,000

10,000

- Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 FY TOTAL FY 19/20 Ridership 122,770 133,972 124,677 141,701 114,973 101,363 ------739,456 FY 18/19 Ridership 120,779 137,442 122,227 151,604 122,880 98,973 127,130 114,725 125,199 131,558 141,113 112,573 1,506,203 ACE ON TIME PERFORMANCE

100

90

80

70

60 OTP% 50

40

30

20

10

0 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19

Monthly OTP % 78.52 45.35 66.23 76.19 81.61 84.09 85.53 86.75 78.98 85.8 86 88.1 85.23 Item 3.6 YTD OTP % 86.79 45.35 55.21 62.35 67.37 70.85 73.09 75.04 75.56 76.75 77.83 78.75 79.3 SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 3.7 INFORMATION Update on Positive Train Control

ACE train delays associated with Positive Train Control (PTC) are holding steady, however, short delays continue due to speed jumps associated with the on-board software. Average delays are approximately two (2) minutes per train. An on-board software upgrade is currently being tested with UPRR and Caltrain. The latest upgrade has improvements that fix the speed jump issue ACE trains have been experiencing.

Communications to Passengers: Staff continue to provide passengers with updated information regarding the delays using the following channels: • ACE Website • Social Media (Facebook and Twitter) • Mobile Text Alerts • Onboard announcements

Coordination with UPRR, Caltrain and the Federal Railroad Administration (FRA): Staff continue regular conference calls/meetings with UPRR, Caltrain and FRA on PTC as PTC continues to evolve.

ACE started PTC operations on Caltrain December 9th, 2019. With the start of PTC operations on Caltrain, ACE is fully PTC operational over the entire 86-mile ACE corridor.

General: Staff will be attending the 4th FRA Collaboration Seminar on February 5th, 2020 in Washington D.C.

Tai Ginsberg & Associates, LLC Buchanan Ingersoll & Rooney PC 810 7th Street, NE 1700 K Street, NW, Suite 300 Washington, DC 20002 Washington, DC 20006 T 202 415 9703 T 202 452 7900

TO: San Joaquin Regional Rail Commission (SJRRC) FROM: TG&A Staff SUBJECT: Monthly Progress Report for JANUARY 2020 DATE: January 30, 2020

THE ADMINISTRATION/EXECUTIVE BRANCH January 9, 2020. The Administration (Council on Environmental Quality - CEQ) issued a Notice of Proposed Rulemaking (NPRM) revising the National Environmental Policy Act (NEPA), i.e. to modernize and clarify the NEPA regulations, and to facilitate more efficient, effective, and timely NEPA reviews by Federal agencies in connection with proposals for agency action. E.G. to reform federal permitting timelines for major projects down to two years. The proposed amendments (as stated per the NPRM) would advance the original goals of the CEQ regulations to reduce paperwork and delays, and promote better decisions consistent with the national environmental policy set forth in NEPA. The Administration’s proposed NEPA changes would be the largest NEPA overhaul in over 40 years, i.e. since 1978. [NEPA was originally signed into law on January 1, 1970.] Supporters of streamlining the NEPA approval process, such as business groups, energy companies, construction companies/unions hailed the proposed overhaul, citing the needed limits on environmental reviews which can sometimes take a decade or longer. Conversely, environmentalists warn that accelerated timelines will threaten and reduce existing environmental protections; thereby negatively impacting the public, the environment and hampering efforts to slow-down climate change. The CEQ must receive comments by March 10, 2020. The CEQ will hold public hearings on February 11 and 25, 2020 – see the NPRM for details. See REMARKS by President Donald Trump and FACT SHEET and URL by CEQ. See opposing REMARKS by House Committee on Transportation and Infrastructure Chairman, Peter DeFazio (D-OR). See REMARKS by House Energy and Commerce Committee Chairman Frank Pallone, Jr. (D-NJ) condemning the proposed rollback of key NEPA regulations. House T&I Chairman Peter DeFazio and other Congressional leaders sent a LETTER to Mary Neumayr, Chairman of the CEQ requesting an extension to the comment period and to increase the number of public meetings.

2019-2020 TRANSPORTATION-RELATED NOMINATIONS/CONFIRMATIONS/RESIGNATIONS Updates/additions since previous report are designated by bold and italic type, confirmations noted in red type. Type in name at this URL: Nominations NOMINEE US DOT ADMINISTRATOR / OTHER STATUS Ms. Diana Furchtgott-Roth Assistant Sec. of Transportation Senate Commerce Committee approved 4/3/19, YEAs 14-NAYs 12. Roth. 2./ Placed on Senate Executive Calendar on 4/3/19. Returned to the President under the provisions of Senate Rule XXXI, paragraph 6 of the Standing Rules of the Senate – 1/3/20. Mr. Finch Fulton Assistant Secretary of Transportation President Trump announced his intent to nominate on Fulton 2./ 12/9/2019. Nomination received in the Senate and referred to the Committee on Commerce, Science, and Transportation on 12/9/19. Returned to the President under the provisions of Senate Rule XXXI, paragraph 6 of the Standing Rules of the Senate – 1/3/20. Ms. Thelma Drake FTA Administrator Reported by Senate Banking 3/12/19, on Exec. Calendar. Drake. 2./ Returned to the President under the provisions of Senate Rule XXXI, paragraph 6 of the Standing Rules of the Senate – 1/3/20.

Michelle A. Schultz (PA) Surface Transportation Board (New Nomination received in the Senate (1/16/19) and referred to the Schultz 1./ Position) Committee on Commerce, Science, and Transportation. Senate Commerce Committee approved 7/10/2019 by voice vote. Nominated 3/6/18. Cleared for a full Senate vote. Subject to nominee's commitment to respond to requests to appear and testify before any Committee of the Senate. Michael Graham (KS) National Transportation Safety Board Confirmed by the Senate on 12/19/19 by Voice Vote. Graham See Note. (for a term expiring December 31, 2025) Robert L. Sumwalt III (SC) National Transportation Safety Board CONFIRMED by the Senate on 8/1/19 by Voice Vote. Sumwalt III See Note (Chairman for a term of three years, reappointment) Jennifer Homendy National Transportation Safety Board CONFIRMED by the Senate on 8/1/19 by Voice Vote. Homendy See Note (for a term expiring December 31, 2024 - Reappointment) Thomas B. Chapman (MD) National Transportation Safety Board Confirmed by the Senate on 12/19/19 by Voice Vote. Chapman See Note (for a term expiring December 31, 2023) Chad F. Wolf Under Secretary for Strategy, Policy, CONFIRMED by the Senate on 11/13/19, 54-41. Wolf. and Plans, Department of Homeland Security. (New Position) Peter T. Gaynor (RI) Administrator of the Federal CONFIRMED by the Senate on 1/14/20, 81-8. Gaynor Emergency Management Agency, Department of Homeland Security 1./ Ms. Deb Millar withdrew her nomination from the STB after President Trump failed to re-nominate her following the expiration of her first term - Ms. Millar served on the STB from 2014-2018. The STB is chaired by Ann D. Begeman, along with Vice Chairman Patrick J. Fuchs and Martin J. Oberman. The STB has two vacancies (one Republican (Schultz nominated) and one Democrat). The Democratic seat awaits a nominee. 2./ Nominations neither confirmed nor rejected during the session at which they are made shall not be acted upon at any succeeding session without being again made to the Senate by the President. Note: NTSB Chairman Robert Sumwalt swore in Michael Graham and Thomas Chapman on January 3, and January 6, 2020, respectively. The NTSB has five members (Robert Sumwalt, Bruce Landsberg, Jennifer Homendy, Michael Graham, and Thomas Chapman) for the first time in nearly a year.

APPROPRIATIONS/BUDGET How the Budge/Appropriations Process Begins (CY 2020): The annual appropriations cycle is initiated with the President’s budget submission, which is expected on February 10, 2020. President Trump signed H.R. 3877 (Bipartisan Budget Act of 2019) into law on August 2, 2019, which modified the discretionary spending caps imposed by the Budget Control Act (“BCA”) for FYs 2020/2021 (see table below), so a budget framework for FY 2020 has already been established. Specific spending decisions will be determined by the members of the Appropriations Committees, with 302(b)s [302(b)s are sub-allocations derived from an overall budget “resolution” number and distributed among the various Appropriations Sub-committees, e.g. transportation] set through the regular process of the committees. Complicating the budget/appropriation process for FY 2021 is the FAST Act expires on September 30, 2020. In the absence of a FAST Act reauthorization agreement for FY 2021, appropriators/authorizers will likely continue the funding/program structure of the FAST Act, as if extended through FY 2021.

BIPARTISAN BUDGET ACT OF 2019 - TWO-YEAR SPENDING CAPS ($ Millions) FY 2020 FY 2021 Security (Defense) 666,500 671,500 NonSecurity (NonDefense) 621,500 626,500

Security (Defense) - INCREASE in CAPS 90,325 81,314 Nonsecurity (NonDefense) - INCREASE in CAPS 78,307 70,367 168,632 151,681

Two-Year Increase Totals: 320,313

FINAL - INCREASED CAPS Total FY 2020/2021 REVISED ANNUAL LIMITS: 1,288,000 1,298,000

January 28, 2020. The Congressional Budget Office (CBO) released a REPORT that projects federal deficit, revenues, debt and spending for the current year and for the following 10 years and beyond. The CBO projects a federal budget deficit of $1.0 trillion in 2020 and deficits averaging $1.3 trillion between 2021 and 2030 with projected deficits rising from 4.6 percent of gross domestic product (GDP) in 2020 to 5.4 percent in 2030. GDP in 2020 is projected to grow by 2.2 percent while continued strength in the demand for labor will keep the unemployment rate low and drive employment and wages higher. CBO Director Phillip Swagel noted, “Over the long term, changes in fiscal policy must be made to address the budget situation, because our debt is growing on an unsustainable path.”

January 13, 2020. The Treasury Department REPORTED via, “Receipts and Outlays of the United States Government For Fiscal Year 2020 Through December 31, 2019, and Other Periods” that the federal budget deficit for calendar year (CY) 2019 totaled $1.02 trillion – the first CY that the deficit has exceeded $1 trillion since 2012. The deficit for FY 2019 was $984 billion.

