HomeMy WebLinkAboutMINUTES - 10152013 - C.29RECOMMENDATION(S):
APPROVE and AUTHORIZE the Chair of the Board of Supervisors, or designee, to execute the Tri-Valley
Transportation Council Joint Exercise of Powers Agreement.
FISCAL IMPACT:
None to the General Fund. All costs associated with implementing the Joint Exercise of Powers Agreement are
funded by the Tri-Valley Transportation Development Fee.
BACKGROUND:
The "Tri-Valley Transportation Council" (TVTC) has been the sub-regional transportation planning forum for the
Tri-Valley area for approximately two decades, existing in name only and not as a separate legal entity. The TVTC's
seven member agencies consist of the cities of Dublin, Livermore, Pleasanton, San Ramon, the Town of Danville, and
the counties of Alameda and Contra Costa. The member agencies over this time have not changed.
The TVTC parties executed a Joint Exercise of Powers Agreement (JEPA) in 1998 to administer a sub-regional
development impact fee imposed by its members. However, the 1998 JEPA did not establish the TVTC as a separate
legal entity under the Joint Exercise of Powers Act (Government Code Section 6500).
The attached 2013 JEPA will supersede the prior agreements (see below). The following is a brief chronology of the
prior agreements executed by the TVTC member agencies, leading to the 2013 JEPA process.
APPROVE OTHER
RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
Action of Board On: 10/15/2013 APPROVED AS RECOMMENDED OTHER
Clerks Notes:
VOTE OF SUPERVISORS
AYE:John Gioia, District I Supervisor
Candace Andersen, District II
Supervisor
Mary N. Piepho, District III
Supervisor
Karen Mitchoff, District IV
Supervisor
Federal D. Glover, District V
Supervisor
Contact: Jamar Stamps,
925-674-7832
I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board
of Supervisors on the date shown.
ATTESTED: October 15, 2013
David Twa, County Administrator and Clerk of the Board of Supervisors
By: June McHuen, Deputy
cc: Mary Halle, PWD, Eric Gelston, County Counsel
C. 29
To:Board of Supervisors
From:Catherine Kutsuris, Conservation and Development Director
Date:October 15, 2013
Contra
Costa
County
Subject:Adoption of The Tri-Valley Transportation Council Joint Exercise of Powers Agreement
BACKGROUND: (CONT'D)
1989 Memorandum of Understanding - Tri-Valley Transportation Planning Program
A 1989 Memorandum of Understanding (MOU) among the cities of Dublin, Livermore, Pleasanton, San Ramon,
Town of Danville, and the counties of Alameda and Contra Costa formed the TVTC. Recognizing the need to
address development and resulting congestion in the Tri-Valley subregion, the parties entered this MOU with the
intent to establish a mechanism to engage in joint planning of major transportation improvement projects in the
subregion. The TVTC was also charged with the task of seeking funding for implementing these projects.
1991 Joint Powers Agreement (JPA)
A 1991 JPA established the TVTC's membership requirement (one elected representative from each member
agency), voting requirements, program administration and overall committee structure. This JPA reiterated
TVTC's duties as a transportation planning forum and expressed the subregion's desire to provide adequate
coordinated transportation planning. The 1989 MOU was effectively rescinded with each of the member agency's
execution of the 1991 JPA.
1998 Joint Exercise of Powers Agreement (Development Impact Fee)
In June of 1998, the TVTC members entered into a Joint Exercise of Powers Agreement (JEPA) recommending
that member jurisdictions pass ordinance to impose the Tri-Valley Transportation Development (TVTD) Fee as a
mechanism to partially fund the $763 million cost of 11 high priority transportation projects within the Tri-Valley
transportation network. Under the 1998 JEPA, the TVTD Fee was established as the development impact fee
program for the Tri-Valley Area and serves as the transportation project funding arm of the TVTC.
2004 Addendum I to 1998 JEPA
In 2004, the TVTC executed an addendum to the 1998 JEPA in response to a projected funding shortfall due to an
increase in the San Francisco Bay Area construction cost index (which by that time had risen by approximately
14% since the adoption of the 1998 JEPA). This addendum effectively raised the per unit fee for single-family and
multiple family residential, and the per square foot fee for office, retail and industrial projects. However, the
development impact fee for "Other Uses" of property (per average am/pm peak hour trip) was reduced.