SELECTED CONGRESSIONAL HEARINGS/BUSINESS January 29, 2020. The House Committee on Homeland Security held a hearing to markup several bills including: HR 1140 – the Rights for Transportation Security Officers Act, HR 5273 – the Securing America’s Ports Act, HR TBD – the Cybersecurity Vulnerability Identification and Notification Act of 2020, and HR TBD – the Transportation Security Transparency Improvement Act.

January 29, 2020. The House Ways and Means Committee held a hearing to discuss and receive testimony on, “Paving the Way for Funding and Financing Infrastructure Investments.” Committee Link and Testimony. TG&A summary available upon request.

January 28, 2020. The Senate Committee on Commerce, Science and Transportation, Subcommittee on Transportation and Safety held a hearing to discuss and receive testimony on, “Building Infrastructure in America: Overview of the Build America Bureau and the U.S. Department of Transportation Rural Transportation Initiatives.” Committee Link and Testimony. TG&A summary available upon request.

January 15, 2020. The House Committee on the Budget, held a hearing to discuss and receive testimony on, “Why Federal Investments Matter: Stability from Congress to State Capitals.” Committee Link and Testimony. See pre-hearing REPORT.

January 9, 2020. The Committee on Homeland Security, Subcommittee on Emergency Preparedness, Response, & Recovery held a hearing to discuss and receive testimony on, “Preparedness Grants: Perspectives from the Field.” Committee Link and Testimony.

SELECTED CONGRESSIONAL BILLS - JANUARY HOUSE SENATE HR 5670 D. Bishop (R-NC) To improve the understanding S 3175 C. Masto (D-NV) “Smart Transportation Advancement and and clarity of Transportation Security Transition Act’’ or the ‘‘STAT Act.’’ To amend SAFETEA–LU Administration policies. Introduced 1/24/2020. to improve the ITS Program Advisory Committee, to require information and resources for the development of local smart communities, to help establish a 21st century transportation workforce. Introduced 1/9/2020. HR 5660 C. Roy (R-TX) To ensure that each State receives S 3204 E. Markey (D-MA) “FEMA Climate Change Preparedness an aggregate apportionment equal to at least 100 Act.” To address the threats of climate change, to include percent of the estimated tax payments considerations of climate change in the strategic plan of attributable to certain highway users in the State. FEMA. Introduced 1/16/2020. Introduced 1/21/2020/ HR 5641 M. DeSaulnier (D-CA) “Incentivizing Value Capture for Greener Transportation Act.” Introduced 1/16/2020.

HR 5518 D. McEachin (D-VA) Secretary shall carry out a program to be known as the Clean Cities Coalition Program. Introduced 12/19/19. Ordered reported, without amendment by Committee on Energy & Commerce, Subcommittee on Energy on 1/9/2020. HR 5545 B. Rush (D-IL) “New Opportunities to Expand Healthy Air Using Sustainable Transportation Act of 2020’’ or the ‘‘NO EXHAUST Act of 2020.’ Promotes the domestic manufacture & use of advanced, fuel efficient vehicles and zero emission vehicles & encourages electrification of the transportation sector. See Rush PR. Introduced 1/7/20. Ordered reported, without amendment by Committee on Energy & Commerce, SubComm. on Energy on 1/9/2020. HR 5553 J. Garamendi (D-CA) “Crude by Rail Volatility Standard Act.” To prohibit transportation by rail of crude oil with a Ried vapor pressure of more than 9.5 psi. Introduced 1/9/2020. HR 5571 M. Meadows (R-NC) “Revamping American Infrastructure Act of 2020.” To facilitate the use of performance-based standards by US DOT. Introduced 1/9/2020. HR 2881 A. Spanberger (D-VA) “Secure 5G and Beyond Act of 2020.” Develop a strategy to ensure security of next generation mobile telecommunications systems & infrastructure in the U.S. & to assist allies/strategic partners in maximizing security of next generation mobile telecommunications systems, infrastructure, & software. Introduced 5/21/2019. Passed House 1/8/2020. H Res 575 B. Flores (R-TX) Sense of the House of Representatives that all stakeholders in the deployment of 5G communications infrastructure should carefully consider adherence to the recommendations of “The Prague Proposals.” Introduced 9/24/19. Passed House 1/8/2020. HR 4500 T. Walberg (R-MI) “Promoting U.S. Wireless Leadership Act of 2019.” Introduced 9/26/19. Passed House 1/8/2020. HR TBA F. Pallone, Jr. (D-NJ) Bill to adopt goal of a 100% To be released clean economy by 2050, reduces transportation by 1/31/20. emissions by improving vehicle efficiency & by transitioning to low-to-zero-carbon fuels. 1/8/2020. See CLEAN Future Act Memo. HR 5554 M. DeSaulnier (D-CA) “Clean Federal Fleet Act of 2020.” To amend the Energy Policy Act of 1992 to ensure that vehicles in Federal fleets comply with certain low greenhouse gas emission standards. Introduced 1/8/2020.

FEDERAL REGISTER NOTICES OF FUNDING OPPORTUNITY (NOFOs) - GRANT AWARDS See Addendum A. - Calendar Year NOFO/AWARDS SCORECARD – at end of report

January 24, 2020. The Federal Transit Administration (FTA) announced a Notice of Funding Opportunity (NOFO) for the opportunity to apply for $130 million in competitive grants under the FY 2020 Low or No Emission grant program. Funds will be awarded competitively for the purchase or lease of low or no emission vehicles that use advanced technologies for transit revenue operations, including related equipment or facilities. Applications are due by 11:59 p.m. Eastern time on March 17, 2020.

January 23, 2020. The Department of Energy announced three Funding Opportunity Announcements for research and development of sustainable transportation resources and technologies. 1.) FY 2020 Bioenergy Technologies Multi-Topic FOA for $97 million (applications due 4/30/2020), 2.) FY 2020 Advanced Vehicle Technologies Research Funding FOA for $133.2 million (applications due 4/14/2020), and 3.) FY 2020 H2@Scale New Markets FOA for $64 million (applications due 4/20/2020).

January 21, 2020. The Federal Highway Administration (FHWA) awarded more than $8 million in Accelerated Innovative Deployment (AID) Demonstration program grants to State DOTs and local governments.

January 14, 2020. The Federal Transit Administration (FTA) announced an "Accelerating Innovative Mobility (AIM)" initiative which will provide $11 million in challenge grants to help transit agencies experiment with new ways of doing business - such as exploring new service models that provide more efficient and frequent service. A Notice of Funding Opportunity (NOFO) will be published this spring.

January 14, 2020. The US DOT has issued a Notice of Funding Opportunity (NOFO) for the Nationally Significant Freight and Highway Projects program (aka INFRA - Infrastructure For Rebuilding America) for FY 2020. INFRA FY 2020 is making $906 million in funding available, plus a possible $150 million from prior year authorizations for a total of $1.056 billion. Applications must be submitted by 11:59 p.m. on February 25, 2020. Also see: US DOT Announcement. The INFRA program provides Federal financial assistance to highway and freight projects of national or regional significance. For FY 2020, $158 million is set aside for grants for freight, rail, water (including ports) or other freight intermodal projects that make significant improvements to freight movement on the National Highway Freight Network, as limited by the FAST Act to not more than $500 million in aggregate over FY 2016-2020 - grade crossing and grade separation projects are not counted within this limitation and are eligible under broader program eligibilities. INFRA 2020 will consider how projects address challenges in rural areas as is consistent with the ROUTES Initiative and 25 Percent of INFRA grants must be used for projects located in rural areas. Large project grants must be at least $25 million - large project size (see NOFO table). For small project grants (both construction/project development awards) the grant must be at least $5 million - small projects = projects that don't meet large project minimum project size. INFRA grants may be used for up to 60 percent of eligible project costs; however, other Federal assistance may satisfy the non-Federal share requirement up to but not to exceed 80 percent of future eligible project costs.

OTHER TRANSPORTATION-RELATED FEDERAL REGISTER NOTICES January 9, 2020. The US DOT/FHWA is planning to issue a Broad Agency Announcement (BAA) to procure prototype or commercially available off-the-shelf Vehicle to Everything (V2X) communications devices to support US DOT’s 5.9 GHz “Safety Band” Spectrum Testing. The solicitation will be released electronically via the Government Point of Entry (GPE) at beta.SAM.gov. The FHWA anticipates awarding multiple, firm-fixed priced contracts as a result of the BAA.

January 7, 2020. The US DOT issued a Request for Information (RFI) seeking feedback on a proposed design challenge to incentivize creation of innovative, inclusive design solutions to enable access to automated vehicles for persons with disabilities. The RFI must be received by January 31, 2020, no later than 5:00 p.m. ET.

December 31, 2019. The US DOT issued a Request For Information (RFI) in the Federal Register (FR) extending the comment period for its November 27, 2019 RFI on unmet transportation infrastructure needs in rural transportation, barriers that rural communities face in addressing these needs, stakeholders' experiences with applying to and using DOT discretionary grant and credit programs, and opportunities for DOT to improve its services and technical assistance to rural communities in relation to the aforementioned programs. The comment period for the RFI is extended to January 27, 2020.

December 27, 2019. The US DOT issued a FINAL Rule revising and updating the Department's regulations on rulemaking procedures by consolidating all of the administrative procedures into one location. Essentially, the "Rule on Rules" incorporates three internal administrative directives of US DOT into a centralized location within the Code of Federal Regulations, thereby codifying existing procedures. The effective date of the Final Rule is January 27, 2020. The three directives are as follows: 1.) Policies and Procedures for Rulemakings - December 20, 2018; 2.) Review and Clearance of Guidance Documents - December 20, 2018, and 3.) Procedural Requirements for DOT Enforcement Actions - February 15, 2019.

December 27, 2019. The US DOT issued a Request for Information from the public, including stakeholders (State and Local agencies, private owners/operators, industry trade groups, shippers and beneficial cargo owners) to aid in the development of the National Freight Strategic Plan (NFSP), as required by both MAP-21 and the FAST Act. To guide comments and responses on this solicitation, US DOT has listed nine relevant questions (contained in the Federal Register notice) that may elicit responses. Comments must be received on or before February 10, 2020.

OTHER REPORTS/NOTICES/NEWS ARTICLES January 29, 2020. House Speaker Nancy Pelosi and top House Democrats released a five-year $760 billion surface transportation and infrastructure in a 19 page Framework. A Press Release and a Fact Sheet were also released that provide further details on the plan. The plan touts addressing urgent infrastructure needs, maintenance backlogs and a highlighting a path toward zero emissions from the transportation sector. The Fact Sheet summarizes broad modal funding as follows:

Modern Highways/Hwy. Safety Investments $329.0 B. Transit Investments $105.0 B. Rail Investments $ 55.0 B. Airport Investments $ 30.0 B. Clean Water/Wastewater Infrastructure $ 50.5 B. Water Infrastructure $ 10.0 B. Harbor Infrastructure $ 19.7 B. Brownfield Restoration $ 2.7 B. Drinking Water $ 25.4 B. Clean Energy $ 34.3 B. Broadband & Communications $ 86.0 B. Public Safety Communications $ 12.0 B. Grand Total: $759.6 B.

January 28, 2020. The Association of American Railroads (AAR) noted that “At the conclusion of 2019, Positive Train Control was in operation across 98.5 percent of the required Class I route miles.”

January 28, 2020. The Congressional Budget Office (CBO) released its January 2020 Baseline for the two accounts of the Highway Trust Fund (HTF), i.e. Highway Account (HA) and the Mass Transit Account (MTA). Notwithstanding the six separate excise taxes that are imposed to finance the HTF, that outlays will exceed tax revenue/interest. Moreover, shortfalls are projected beginning in FY 2021 for the MTA and for both the HA and MTA by FY 2022. By FY 2030, the cumulative shortfall for the HA is projected to reach approximately $134 billion, and 54 billion for the MTA. See yellow highlighted rows in table below.

Highway Trust Fund Accounts‒CBO's January 2020 Baseline Millions of Dollars, by Fiscal Year January 28, 2020

Actual, 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Highway Account Start-of-Year Balance 32,605 24,652 15,727 5,933 a a a a a a a a Flexed Balancesb -1,331 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 -1,200 Revenues and Interestc 38,985 38,241 38,119 37,841 37,658 37,499 37,324 37,226 37,219 37,265 37,348 37,457 Outlays 45,607 45,966 46,714 47,788 48,832 49,677 50,955 51,947 52,739 53,678 54,654 55,645 End-of-Year Balance 24,652 15,727 5,933 a a a a a a a a a

Transit Account Start-of-Year Balance 11,902 8,254 4,313 a a a a a a a a a Flexed Balancesb 1,331 1,200 1,200 1,200 1,200 1,200 1,200 1,200 1,200 1,200 1,200 1,200 Revenues and Interestc 5,536 5,374 5,291 5,226 5,181 5,133 5,079 5,033 4,998 4,966 4,938 4,915 Outlays 10,515 10,515 11,039 11,364 11,558 11,759 12,049 12,233 12,500 12,670 12,891 13,115 End-of-Year Balance 8,254 4,313 a a a a a a a a a a

Memorandum: Cumulative Shortfalla Highway Account n.a. n.a. n.a. -5,214 -17,588 -30,966 -45,797 -61,718 -78,438 -96,051 -114,556 -133,944 Transit Account n.a. n.a. -235 -5,173 -10,350 -15,776 -21,546 -27,545 -33,847 -40,351 -47,104 -54,104

January 28, 2020. The National Academies Press released a REPORT entitled, “Strategic Communications to Improve Support for Transit-Priority Projects: Report and Toolkit.”

January 23, 2020. The Government Accountability Office (GAO) released a REPORT entitled, “Reauthorization of the Federal Public Transportation Program.”

January 24, 2020. The US DOT Office of Inspector General issued a REPORT entitled, “Improved FRA Decision Making and Financial Oversight Processes Could Have Reduced Federal Risks from the California High-Speed Rail Project.”

January 15, 2020. At the annual Transportation Research Board meeting in Washington, D.C., US DOT Secretary Elaine Chao, in a keynote speech, re-emphasized the need to continue to reserve the 5.9 GHz spectrum for transportation safety. [Recall that the FCC unanimously voted to designate, via a Notice of Proposed Rulemaking (NPRM), the lower 45 megahertz of the 75 megahertz spectrum in the 5.9 GHz band for unlicensed uses like Wi-Fi.] On January 22, 2020, House Committee on Transportation and Infrastructure Chairman Peter DeFazio (D-OR) and 36 Members of the T&I Committee Wrote a Letter to the Federal Communications Commission (FCC) urging the FCC to reconsider its approach in the NPRM that reallocates spectrum within the 5.9 GHz band for unlicensed uses. Also see Op-Ed from Shailen Bhatt, President and CEO, Intelligent Transportation Society of America arguing that the FCC proposal is a reckless decision that will put drivers, pedestrians, bicyclists, and first responders at risk.

January 15, 2020. The US DOT ANNOUNCED several new transportation initiatives aimed at harnessing new and existing technologies to improve safety for the traveling public and first responders. The Partnership for Analytics Research in Traffic Safety (PARTS) program collects data on advanced driver- assistance systems such as Adaptive Cruse Control and Lane Keep Assist. The Department also plans to invest up to $38 million for the First Responder Safety Technology Pilot Program that will help equip emergency response vehicles and key infrastructure with vehicle-to-everything (V2X) communications technology. Also see Transport Topics article. See US DOT Secretary Elaine Chao REMARKS at TRB’s Centennial meeting in Washington, D.C.

January 13, 2020. The National Academies Press released a REPORT entitled, “Right-Sizing Transportation Investments: A Guidebook for Planning and Programming (2019).”

January 13, 2020. HNTB Corporation issued a NEWS RELEASE noting that American drivers pay around $274 annually in gas taxes (federal and state), which is comparatively less that what Americans pay for other critical public services such as for electricity, broadband/internet, water and phone. HNTB noted that the federal government has not raised the gas tax since 1993, and that the Highway Trust Fund is insolvent. Also see: HNTB Infographic.

January 9, 2020. The Bureau of Transportation Statistics (BTS) released the Pocket Guide to Transportation 2020 – a quick reference guide to transportation statistics. A copy can be ordered by visiting this URL: BTS Pocket Guide to Transportation 2020.

January 7, 2020. The Federal Transit Administration (FTA) issued a REPORT in December 2019 entitled, “Considerations for Evaluating Automated Transit Bus Programs.” The report assessed potential impacts of automated transit-bus technologies in an attempt to reduce uncertainties and considerations in evaluating deployment of transit bus automation technologies.

January 7, 2020. The Government Accountability Office (GAO) released a REPORT entitled, “PUBLIC TRANSPORTATION - Enhanced Federal Information Sharing on Coordination Could Improve Rural Transit Services.” The GAO recommends that FTA develop a communications plan to effectively share information with state and local stakeholders on coordination opportunities in an accessible and informative manner to coordinate rural transportation services. The FTA and the federal interagency Coordinating Council on Access and Mobility (CCAM) issued Strategic Plan in October 2019; however, a final report to contain recommendations has not been submitted to Congress. FTA plans to submit a report by September 2020.

January 6, 2020. The US DOT unveiled a new Interactive Map highlighting federal investment in major infrastructure projects located in and around Opportunity Zones. An Opportunity Zone is an economically distressed community designated by the State’s Governor and certified by the US Department of Treasury. Opportunity Zones were created to increase economic development in low-income and distressed communities. See also US DOT Press Release.

December 31, 2019. The Federal Highway Administration (FHWA) is seeking information from State, local, and industry partners and the public on, not previously promoted, Every Day Counts (EDC) innovations, and proven processes or technologies that have the potential to provide efficiencies in the planning, design, construction, operations, and/or maintenance of the nation’s highway system. Responses should be submitted by January 21, 2020.

December 20, 2019. The American Association of State Highway Transportation Officials (AASHTO) sent a LETTER to Congressional leaders urging for federal funding to implement automated enforcement systems in work zones, to reduce speeds/aggressive driving and to decrease fatalities/injuries.

UPCOMING CONGRESSIONAL CALENDAR – JANUARY/FEBRUARY

UPCOMING DEADLINES/EVENTS January 13-4/13 2018 RRIF (Railroad Rehabilitation & Improvement Financing Program) Letters of Interest due; January 31-3/16 FY 2019 Rural Utilities Service ReConnect “Broadband” program applications due; February 4 President Donald Trump is scheduled to deliver the State of the Union Address; February 10 Expected release date of the President’s FY 2021 budget; February 18-21 2020 AASHTO Council on Rail Transportation Legislative Meeting, Washington, D.C.; February 15-17 Moving America Forward forum to be held in Las Vegas; February 25 INFRA applications due; February 25-28 2020 AASHTO Washington Briefing, Washington, DC.; March 4 Nat’l. Railroad Construction & Maintenance Assoc. Railroad Day on Capitol Hill; March 9-12 Associated General Contractors Annual Convention; March 15-17 APTA Legislative Conference; April 25-28 American Planning Association 2020 National Planning Conference.

SCUTTLEBUTT January 22, 2020. An article in THE HILL reported that House Ways and Means Committee Chairman Richard Neal (D-MA) said he plans to meet with Treasury Secretary Steven Mnuchin the week of January 26, 2020 in an effort to resume infrastructure talks with the Administration.

January 21, 2020. Presidential candidate Mike Bloomberg RELEASED an infrastructure plan that among several priorities will repair 240,000 miles of roads and 16,000 bridges by 2025, and allocate $850 billion over 10 years to critical capital investments in roads, bridges, dams, and other infrastructure.

January 19, 2020. The Senate Committee on Commerce, Science and Transportation is reminding the public that starting October 1, 2020, travelers will need a REAL ID-compliant driver’s license or other accepted form of ID to pass through security at an airport. To find out if your ID is compliant, and more information about the REAL ID, click here.

January 13, 2020. A challenge issuance for "Inclusive Design Challenge" is expected mid-to-late February, with a challenge purse of $5 million. US DOT is seeking comments on a proposed Inclusive Design Challenge Request For Information. According to the Office of the Secretary (US DOT), after comments are received (1/31/2020) and evaluated over a two-week period, the challenge will be issued.