2009 Addendum II to 1998 JEPA
In 2009, the TVTC members executed the second addendum to the 1998 JEPA to restore the development impact
fee rate for "Other Uses" of property. This addendum also created exemptions for certain low income housing
units and established provisions for collecting fees after building permit issuance. Provisions were also added to
allow specified fee revenues to be used to pay administrative staffing costs of the TVTC members.
2013 Tri-Valley Transportation Council Joint Exercise of Powers Agreement (TVTC JEPA)
The 2013 TVTC JEPA (Exhibit A) establishes a separate entity known as the "Tri Valley Transportation Council"
pursuant to the provisions of the Joint Exercise of Powers Act. This agreement states the full purpose of the TVTC
as a separate entity and the powers to be exercised. The TVTC will be able to enter into contract agreements on
their own behalf. The TVTC will continue to be responsible for coordinating transportation planning efforts
within the Tri-Valley Area. The JEPA will also establish TVTC as the administrator for the TVTD Fee, instead of
the Alameda County Transportation Authority.
A notable change in the 2013 JEPA is the voting requirement. A unanimous vote of all seven members was
required for the TVTC to adopt or amend the Strategic Expenditure Plan (transportation project list) or to amend
the TVTD Fee structure. The unanimous voting requirement made it difficult to conduct regular business and at
times has allowed one jurisdictionto delay processes with a dissenting or non-vote. A vote of at least six members
will now be required.
With full execution by the member agencies, the 2013 JEPA will effectively supersede the 1991 JPA and the
1998 JEPA, as amended, and create a separate legal entity.
Other TVTC members are scheduled as follows:
• Town of Danville (Oct. 1, 2013)
• City of San Ramon (Oct. 8, 2013)
• City of Livermore (Oct. 14, 2013)
• Alameda County (Oct. 15, 2013)
• City of Dublin (Oct. 15, 2013)
• City of Pleasanton (Oct. 15, 2013)
CONSEQUENCE OF NEGATIVE ACTION:
If the Board of Supervisors does not approve the Tri-Valley Transportation Council Joint Exercise of Powers
Agreement, the TVTC will not be established as a separate legal entity.
CHILDREN'S IMPACT STATEMENT:
n/a
ATTACHMENTS
Exhibit A - TVTC JEPA
JOINT EXERCISE OF
POWERS AGREEMENT
Establishing the Tri-Valley Transportation Council for
Planning and Facilitating the Implementation of
Transportation Improvement Projects in the
Tri-Valley Transportation Area
BY AND AMONG
The County of Alameda
The County of Contra Costa
The City of Dublin
The City of Livermore
The City of Pleasanton
The City of San Ramon, and
The Town of Danville
October 17, 2013
TABLE OF CONTENTS
JOINT EXERCISE OF POWERS AGREEMENT ................................................................5
SECTION 1. DEFINITIONS .......................................................................................6
SECTION 2. GENERAL PROVISIONS ................................................................... 9
a. Purpose ....................................................................................... 9
b. Creation of Agency .................................................................. 10
c. Supersede .................................................................................. 10
SECTION 3. GOVERNING COUNCIL ..................................................................10
a. Governing Council .................................................................. 10
b. Membership ............................................................................. 10
c. Meetings of the Governing Council ...................................... 11
d. Required Votes and Approvals ............................................. 11
e. Bylaws ....................................................................................... 12
f. Principal Office ........................................................................ 12
g. Committees ............................................................................... 12
SECTION 4. OFFICERS AND ADMINISTRATION ............................................12
a. Chair and Vice Chair ............................................................... 12
b. Secretary .................................................................................... 12
c. Treasurer ................................................................................... 12
d. Auditor ...................................................................................... 13
e. Officers in Charge of Records, Funds and Accounts ......... 13
f. Staffing ...................................................................................... 13
SECTION 5. POWERS OF THE AGENCY .............................................................14
a. General Powers ........................................................................ 14
b. Specific Powers ........................................................................ 14
c. Restrictions on Exercise of Powers........................................ 15
d. Obligations of Agency ............................................................ 15
SECTION 6. TRI-VALLEY TRANSPORTATION DEVELOPMENT FEES .......15
a. Adoption of Fee Nexus Study ............................................... 16
b. Recommendation of TVTD Fee Amounts ............................ 16
c. Collection of TVTD Fees ......................................................... 16