January 10, 2020. Democratic presidential candidate Pete Buttigieg released his Building for the 21st Century $1 trillion infrastructure plan. The Buttigieg infrastructure plan includes elements of: Job Creation, Clean Water, Broadband Expansion, Affordable Transportation, Climate Resilience, Community Empowerment and Innovation.

January 9, 2020. U.S. Department of Transportation Inspector General Calvin L. Scovel III announced his retirement effective January 31, 2020. Mr. Scovel’s retirement comes after 42 years of military and civilian service, including 13 years as Inspector General and 29 years of active service in the U.S. Marine Corps, from which he retired as a Brigadier General in 2006.

December 13, 2020. Delaware Department of Transportation Secretary Jennifer Cohan was elected to serve as chair of the Intelligent Transportation Society of America.

As of January 31, 2020, 244 days remain until the FAST Act and FY 2020 US DOT appropriations expire (September 30, 2020), 1,339 days remain until the FAA Reauthorization Act of 2018 expires (September 30, 2023), and there are 39.7 weeks to Election Day (Nov. 3, 2020).

Addendum A. Calendar Year NOFO/AWARDS SCORECARD SELECTED TRANSPORTATION NOTICE OF FUNDING OPPORTUNITIES (NOFOs) &/OR AWARDS (SCORECARD for CY 2020) 1/28/2020

TYPE NOFO NOFO $s APPLICATION NOFO $ NOFO TITLE (NOFO / AWARD) ISSUANCE DATE NOFO URL MADE AVAILABLE DEADLINE AWARDS AWARDS URL AWARDED - DATE COMMENTS US DOT FY 2020 INFRA Grants NOFO 1/13/2020 NOFO URL 906,000,000 2/25/2020 TBD TBD TBD $150 m. in prior year available.

DOE FY 2020 Bioenergy Technologies Multi-Topic FOA NOFO 1/23/2020 NOFO URL 97,000,000 4/30/2020 TBD TBD TBD

FY 2020 Advanced Vehicle Technologies Research FOA NOFO 1/23/2020 NOFO URL 133,200,000 4/14/2020 TBD TBD TBD

FY 2020 H2@Scale New Markets FOA NOFO 1/23/2020 NOFO URL 64,000,000 4/20/2020 TBD TBD TBD 2/25/20 Deadline/Concept Papers.

FAA

FEMA FY 2019 Assistance to Firefighter Grants NOFO 1/27/2020 NOFO URL 315,000,000 3/13/2020 TBD TBD TBD

FHWA Accelerated Innovative Deployment Demonstration Program AWARD 10/21/2019 Amended NOFO URL 10,000,000 Rolling 8,091,503 Award URL 1/21/2020 Initial NOFO URL

FRA FY 2019/2020 Restoration and Enhancement Grants NOFO 1/2/2020 Amended NOFO URL 26,337,600 2/5/2020 TBD TBD TBD Initial NOFO URL

FTA A prior-year grantee returned funds which were FY 2020 Low or No Emission Grant Program NOFO 1/24/2020 NOFO URL 130,000,000 redistributed3/17/2020 for FY 2019. Hence,TBD the reason whyTBD awards TBD in FY 2019 are greater than the amount appropriated. MARAD FY 2019 Short Sea Transportation Program (America's Marine Hwy. Pgm.) AWARD 6/14/2019 NOFO URL 7,000,000 6/14/2019 7,503,000 Award URL 1/7/2020 Deadline Extension URL

FY 2020 Small Shipyard Grants NOFO 1/6/2020 NOFO URL 19,600,000 2/18/2020 TBD TBD TBD

NHTSA / FMCSA FY 2020 High Priority Program - Commercial Motor Vehicle (HP-CMV) NOFO 1/7/2020 NOFO URL 25,211,500 2/21/2020 TBD TBD TBD

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 3.9 INFORMATION

Agreements and Purchases Over $50,000 Executed Since October 2018

Background: In October 2018, the Rail Commission approved the Second Amendment to the SJRRC Procurement Manual. The Amendment clarified procurement processes, specified delegation authority for procedures, and brought the manual up to date regarding funding source guidelines.

Section 1.3.1 was updated to state: “The Executive Director may award and execute agreements and leases for equipment, supplies, materials, services or construction when the amount to be paid by SJRRC does not exceed the amount stated in the most recent SJRRC bylaws, and the expenditure is included in SJRRC’s capital or operating budget. A report summarizing contracts awarded within the Executive Director’s authority shall be presented to the Board on a periodic basis or as required in the SJRRC bylaws.”

To comply with this procedure, staff determined an annual report of agreements and purchases over $50,000 and under the Executive Director’s threshold of $75,000 would be shared with the board The actual amount of contracts/purchases that fall within that amount is small since staff errors on the side of caution and reports most items to the Board regardless of the amount.

Below is a list of contracts and agreements that fall into that requirement and were executed during the 2019 calendar year.

San Joaquin Regional Rail Commission Not-To-Exceed Vendor Services Date Executed Amount November 1, Winter Consulting Outreach Services $74,000.00 2019 Belson Outdoors, Benches for Amtrak Bus Stations $71,112.50 May 6, 2019 LLC Union Pacific Preliminary Engineering for Quad Gates $50,000.00 March 11, 2019 Railroad in Sunol Pressley & Amendment 01 for Additional Services $58,250.00 July 1, 2019 Associates, Inc. related to Bonds

Staff anticipates returning to the Board on an annual basis to report the previous year contracts and purchase. SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

3.10 ACTION Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Enter into a Purchase Order with Dornoch, Inc. dba Tracy Ford for the Purchase of Three (3) Non-Revenue Maintenance Vehicles in the Amount Not-To-Exceed $113,670

Background: The San Joaquin Regional Rail Commission (SJRRC) Maintenance Department is currently responsible for the full maintenance and upkeep of six (6) ACE stations and the ACE Rail Maintenance Facility (RMF) and periodic work at an additional four (4) ACE stations for maintenance and/or replacement of ticket validators and other equipment as needed. Additionally, as the Managing Agency for the San Joaquins, additional parcels and stations associated with that corridor are requiring maintenance activities.

The tasks performed by staff vary and include parking lot, platform and landscape maintenance, irrigation, lighting and electrical repairs, janitorial and safety inspections. The Maintenance Department currently has two (2) Utility body maintenance vehicles that are utilized for these purposes and have been adequate up until this point. Both vehicles have a mileage above 130,000 and while these vehicles are still operational, due to continued preventive maintenance schedules, they are becoming aged and potentially unreliable for consistent long-range trips that are necessary for the ACE and San Joaquin corridor station maintenance and upkeep.

Based upon the age of the mileage on the existing fleet and the expanding work program, SJRRC has a need for three (3) new Utility Body vehicles.

Procurement Process: On November 21, 2019, SJRRC released and Invitation for Bids (IFB) via Planet Bids for the solicitation of the three (3) vehicles. The IFB asked for bids to include pricing for the vehicles, tires, and other applicable taxes or fees. Bidders were also required to provide information on their warranties and service locations. By utilizing Planet Bids, twenty- eight (28) vendors were notified, eight (8) vendors showed interest and two (2) vendors submitted bids.

Bids were opened publicly on the due date, January 3, 2020, and were reviewed for initial completeness. At the bid opening, Dornoch, Inc. dba Tracy Ford, was announced as the apparent low bidder.

Following the public bid opening, bids were thoroughly reviewed. Staff determined that Dornoch, Inc. dba Tracy Ford was the lowest most responsive and responsible bidder with the bid amount of $113,670.

The estimated delivery is five (5) months after receipt of order.

Once the new vehicles are in operation, the older vehicles will be retired to local, on-site work or sold through the San Joaquin County auction process

Fiscal Impact: Costs associated with this Agreement are identified in the San Joaquin Regional Rail Commission/ACE Fiscal Year 2019/2020 Capital Budget in the ACE Maintenance Vehicle line.

Recommendation: Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Enter into a Purchase Order with Dornoch, Inc. dba Tracy Ford for the Purchase of Three (3) Non-Revenue Maintenance Vehicles in the Amount Not-To-Exceed $113,670.

RESOLUTION SJRRC-R-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR TO ENTER INTO A PURCHASE ORDER WITH DORNOCH, INC. DBA TRACY FORD FOR THE PURCHASE OF THREE (3) NON-REVENUE MAINTENANCE VEHICLES IN THE AMOUNT NOT-TO-EXCEED $113,670

WHEREAS, San Joaquin Regional Rail Commission (SJRRC) Maintenance Staff determined a need for three (3) non-revenue maintenance vehicles; and

WHEREAS, SJRRC released an Invitation for Bids (IFB) on November 21, 2019 with two bids received on the January 3, 2020; and

WHEREAS, Following the public bid opening, and thoroughly reviewed, staff determined that Dornoch, Inc. dba Tracy Ford as the lowest most responsive and responsible bidder with the bid amount of $113,670;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission Hereby Authorize and Direct the Executive Director to Enter into a Purchase Order with Dornoch, Inc. dba Tracy Ford for the Purchase of Three (3) Non-Revenue Maintenance Vehicles in the Amount Not-To- Exceed $113,670.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 4 ACTION Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commissioners Appointing One Representative to the San Joaquin Regional Rail Commission Station/Facilities Development Committee • One from Sacramento Regional Transit District

Background: At the October 4th, 2019 Rail Commission Board Meeting, Ordinance No. 2019-01 was adopted which established the Station and Facilities Development Committee of the San Joaquin Regional Rail Commission.

The Committee has certain decision-making authorities delegated to it by the Rail Commission under an annual, Rail Commission approved scope and budget identified for the Valley Rail Expansion in Stanislaus, San Joaquin and Sacramento Counties.

The Committee is subject to the Brown Act and will meet on an as needed basis and include teleconferencing to ensure quorums. There may be times where several meetings a month may be needed and times where there are no meetings in a month.

The committee will be made up of four (4) members. Utilizing the existing member agencies of the San Joaquin Joint Powers Authority for some continuity, the Rail Commission has requested that StanCOG and SacRT recommend an appointee from its’ membership. The remaining two members will be Rail Commissioners from the areas of San Joaquin County affected by the expansion. No alternates can be designated for the Committee.

SacRT recommended City of Sacramento Councilman Steve Hansen to serve for the Sacramento county region.

Fiscal Impact: None.

Recommendation: Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commissioners Appointing One Representative to the San Joaquin Regional Rail Commission Station/Facilities Development Committee • One from Sacramento Regional Transit District.

RESOLUTION SJRRC-R-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION APPOINTING THREE REPRESENTATIVES TO THE SAN JOAQUIN REGIONAL RAIL COMMISSION STATION/FACILITIES DEVELOPMENT COMMITTEE • ONE FROM SACRAMENTO REGIONAL TRANSIT DISTRICT

WHEREAS, at the October 4th, 2019 Rail Commission Board Meeting, Ordinance No. 2019-01 was adopted which established the Station and Facilities Development Committee of the San Joaquin Regional Rail Commission; and

WHEREAS, the Committee has certain decision-making authorities delegated to it by the Rail Commission under an annual, Rail Commission approved scope and budget identified for the Valley Rail Expansion in Stanislaus, San Joaquin and Sacramento Counties; and

WHEREAS, the committee will be made up of four (4) members. Utilizing the existing member agencies of the San Joaquin Joint Powers Authority for some continuity, the Rail Commission has requested that StanCOG and SacRT recommend an appointee from its’ membership. The remaining two members will be Rail Commissioners from the areas of San Joaquin County affected by the expansion; and

WHEREAS, SacRT recommended City of Sacramento Councilman Steve Hansen to serve for the Sacramento county region;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby appoints representatives to the Station/Facilities Development Committee as follows:

______SACRAMENTO REGIONAL TRANSIT DISTRICT

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSTAIN: ABSENT: ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 5 ACTION Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Adopting the 2020 Federal Legislative Priorities for Inclusion in the SJCOG One Voice Project List

Background: One Voice is a legislative advocacy program for San Joaquin County that promotes issues of regional significance to federal legislators and agencies through an annual advocacy trip to Washington, D.C. The purpose of the program is to advocate for increased funding, as well as new or amended legislation for issues and projects of regional significance to the San Joaquin region.

For the 2020 program, SJCOG is seeking projects that are regionally significant and that provide a community-wide benefit. As with previous years, SJRRC is able to approve and submit a project to be included on the regional priority project list. Staff is recommending the Commission approve the following project:

Stockton Diamond Grade Separation Project The Stockton Diamond is the busiest at-grade railway junction in California. The current, at- grade configuration of the track results in significant delays to freight trains serving the Port of Stockton, as well as other freight and passenger trains in the area. These delays ultimately limit the capacity of the Port of Stockton for growth and inhibit the expansion of the Amtrak San Joaquins and Altamont Corridor Express (ACE) service through the region.

The Stockton Diamond Grade Separation project would grade separate the two north-south (UPRR) mainline tracks from the two east-west BNSF Railway (BNSF) mainline tracks. Project scope also includes bike, pedestrian, and roadway improvements at ten at-grade local road crossings in the City of Stockton, drastically enhancing safety for residents.

The construction of the grade separation would provide for an uninterrupted flow of rail through the crossing, which will improve freight movements and lead to lower costs for freight shipping, reduced delays, and a decrease in fuel consumption for idling locomotives. This increase in throughput and velocity of freight trains translates to cost savings for Port customers and the freight railroads, allowing for continued growth and improved efficiency. In addition, the project would allow for more freight and passenger trains to pass through the Stockton Diamond at faster speeds.

Figure 1: Rendering of the Colton Crossing (San Bernardino, California), with a nearly identical scope to the Stockton Diamond Grade Separation.

The Stockton Diamond Grade Separation Project would benefit a number of services utilizing the BNSF and UP lines in the area, including: • Union Pacific freight trains on the UP Fresno Subdivision and at the Port of Stockton • BNSF freight trains on the BNSF Stockton Subdivision • Amtrak San Joaquins intercity trains • Altamont Corridor Express (ACE) commuter trains • Central California Traction Company (CCT) trains from the Port of Stockton • Stockton Terminal & Eastern (STE) trains in the area

The Project would result in a number of public and private benefits, including: • Improved reliability of ACE and San Joaquins services • Greater efficiency and fuel cost savings for freight rail • Reduced blockage of at-grade crossings for pedestrians and motorists • Improved air quality

In addition to the above benefits, the Project would also facilitate the expansion of the ACE service to Sacramento and Ceres/Merced.

Staff is recommending funds be sought for construction of the Stockton Diamond Grade Separation Project. Funds have been secured for the completion of environmental assessments and preliminary engineering, and coordination is underway to receive funding through the State Transportation Improvement Program (STIP) for final design and right of way. The total estimated construction cost is $207M. The Project is requesting $25M in construction funding through the One Voice program. Staff is continuing to explore opportunities for State and local matching funds for the Project.

Recommendation: Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Adopting the 2020 Federal Legislative Priorities for Inclusion in the SJCOG One Voice Project List.

RESOLUTION SJRRC-R-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION ADOPTING THE 2020 FEDERAL LEGISLATIVE PRIORITIES FOR INCLUSION IN THE SJCOG ONE VOICE PROJECT LIST

WHEREAS, the San Joaquin Regional Rail Commission has been engaged in advocacy efforts to secure funding for the improvement and expansion of passenger rail service affecting San Joaquin County; and

WHEREAS, it is prudent for the Rail Commission to prioritize a project for submission in federal funding programs; and

WHEREAS, the Rail Commission is developing passenger rail service between Sacramento and Merced; and

WHEREAS, the Rail Commission is committed to improving rail transportation throughout California, including freight rail; and

WHEREAS, this project will address congestion, air quality, and other environmental issues facing the region;

NOW THEREFORE, BE IT RESOLVED that the Board of Commissions of the San Joaquin Regional Rail Commission hereby prioritizes the following 2020 Federal Legislative Project:

Stockton Diamond Grade Separation Project. Total cost to complete construction is estimated at $207M, with $25M requested through the One Voice program.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote to wit:

AYES: NOES: ABSENT: ABSTAIN:

SAN JOAQUIN REGIONAL RAIL ATTEST: COMMISSION

__ STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 6 ACTION Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing Staff to Continue Working with the Current Assembled Financing Team and Prepare for Refunding the Current 2010 Taxable Series A-2 Certificates of Participation (COPs)

Background:

On December 6, 2019, staff presented an information item regarding refunding the Rail Commission $27,990,000 of 2010 Taxable Series A-2 Certificates of Participation (COPs) used to finance the construction of the Commission’s Rail Maintenance Facility (RMF). During the presentation, a question was raised regarding how the financing team, and specifically the investment banking or underwriting firm, was selected and whether the underwriter brings strong qualifications and experience as well as a competitive fee to this engagement. Staff and the Deputy Director for the San Joaquin Council of Governments (SJCOG) met with the Vice Chair to help further clarify the underwriting inquiry.

SJCOG has been a model agency on transactions or functions for SJRRC. For a 2019 bond transaction, SJCOG issued an RFP for an underwriting service with nine (9) national institutions submitting proposals and zero local institutions submitting a proposal. Based upon multiple factors, SJCOG staff recommended and the SJCOG board approved, RBC Capital as Senior Underwriter receiving 70% of the financing with Co-Manager Wells Fargo Securities receiving 30% of the financing.

Staff does not have the expertise to perform several of the tasks involved in the transaction. Using PFM and the California Transit Finance Corporation’s (CTFC) procured team helps SJRRC staff remain on course to complete such a time sensitive transaction. SJRRC general counsel, Neumiller & Beardslee, will also be involved as necessary.

PFM, assisted by staff, has created the attached Memo to answer the Board inquiry.

Fiscal Impact:

The proposed refunding transaction will reduce annual debt service paid by the Commission through 2040. Under current market conditions, debt service savings is approximately $220,000 annually through 2040, or $5.0 million through the life of the COPs. This equates to $4.0 million in present value terms. When the present value savings is divided by the par amount of the refunded COPs ($4,000,000 / 27,990,000) it yields a savings percentage of 14.3%. According to SJRRC’s financial advisors at PFM, a minimum threshold for refinancing is a savings range of 3% to 5%. These refunding results at 14.3% are very strong in the current market.

The savings estimate includes all transaction costs. Transaction costs include fees for the legal team, rating agencies, financial advisor, bond underwriter, trustee, and other related parties. Total transaction costs are currently estimated to be $295,000 for all parties to execute the transaction. Most parties will work “at risk” and are only paid upon a successful closing. According to IRS rules, transaction costs may be paid with COP proceeds and have been factored into the total transaction cost and savings estimates.

Recommendation:

That the Board authorize staff to continue working with the current assembled financing team and prepare for refunding the current 2010 Taxable Series A-2 Certificates of Participation (COPs). This action is preliminary and does not commit the Board to a final action. There will be a subsequent action(s) required of the Board before the transaction can be completed.

January 30, 2020

Memorandum

To: San Joaquin Regional Rail Commission

From: PFM Financial Advisors LLC

RE: 2020 COP Refunding Opportunity – Discussion of Financing Team

INTRODUCTION PFM Financial Advisors LLC (“PFM”), as financial advisor, has worked with Commission staff to monitor market opportunities for the potential refunding of the Commission’s outstanding bonds. The Commission currently has outstanding $28,770,000 of Certificates of Participation (COPs), issued in 2010 to finance the construction of the Stockton Rail Maintenance Facility. With the call-feature that was put in place in 2010, the Commission can refund $27.9 million of the existing COPs with new COPs at lower interest rates, provided for in the current low-interest rate environment. Under current market conditions the Commission can save approximately $5 million in debt service costs through 2040. These debt service savings equate to $4 million on a present value basis.

During our presentation to the Commission Board on December 6, 2019 a question was raised regarding how the financing team – and specifically the investment banking or underwriting firm – was selected and whether the underwriter brings strong qualifications and experience as well as a competitive fee to this engagement. This memorandum attempts to address those questions.