d. TVTD Fee Adjustments .......................................................... 16
e. TVTD Fee Accounts ................................................................ 17
SECTION 7. TRANSPORTATION IMPROVEMENT PROJECTS ......................17
SECTION 8. STRATEGIC EXPENDITURE PLAN ...............................................18
a. SEP Preparation and Adoption ............................................. 18
b. Project Prioritization ............................................................... 18
c. Review Period .......................................................................... 18
SECTION 9. MISCELLANEOUS .............................................................................19
a. Amendments ............................................................................ 19
b. Liability and Indemnity .......................................................... 19
c. Term; Termination ................................................................... 20
d. Withdrawl ................................................................................ 20
e. Disposition and Distribution of Assets ................................ 20
f. Continued Existence of Agency ............................................ 20
g. Section Headings ..................................................................... 20
h. Law Governing ........................................................................ 20
i. Severability ............................................................................... 21
j. Notice .........................................................................................21
k. Agreement Not Exclusive .......................................................21
l. Breach .........................................................................................21
m. Insurance ...................................................................................21
n. Successors ..................................................................................21
EXECUTION OF AGREEMENT ........................................................................................22
Consolidated Update of JPA & JEPA 5 Final Administrative Draft: July 31, 2013
JOINT EXERCISE OF POWERS AGREEMENT
ESTABLISHING THE TRI-VALLEY TRANSPORTATION COUNCIL
THIS AGREEMENT is made and entered into as of ______, 2013 (“the Effective
Date”) by and among the Parties (the County of Alameda, the County of Contra Costa,
the Town of Danville, the City of Dublin, the City of Livermore, the City of Pleasanton,
and the City of San Ramon) signatory hereto, each of which is a public entity duly
organized and existing under the Constitution and other laws of the State of California.
WHEREAS, Chapter 5 of Division 7 of Title 1 of the Government Cod e of the
State of California (commencing at Section 6500) authorizes the Parties to enter into an
agreement for the joint exercise of any power common to them and, by that agreement,
create an entity that is separate from each of the Parties; and
WHEREAS, the Parties recognize that adequate transportation planning is
essential to the orderly development of the Tri-Valley Area (defined in Section 1.bb),
and that review and coordination of planning and implementation of transportation
facilities in the Tri-Valley Area is to the benefit of all parties hereto and their
constituents; and
WHEREAS, the Parties desire for adequate transportation planning resulted in
the creation of the Tri-Valley Transportation Council’s first Joint Powers Agreement
(JPA) in 1991 that provided for coordinated transportation efforts; and
WHEREAS, the Parties also recognized that traffic impacts from new residential
and commercial developments forecast by the Association of Bay Area Governments in
the Tri-Valley Area would adversely affect the quality of life for the existing residents of
the Cities and Counties unless those regional impacts are mitigated by off-site street
improvement; and
WHEREAS, through the adoption of the Tri-Valley Transportation Plan/Action
Plan for Routes of Regional Significance (“Action Plan”), the Parties identified regional
Transportation Improvement Projects designed to help mitigate the regional impacts of
forecast development within the Tri-Valley Area; and
WHEREAS, the Parties entered into a Joint Exercise of Powers Agreement (JEPA)
in 1998, with two subsequent addendums in 2003 and 2009, for purposes of collecting
traffic impact fees for the Transportation Improvement Projects on a uniform basis and
to use the fees collected in a coordinated manner to provide for financing and
construction of the Transportation Improvement Projects; and
Consolidated Update of JPA & JEPA 6 Final Administrative Draft: July 31, 2013
WHEREAS, substantial time has passed since the initial execution of the 1991
JPA and the execution of the 1998 JEPA; and
WHEREAS, the Parties wish to establish a separate entity known as t he Tri-
Valley Transportation Council pursuant to the provisions of the Joint Exercise of
Powers Act;
NOW, THEREFORE, in consideration of the facts stated above, the mutual
advantages to be derived, and the mutual covenants contained herein, it is agreed by
and among the Parties hereto as follows:
SECTION 1
Definitions
a. Act means the Joint Exercise of Powers Act, Chapter 5 of Division 7 of Title 1 of
the California Government Code, commencing with Section 6500, as it may be
amended from time to time.