FINANCING STRUCTURE AND OVERVIEW OF FINANCING TEAM In 2010, the Commission issued the COPs through the California Transit Finance Corporation (CTFC). COPs are essentially a lease structure wherein each Certificate represents a proportionate interest in an annual lease payment to be made by the Commission to a third-party, non-profit, public benefit corporation – in this case, the CTFC. The CTFC was created in 1990 by the California Transit Association to provide assistance to transit entities in the State of California in financing capital improvements. With its focus on transit capital financing, the CTFC has been used by California transit agencies when the need for a conduit issuer arises, including Victor Valley Transit, Gold Coast Transit, North County Transit District (San Diego) among others.

The CTFC independently procured a team of legal and finance professionals that have a specific expertise in COP financing for transit agencies in California. PFM serves the CTFC as their municipal advisor, Nossaman LLP serves as bond and disclosure counsel, and RBC Capital Markets serves as the underwriter on most CTFC transactions. The CTFC last ran a procurement for team members – including investment banking services – in 2008. The CTFC’s intent is to provide a team of professionals that have relevant experience with COPs issued by transit agencies. Transit COPs are not offered in the market every month and do require some understanding of state and federal transit funding and the credit strength of those revenues to present the strongest case to investors and rating agencies. San Joaquin Regional Rail Commission January 30, 2020 Page 2

UNDERWRITER QUALIFICATIONS AND TRANSACTION COSTS RBC’s relevant qualifications and experience – and in particular the experience of the lead banker for RBC, Tom Yang –for other California transit COP transactions includes the following:

 AC Transit  Riverside Transit Agency  Gold Coast Transit  Sacramento Regional Transit  Los Angeles MTA  San Diego MTS  North County Transit District  Victor Valley Transit Authority

In addition to strong experience with California transit COPs, RBC served as the lead underwriter for the SJCOG on their last two sales tax revenue bonds in 2017 and 2019, respectively. Each selection was part of a competitive RFP process conducted by the SJCOG. Through their work with SJCOG, RBC brings a thorough understanding of the San Joaquin regional economy and demographics, and the Measure K sales tax credit: an important part of the security for the Commission’s COPs.

The role of the underwriter on a COP or bond transaction is to participate throughout document development, the rating agency presentations, take the lead on investor outreach and marketing, and ultimately underwrite the securities. For these services, the underwriter is paid a “take-down” and/or a “management fee.” These fees are expressed as a dollar payment for each $1,000 of COPs or bonds sold. The combined takedown and management fee represents the total compensation paid to the underwriter. The proposed fee for underwriter (RBC) for the SJRRC 2020 refunding transaction is $3.25 per each $1,000 of COPs (i.e., per bond) sold. There is no management fee proposed.

For comparison, below we list the underwriting fees proposed for the SJRRC transaction compared to underwriter fees for other recent and similar transactions.

Recent Underwriter Fees for Comparable Transactions

San Joaquin San Joaquin Victor Valley Regional Rail County AC Transit Dsitrict Gold Coast Transit Transit Authority Caltrain (2019) Commission Transportation (2019) Authority (2017) (2018) Estimate (2020) Authority (2019) Par Amount (Transaction Size) $ 23,605,000 $ 63,960,000 $ 11,655,000 $ 10,475,000 $ 22,000,000 $ 47,635,000 Underwriter Fees and Expenses UW Fees (Takedown) 76,716 95,940 48,485 $44,309 $77,000 $166,723 Takedown Per Bond (per $1,000): $3.25 $1.50 $4.16 $4.23 $3.50 $3.50

The overview of underwriting fees above represent a variety of underwriting firms including RBC, JP Morgan and Wells Fargo. Underwriting fees on recent COP transactions (i.e., Victor Valley, Gold Coast and AC Transit) range from $3.50 per bond to $4.23 per bond. This translates to a total underwriter compensation ranging from $44,000 to $77,000 for those COP transactions. Caltrain (a similar commuter rail issuer rated in the single-A category) did not issue securities as COPs, but as farebox revenue bonds. They paid their underwriters $3.50 per bond, translating to $166,723 in underwriter compensation. Underwriter compensation always varies with the size of the transaction. The San Joaquin County Transportation Authority (the issuing body of the San Joaquin COG), paid their underwriters $1.50 per bond, translating to $95,940 of total underwriter compensation. You often see higher rated, sales tax bond issuers (like San Joaquin COG) pay lower takedown to underwriters given that these credits are easier to explain to investors and sell. Also, larger sized transactions (i.e., $50 million and larger) often pay lower per-bond fees, since there are more bonds issued, generating larger total compensation, even with lower per-bond fees. This is the case with the San Joaquin COG. RBC San Joaquin Regional Rail Commission January 30, 2020 Page 3

has proposed $3.25 per bond as compensation to underwrite the refunding COPs contemplated by the SJRRC. This translates to approximately $76,716 in total underwriter compensation.

For additional context, we also include the cost of issuance (apart from underwriting fees) proposed for the SJRRC refunding COPs compared to the cost of issuance for other recent and similar transactions.

Recent Cost of Issuance for Comparable Transactions San Joaquin San Joaquin Victor Valley Regional Rail County AC Transit Dsitrict Gold Coast Transit Transit Authority Caltrain (2019) Commission Transportation (2019) Authority (2017) (2018) Estimate (2020) Authority (2019) Par Amount (Transaction Size) $ 23,605,000 $ 63,960,000 $ 11,655,000 $ 10,475,000 $ 22,000,000 $ 47,635,000

Cost of Issuance Bond Counsel 40,000 77,000 100,000 35,000 40,000 250,000 Disclosure Counsel 40,000 35,000 65,000 35,000 40,000 140,000 Underwriter Counsel 25,000 20,000 20,000 $20,000 $20,000 $25,000 Financial Advisor(s) 60,000 70,000 85,000 60,000 60,000 137,000 Rating Agency 35,000 36,000 33,000 24,000 33,250 26,000 Rating Agency (second rating) 41,000 25,000 46,500 Rating Agency (third rating) 30,000 CTFC Fee 10,000 10,000 25,000 CSCDA Fee 5,000 Verification Agent 1,750 1,750 Printer 2,300 3,890 2,300 1,590 650 4,500 Trustee 3,500 11,000 4,350 4,900 4,750 8,150 Other Fees 7,000 7,175

Total COI$ 217,550 $ 300,890 $ 348,575 $ 190,490 $ 223,650 $ 667,150

Total cost of issuance (apart from underwriting fees), including all legal, advisory, rating agency and ancillary fees (e.g., printing, etc.) are estimated to be $217,550 to execute and close the proposed SJRRC Refunding COPs. This places the estimated cost of issuance slightly below the comparably sized transaction for Gold Coast Transit in 2017, and below the larger transactions of Caltrain and the San Joaquin COG. Caltrain used three ratings and paid higher bond counsel costs which led to higher cost of issuance compared to the costs proposed for the SJRRC. AC Transit was a smaller transaction, but was taxable and required additional effort from bond and disclosure counsel resulting in comparably higher costs of issuance.

All cost of issuance and underwriter fee are expected to be paid out of COP proceeds (vs. out of SJRRC’s budgeted revenues) and have been accounted for in all refunding numbers presented to date. This is the common practice for paying these fees and is industry standard for nearly all municipal bond transactions in the US. The currently estimated debt service savings of approximately $5 million is net of these transaction costs and fees.

The due diligence questions raised during our Commission Board presentation pertaining to the team selection are very reasonable. Our intent is always to provide due diligence to ensure a high-quality team is working on behalf of the issuer at reasonable fees. We have attempted to provide that due diligence here. However, we appreciate the fact that there may be further questions and some benefit to additional one-on-one dialogue with Commission Board members. To that end, we are available and pleased to have a follow-up discussion as needed.

RESOLUTION SJRRC-R-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING STAFF TO CONTINUE WORKING WITH THE CURRENT ASSEMBLED FINANCING TEAM AND PREPARE FOR REFUNDING THE CURRENT 2010 TAXABLE SERIES A-2 CERTIFICATES OF PARTICIPATION (COPS)

WHEREAS, the Rail Commission is authorized staff to continue working with the current assembled financing team and prepare for refunding the current 2010 Taxable Series A-2 Certificates of Participation (COPs); and

WHEREAS, the Commission issued the 2010 Taxable Series A-2 COPs through the California Transit Finance Corporation (CTFC); and

WHEREAS, the California Transit Finance Corporation (CTFC) was created in 1990 by the California Transit Association to provide assistance to transit entities in the State of California in financing capital improvements; and

WHEREAS, the CTFC independently procured a team of legal and finance professionals that have a specific expertise in COP financing for transit agencies in California; and

WHEREAS, the CTFC’s intent is to provide a team of professionals that have relevant experience with COPs issued by transit agencies;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby authorizes staff to continue working with the current assembled financing team and prepare for refunding the current 2010 Taxable Series A-2 Certificates of Participation (COPs).

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSTAIN: ABSENT:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 7 ACTION Approve Two (2) Resolutions of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Submit and Execute Any and All Grant Applications, Agreements, Certifications and Assurances and Any Other Documents Necessary to Obtain State Rail Assistance (SRA) Funding

Action 1. Approve an Application for $2,000,000 for the Robert J. Cabral Station Expansion Project (Regular Voting Members)

Action 2. Approve an Application for $587,312.50 for the ACE Equipment Modernization Project (Regular and Special Voting Members)

Summary: Staff is recommending the submittal of two SRA funding requests in the amount of $2,000,000 for the Robert J. Cabral Station Expansion Project and $587,312.50 for the ACE Equipment Modernization Project.

Located in Stockton, the Robert J. Cabral Station is a vital hub for Central Valley residents utilizing both the ACE and Amtrak San Joaquins services. With the Valley Rail Program under development to expand ACE service to Sacramento, enhancing the Cabral Station will accommodate ridership increases and provide additional passenger amenities.

The project scope also includes other site improvements at the WP Depot, as well parking optimization and enhancements throughout the Cabral Station area. The additional parking improvements will ensure there is adequate parking at the WP Depot, and other areas of the Cabral Station, for passengers, staff, and meeting attendees.

Staff is requesting $2,000,000 in SRA funding for the engineering and construction of the new WP Depot building, as well as site and parking enhancements. These funds will be matched through an SRA request from SJJPA to ensure there is adequate funding to complete all project components. The preliminary estimate to construct the new building is approximately $5 million.