b. Agreement means this joint exercise of powers agreement as it now exists or as it
may from time to time be amended, and which is made effective only upon the
signature and execution of all the Parties.
c. Alameda County Transportation Commission (“Alameda CTC”) is a joint
powers authority, governed by a 22-member commission, that serves as the
Congestion Management Agency for Alameda County and delivers the projects
and programs in the Expenditure Plan of its transportation sales tax measure.
d. Auditor means an independent certified accountant selected by the Governing
Council to audit the records and accounts of the TVTC.
e. Bylaws means the rules, regulations, and other operational and organizational
directives adopted by the Governing Council for the conduct of the TVTC’s
meetings and other affairs.
f. City (or Town) means each municipality that is a Party to this Agreement.
g. Contra Costa Transportation Authority (“CCTA”) is an 11-member joint powers
agency that serves as the Congestion Management Agency for Contra Costa
County and delivers the projects and programs in the expenditure plan of its
half-cent sales tax measure.
h. County means the agency representing the unincorporated geographic areas,
within the county of Contra Costa or Alameda, that is a Party to this Agreement.
Consolidated Update of JPA & JEPA 7 Final Administrative Draft: July 31, 2013
i. Fiscal Year means the period from each July 1st to and including the following
June 30th.
j. Governing Council means the governing body constituted herein to administer
this Agreement and manage the affairs of the TVTC.
k. Gross Floor Area refers to the sum of the area of all floor levels of a structure,
including, but not limited to, cellars, basements, mezzanines, penthouses,
corridors, lobbies, retail areas, and offices, that are included within the principal
outside faces of exterior walls, not including architectural setbacks or projections.
Included are all stories or areas that have floor surfaces with clear standing head
room (six feet, six inches, minimum) regardless of their use. Where a ground
level area, or part thereof, within the principal outside faces of the exterior walls
is left unenclosed, the gross area of the unenclosed portion is to be considered as
a part of the overall square footage of the building. All unroofed areas and
unenclosed roofed-over spaces, except as defined above, are to be excluded from
area calculations. The gross area of any parking garages within the building shall
not be included within the gross area of the entire building.
l. Industrial Use is a land use category that refers to land designated for the
purpose of manufacture or fabrication of products, the processing of materials,
the warehousing of merchandise for sale or distribution, research and
development of industrial products and processes, and the wholesaling of
merchandise.
m. Joint Exercise of Powers Agreement means this agreement of the Parties to
jointly exercise their power or powers, privileges and authority, as authorized by
the Act, to implement purposes of the TVTC as described in Section 2.a and 2.b.
n. Land Use Entitlement means a permit or approval granted for a development
project as that term is defined in Government Code Section 66000.
o. Land Use Type means Industrial Use, Multi-Family Residential use, Office Use,
Other Use, Retail Use, and Single Family Residential Use.
p. Legislative Body means the governing board of each Party.
q. Member (or Members) means the individual appointed by a Party to the TVTC’s
Governing Council.
r. Multi-Family Residential Use is a land use category that refers to land
Consolidated Update of JPA & JEPA 8 Final Administrative Draft: July 31, 2013
designated for buildings or parts thereof designed and used exclusively as a
dwelling unit among other dwelling units, either on the same parcel (e.g.,
apartments and mobile home parks) or under separate ownership (e.g.,
condominiums, townhomes, duplexes, or duets).
s. Office Use is a land use category that refers to land designated for for buildings
or parts thereof designed and used for non-retail, non-manufacturing businesses.
t. Other Uses refers to land use categories not implicitly included within the land
use categories of "Single Family Residential", "Multi Family Residential",
”Retail”, ”Office”, or "Industrial”, and for which alternative rates can be found in
the Institute of Transportation Engineers Trip Generation Manual or in a list of peak-
hour trip rates that the Tri-Valley Transportation Council has explicitly
approved.
u. Party (or Parties) refers to the following signatory agencies to this Agreement:
the County of Alameda, the County of Contra Costa, the Town of Danville, the
City of Dublin, the City of Livermore, the City of Pleasanton, and the City of San
Ramon.
v. Project Sponsor means a Party designated in the Strategic Expenditure Plan to
oversee the use of Tri-Valley Transportation Development Fee revenues in the
development of a specific regional Transportation Improvement Project. The
Party designated as Project Sponsor may be, but need not be, the lead agency for
environmental clearance or the agency responsible for the design or construction
of the project itself
w. Retail Use is a land use category that refers to land designated for buildings or
parts thereof designed and used for retail sale of merchandise and services
x. Single Family Residential Use is a land use category that refers to land for
buildings or parts thereof designed and used for occupation as the residence of
one family.