The ACE Equipment Modernization Project will provide funding for the procurement, construction, installation, and operation of both on-board and station equipment throughout the ACE Corridor. Examples of equipment that will be upgraded will include, but are not limited to: WiFi, security cameras, operations monitoring and communications equipment, passenger information display systems.

Background: The Western Pacific (WP) Depot building is owned by the San Joaquin Regional Rail Commission (SJRRC) and is located adjacent to the existing Robert J. Cabral Station. The Robert J. Cabral Station Master Plan (2005, 2008) explored land use and design options for the WP Depot and surrounding area to enhance the experience of passengers and the community. In recent years, a temporary parking lot has been constructed near the building, with work underway to construct a permanent parking lot to serve both San Joaquins and ACE passengers. Fire damage has left the Western Pacific Depot building in a state of disrepair and unsafe for use. As a result, SJRRC coordinated with the California Department of Transportation on the completion of environmental studies for the site improvements, which involved a Historic Property Survey Report (HPSR).

Based on preliminary work completed by consultants hired by SJRRC for the parking lot improvements, it has been determined that it would not be feasible to bring the remaining structure up to modern building code standards. An estimate has been prepared for the reconstruction of the WP Depot as a new building that would resemble features of the destroyed WP Depot. This new structure would provide passenger amenities, parking security and operating offices, and an expanded meeting location for SJJPA and SJRRC. Throughout the design process, staff will ensure the needs of the San Joaquins traveler are factored into the construction of the building, parking improvements, and amenities.

The current approved funding for the Robert J. Cabral Station Expansion Project is approximately $2.3 million. Most of this funding is required to go towards the construction of the new parking lot, sidewalks, fencing, and lighting adjacent to the WP Depot. Although some of the funding can be used towards removal of the remaining structure and towards the construction of a new building, the primary designation is to create a new parking facility with passenger amenities.

The rehabilitation of the WP Depot and the replacement of outdated equipment coincide with SJRRC’s Transit Asset Management (TAM) Plan. Adopted in March 2019, the TAM Plan outlined the steps necessary to maintain rolling stock, facilities, and equipment in a State of Good Repair. The ACE Equipment Modernization Project will greatly enhance the experience of passengers and capabilities of operations staff by ensuring the applicable equipment is meeting the demands of the service.

Senate Bill 1 (SB 1) created the State Rail Assistance (SRA) Program by directing a portion of new revenue specifically to intercity rail and commuter rail. SB 1 directs a 0.5% portion of new diesel sales tax revenue for allocation, with half going to the five commuter rail providers and half to intercity rail corridors. The estimated funding distribution for the commuter rail agencies can be seen below. Over the first three years of the Program, ACE is eligible for $10.5M in SRA funding.

Estimated Distribution Commuter Rail Agency 2017-18 2018-19 2019-20 Altamont Corridor Express Authority (ACE) $2.5M $3.9M $4.1M North County Transit Development Board (Coaster) $2.5M $3.9M $4.1M Peninsula Corridor Joint Powers Board (Caltrain) $2.5M $3.9M $4.1M Sonoma-Marin Area Rail Transit District (SMART) $2.5M $3.9M $4.1M

Southern California Regional Rail Authority (Metrolink) $2.5M $3.9M $4.1M

SRA was created to provide operating and capital assistance for commuter and intercity rail agencies. The SRA guidelines permit projects that cover a full range of transportation planning and mass transportation purposes, with the direction that rail agencies spend these funds in a cost-effective manner to provide operations and capital improvements for the benefit of the public.

The Commission has already approved an allocation of SRA funding out of the FY 2019-20 apportionment for the Revenue Fleet Rehabilitation Project ($1,500,000) and UPRR Safety Fund Project ($500,000). Including the additional $487,312.50 in SRA proceeds made available to ACE, there is currently $2,587312.50 in SRA funding available for allocation.

Fiscal Impact: There is no fiscal impact. SRA funding is provided through Senate Bill 1.

Recommendation: Approve Two (2) Resolutions of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Submit and Execute Any and All Grant Applications, Agreements, Certifications and Assurances and Any Other Documents Necessary to Obtain State Rail Assistance (SRA) Funding.

Action 1. Approve an Application for $2,000,000 for the Robert J. Cabral Station Expansion Project. (Regular Voting Members)

Action 2. Approve an Application for $587,312.50 for the ACE Equipment Modernization Project. (Regular and Special Voting Members)

RESOLUTION SJRRC-R1-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR TO SUBMIT AND EXECUTE ANY AND ALL GRANT APPLICATIONS, AGREEMENTS, CERTIFICATIONS AND ASSURANCES AND ANY OTHER DOCUMENTS NECESSARY TO OBTAIN STATE RAIL ASSISTANCE (SRA) FUNDING IN THE AMOUNT OF $2,000,000 FOR THE ROBERT J. CABRAL STATION EXPANSION PROJECT

WHEREAS, SJRRC is an eligible project sponsor and may receive state funding from the State Rail Assistance (SRA) for transit projects; and

WHEREAS, the statutes related to state-funded transit projects require a local or regional implementing agency to abide by various regulations; and

WHEREAS, Senate Bill 1 (2017) named the California State Transportation Agency (CalSTA) as the administrative agency for the SRA; and

WHEREAS, CalSTA has developed guidelines for the purpose of administering and distributing SRA funds to agencies identified as eligible recipients of these funds; and

WHEREAS, SJRRC wishes to delegate authorization to execute these documents and any amendments thereto to the Executive Director; and

WHEREAS, SJRRC wishes to utilize SRA funding on the Robert J. Cabral Station Expansion Project; and

WHEREAS, the Project coincides with the goals and objectives of SJRRC’S Transit Asset Management (TAM) Plan and Policy; and

WHEREAS, funding will enable the engineering and reconstruction of the Western Pacific Depot building to provide additional passenger amenities, enhanced security and operations capabilities, and an expanded meeting location; and

WHEREAS, project scope also includes WP Depot site improvements and parking optimization and enhancements throughout the Robert J. Cabral Station area in Stockton;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby Authorize the Executive Director to submit and execute any and all grant applications, agreements, certifications and assurances and any other documents necessary to obtain State Rail Assistance (SRA) funding in the amount of $2,000,000 for the Robert J. Cabral Station Expansion Project.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair

RESOLUTION SJRRC-R2-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR TO SUBMIT AND EXECUTE ANY AND ALL GRANT APPLICATIONS, AGREEMENTS, CERTIFICATIONS AND ASSURANCES AND ANY OTHER DOCUMENTS NECESSARY TO OBTAIN STATE RAIL ASSISTANCE (SRA) FUNDING IN THE AMOUNT OF $587,312.50 FOR THE ACE EQUIPMENT MODERNIZATION PROJECT

WHEREAS, SJRRC is an eligible project sponsor and may receive state funding from the State Rail Assistance (SRA) for transit projects; and

WHEREAS, the statutes related to state-funded transit projects require a local or regional implementing agency to abide by various regulations; and

WHEREAS, Senate Bill 1 (2017) named the California State Transportation Agency (CalSTA) as the administrative agency for the SRA; and

WHEREAS, CalSTA has developed guidelines for the purpose of administering and distributing SRA funds to agencies identified as eligible recipients of these funds; and

WHEREAS, SJRRC wishes to delegate authorization to execute these documents and any amendments thereto to the Executive Director; and

WHEREAS, SJRRC wishes to utilize SRA funding on the ACE Equipment Modernization Project; and

WHEREAS, the Project aligns with the goals and objectives of SJRRC’s Transit Asset Management (TAM) Plan and Policy; and

WHEREAS, funding will enable the replacement of on-board and station equipment throughout the ACE Corridor, including WiFi, security cameras, operations monitoring and communications equipment, and passenger information display systems;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby Authorize the Executive Director to submit and execute any and all grant applications, agreements, certifications and assurances and any other documents necessary to obtain State Rail Assistance (SRA) funding in the amount of $587,312.50 for the ACE Equipment Modernization Project.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 8 ACTION Approve Two (2) Resolutions of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Negotiate and Enter into Consultant Contracts for Four (4) Projects Identified in the Capital Projects Program Total Sum Not-to-Exceed $8,627,009

Action 1. Approve Consultant Contracts for Three (3) Projects for Project Development Services Contract Not-to-Exceed Amounts see Table 1 (Regular Voting Members)

Action 2. Approve Consultant Contracts for One (1) Project for Project Development Services Contract Not-to-Exceed see Table 2 (All Voting Members)

Summary: In November 2019 SJRRC staff solicited Request for Proposals (RFP) for project development services. The RFP solicitation was requested from SJRRC’s pre-qualified consultant list. The four (4) projects identified in the RFP are: • ACE Extension Ceres to Merced, Preliminary Engineering and Environmental Phase. • Stockton Grade Separation/Keddie Junction, Preliminary Engineering and Environmental Phase. • Bridge (60% Final Design/Permits) • Tuolumne River Bridge (60% Final Design/Permits)

In response to the RFP, eight (8) of the nine (9) firms solicited from SJRRC’s pre-qualified project development services list responded by the due date of January 13, 2020. The eight consulting firm responses were reviewed and scored by a review panel consisting of staff from SJRRC and the San Joaquin Council of Governments (SJCOG). Based on scores and ranking the review panel concluded that oral presentations were not required to select the most responsive firm for each project. The selection panel recommends the following firms for the projects identified in the RFP:

1. AECOM Technical Services, Inc. - ACE Extension Ceres to Merced 2. SENER Engineering and Systems, Inc.- Stanislaus River Bridge 3. T.Y. Lin International- Tuolumne River Bridge 4. HDR Engineering, Inc.- Stockton Grade Separation/Keddie Junction

Background: The Rail Commission established a pre-qualified On-Call Consultant List for a period of five (5) years for the twenty-nine (29) projects identified under RFQ 19-C668 for the SJRRC Capital Projects Program. The Pre-Qualified On-Call Consultant list that was approved for Project Development Services is as follows:

Rankings Project Development Services 1. AECOM Technical Services, Inc. 2. HDR Engineering, Inc. 3. T.Y. Lin International 4. EXP 5. Rail Surveyors and Engineers, Inc. SENER Engineering and Systems, 6. Inc. 7. TranSystems 8. Anil Verma Associates, Inc. 9. Biggs Cardosa Associates, Inc.

Consultant Selections: Using the Pre-Qualified On-Call Consultant List (Short List), the nine (9) firms were sent a Request for Proposals (RFP) for Project Development Services for the four (4) projects listed above. The RFP was released on November 15, 2019 to the Short-Listed firms only. The firms were able to propose on any of the four (4) projects if they had previously proposed on the same project during the RFQ process.

SJRRC’s Contracts and Procurement Department reviewed the proposals and deemed all proposals received were responsive in meeting the RFP requirements. A selection panel was formed to review and evaluate the proposals. The review panel consisted of representatives from SJRRC and San Joaquin Council of Governments.

The selection panel members individually reviewed, scored, and ranked proposals per the RFP scoring criteria, and submitted to SJRRC’s Contract and Procurement Department. Staff reviewed the scores and proposals and determined the highest scoring most qualified firm for each of the projects. As a result of the extensive review effort, the highest scoring/ranked consulting firms were selected for the project(s) they proposed on. SJRRC staff is seeking to immediately contract with these firms to continue progressing these projects.

The below tables identify the category, consultant name, and individual contract not-to- exceed amounts. The sum of all contracts from each category for immediate services represents the individual negotiated contract amounts and equals the total not-to-exceed amount being requested from the Board in this staff report. In the event any of the listed contracts require amendments, they will be brought back to the SJRRC Board as individual contract amendments.

Table 1. (Regular Voting Members)

Category A. Project Development Services Not-To- Project Consultant Exceed Amount ACE Extension Ceres to Merced AECOM Technical Services, Preliminary Engineering and $1,492,045 Inc. Environmental Phase Stanislaus River Bridge (60% SENER Engineering and $1,535,164 Design/Permits) Systems, Inc. Tuolumne River Bridge (60% T.Y. Lin International $1,602,972 Design/Permits) Total Sum Not-To-Exceed Amount $4,630,181

Table 2. (Regular and Special Voting Members)

Category A. Project Development Services Not-To- Project Consultant Exceed Amount Stockton Grade Separation/Keddie Junction Preliminary Engineering and HDR Engineering, Inc. $3,996,828 Environmental Phase Total Not-To-Exceed Amount $3,996,828

Fiscal Impact: All funding has been secured for the projects being awarded for immediate contracting services. The funding sources being utilized include State funding from the $500M TIRCP award for the Valley Rail Project, the $400M allocation from SB132. Expenditures occurring in FY 2019-2020 are identified in the San Joaquin Regional Rail Commission/ACE/SJJPA Fiscal Year 2019/2020 Capital Budget. Future Capital Budgets will identify all costs occurring in the upcoming fiscal years.

Recommendation: Approve Two (2) Resolutions of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Executive Director to Negotiate and Enter into Multiple Consultant Contracts for Four (4) Projects Identified in the Capital Projects Program Total Sum Not to Exceed $8,627,009.

Action 1. Approve Consultant Contracts for Three (3) Projects for Project Development Services Contract Not-To-Exceed Amounts see Table 1. (Regular Voting Members)

Action 2. Approve Consultant Contracts for One (1) Project for Project Development Services Contract Not-To-Exceed see Table 2. (Regular and Special Voting Members)

RESOLUTION SJRRC-R1-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND ENTER INTO MULTIPLE CONSULTANT CONTRACTS FOR THREE (3) PROJECTS FOR PROJECT DEVELOPMENT SERVICES AND NOT-TO- EXCEED AMOUNTS PROVIDED IN TABLE 1 IN THE STAFF REPORT

WHEREAS, SJRRC secured funding from multiple sources including SB 1, SB 132, TIRCP, Federal, and local funds for the Capital Projects Program; and

WHEREAS, on July 27, 2018 SJRRC was authorized to act on behalf of the SJJPA in the development of the joint train layover and station locations between the Cities of Stockton and Natomas using TIRCP funds; and

WHEREAS, the San Joaquin Regional Rail Commission (SJRRC) desires to entire into multiple consultant contracts for services needed for the Capital Projects Program; and

WHEREAS, a Request for Qualifications (RFQ) was released on January 15, 2019 for On-Call Professional Consulting Services for the Capital Projects Program that included Project Development, Right of Way, Construction Management, and Rail Engineering Support Services for twenty-nine (29) identified projects; and

WHEREAS, on May 3, 2019, the SJRRC Board established a Pre-Qualified On- Call Consultant List for Project and Development Services for the Capital Projects Program; and

WHEREAS, four (4) projects were identified as needed these services and a Request for Proposals (RFP was released to the Pre-Qualified List on November 15, 2019 with proposals due on January 13, 2020; and

WHEREAS, the proposals received were reviewed for completeness and responsiveness and evaluated as part of the procurement process; and

WHEREAS, the Rail Commission came to agreement on the terms and price with multiple consultants for the projects identified in the RFP;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby authorizes the Executive Director to Negotiate and Enter into multiple Consultant Contracts for three (3) projects identified in the Capital Projects Program for Project Development Services with not-to-exceed amounts provided in Table 1 in the staff report attached hereto.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair RESOLUTION SJRRC-R2-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND ENTER INTO CONTRACT FOR ONE (1) PROJECT FOR PROJECT DEVELOPMENT SERVICES AND NOT-TO-EXCEED AMOUNTS PROVIDED IN TABLE 2 IN THE STAFF REPORT

WHEREAS, SJRRC secured funding from multiple sources including SB 1, SB 132, TIRCP, Federal, and local funds for the Capital Projects Program; and

WHEREAS, on July 27, 2018 SJRRC was authorized to act on behalf of the SJJPA in the development of the joint train layover and station locations between the Cities of Stockton and Natomas using TIRCP funds; and

WHEREAS, the San Joaquin Regional Rail Commission (SJRRC) desires to entire into multiple consultant contracts for services needed for the Capital Projects Program; and

WHEREAS, a Request for Qualifications (RFQ) was released on January 15, 2019 for On-Call Professional Consulting Services for the Capital Projects Program that included Project Development, Right of Way, Construction Management, and Rail Engineering Support Services for twenty-nine (29) identified projects; and

WHEREAS, on May 3, 2019, the SJRRC Board established a Pre-Qualified On- Call Consultant List for Project and Development Services for the Capital Projects Program; and

WHEREAS, four (4) projects were identified as needed these services and a Request for Proposals (RFP was released to the Pre-Qualified List on November 15, 2019 with proposals due on January 13, 2020; and

WHEREAS, the proposals received were reviewed for completeness and responsiveness and evaluated as part of the procurement process; and

WHEREAS, the Rail Commission came to agreement on the terms and price with multiple consultants for the projects identified in the RFP;

NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission hereby authorizes the Executive Director to Negotiate and Enter into multiple Consultant Contracts for one (1) project identified in the Capital Projects Program for Project Development Services and not-to-exceed amounts provided in Table 2 in the staff report attached hereto.

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote:

AYES: NOES: ABSENT: ABSTAIN:

ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION

______STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 9 ACTION Election of Officers

Background: The Rail Commission Bylaws outline the annual process for electing the Chair and Vice Chair for the Governing Board.

There are currently no limitations on how long any Commissioner can serve as Chair or Vice Chair and no prescribed rotational process. Commissioners have typically served in these roles as their time permits for representing the agency throughout the state, and/or because their particular expertise was relevant to the major work program initiatives at the time.

Recommendation: Elect a Chair and Vice Chair for the Rail Commission Governing Board.

SAN JOAQUIN REGIONAL RAIL COMMISSION Meeting of February 7, 2020

STAFF REPORT

Item 10 ACTION Approve a Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Board Chair to Approve Travel Reimbursement for Boardmembers Requiring Medical Transport to Attend Meetings

Background: A request has been made by a Commissioner to seek reimbursement for medical transport to Commission meetings required by his/her doctor. The SJRRC Policy and Procedure for Travel Expenses (Policy) addresses travel expense reimbursement related to official SJRRC business. Section III. of the Policy states: “Any requests for authorized travel and meeting attendance on official Commission business by Commission officers and employees, that are outside of the approved Commission travel budget, must be approved in advance by the Commission Board.”

Since the current approved budget line for transportation and travel did not identify this type of expense, such approval would have to be obtained by the Commission Board.

Although the teleconference participation is available, if at all possible, in-person attendance by boardmembers is greatly preferred. The interaction with other boardmembers, the public in attendance and with the employees, is an integral part of participating and governing with the greatest impact.

Boardmember meetings related to official Commission business generally occur once a month, with additional periodic meetings anticipated related to the Valley Rail Station and Facilities Committee. With this frequency and a suggested mileage limitation of no more than 50-miles each way, any such reimbursement requests can be accommodated within the currently adopted budget.

Recommendation: Approve Resolution of the Board of Commissioners of the San Joaquin Regional Rail Commission Authorizing the Board Chair to Approve Travel Reimbursement For Boardmembers Requiring Medical Transport to Attend Meetings. RESOLUTION SJRRC-R-19/20-

RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION AUTHORIZING TRAVEL REIMBURSEMENT FOR BOARD MEMBERS REQUIRING MEDICAL TRANSPORT TO ATTEND MEETINGS

WHEREAS, the San Joaquin Regional Rail Commission has a small board of Commissioners representing regions within and outside of San Joaquin County; and

WHEREAS, the Rail Commission has a teleconference option for boardmembers to participate in official Rail Commission meetings; and

WHEREAS, it is greatly preferred that Commissioners participate in the meetings in person; and

WHEREAS, there may be times where Commissioners are able and willing to participate in person, but require specialized medical transport due to physical limitations confirmed by their physician; and

WHEREAS, the Rail Commission desires to accommodate the fullest possible board member participation;

NOW THEREFORE, BE IT RESOLVED that the Board of Commissions of the San Joaquin Regional Rail Commission Hereby Authorizes the Board Chair to approve Travel Reimbursement for Board Members Requiring Medical Transport to Attend Meetings

PASSED AND ADOPTED, by the Board of Commissioners this 7th day of February 2020, by the following vote to wit:

AYES: NOES: ABSENT: ABSTAIN:

SAN JOAQUIN REGIONAL RAIL ATTEST: COMMISSION

__ STACEY MORTENSEN, Secretary CHRISTINA FUGAZI, Chair