y. Strategic Expenditure Plan (“SEP”) refers to the TVTC’s May 16, 2011 funding
and project prioritization plan, adopted by TVTC by execution of this agreement,
and as may be amended from time to time, but at least every five years, by the
TVTC with a supermajority vote of six.
z. Subsidized Housing Development refers to housing facilities developed by
public agencies, limited dividend housing corporations, or non-profit
corporations, and maintained exclusively for persons or families of very low, low
or moderate income, as defined in Section 50093 of the Health and Safety Code.
Consolidated Update of JPA & JEPA 9 Final Administrative Draft: July 31, 2013
aa. Transportation Improvement Projects (or "Projects") refer to those public
improvements required to implement the 2011 Update to the Tri-Valley
Transportation Council Strategic Expenditure Plan, adopted by TVTC by
execution of this agreement, and as that plan may be amended from time to time.
bb. Transportation Plan/Action Plan for Routes of Regional Significance (“Action
Plan”) refers to the transportation planning document prepared by the TVTC to
establish coordinated transportation plans including routes of regional
significance, multi-modal transportation service objectives (MTSOs) for these
routes and specific actions to be implemented by each participating jurisdiction
among the TVTC Parties. The TVTC Action Plan helps TVTC parties in the
county of Contra Costa comply with the Measure J Growth Management
Program and is incorporated into the Contra Costa Countywide Comprehensive
Transportation Plan (CTP).
cc. Tri-Valley Area refers to the geographic area that encompasses the town of
Danville, the cities of Dublin, Livermore, Pleasanton and San Ramon, and
portions of the counties of Alameda and Contra Costa immediately adjacent to
the cities and town referenced in this definition.
dd. Tri-Valley Transportation Council (“TVTC”) means the separate entity created
by this Agreement, whose purpose and membership is defined herein.
ee. Tri-Valley Transportation Development Fee (“TVTDF” or “TVTD Fee”) refers to
the fees to be imposed by the Cities and Counties on development within the Tri-
Valley Area.
SECTION 2
General Provisions
a. Purpose. The purpose of this Agreement is to establish a separate agency that is
responsible for coordinating transportation planning efforts within the Tri-Valley
Area by facilitating the implementation of Transportation Improvement Projects
identified in its Strategic Expenditure Plan and:
i. Establishing a framework for the enactment by the Parties of a TVTD Fee
to fund all or part of the necessary transportation improvements identified
in the SEP.
ii. Establishing funding goals and seeking commitments, for identified
Transportation Improvement Projects.
Consolidated Update of JPA & JEPA 10 Final Administrative Draft: July 31, 2013
iii. Establishing mechanisms for collecting, managing and disbursing the
TVTD Fee and to formalize institutional arrangements for the
implementation of the Projects to be constructed with fee revenues.
iv. Facilitating cooperative regional planning efforts through the adoption
and implementation of the regional transportation plans (such as the
Transportation Plan/Action Plan for Routes of Regional Significance), the
SEP and the TVTD Fee program.
b. Creation of Agency. There is hereby created a public entity to be known as the
“Tri-Valley Transportation Council.” The TVTC is formed by this Agreement
pursuant to the provisions of the Act. The TVTC is a public agency separate
from the Parties to this Agreement and shall exercise in the manner set forth in
this Agreement the powers common to each of the Parties, for the purposes
stated in this Agreement.
c. Supersede. This Agreement supersedes the 1991 JPA and the 1998 JEPA, as
amended.
SECTION 3
Governing Council
a. Governing Council. The TVTC shall be governed by the TVTC Governing
Council, which shall exercise all powers and authority on behalf of the TVTC.
b. Membership. The Governing Council shall consist of seven (7) members
appointed by the Parties as follows: one (1) Member appointed by the Board of
Supervisors of Alameda County, one (1) Member appointed by the Board of
Supervisors of Contra Costa County, one (1) Member appointed by the Town
Council of Danville, one (1) Member appointed by City Council of the City of
Dublin, one (1) Member appointed by City Council of the City of Livermore, one
(1) Member appointed by City Council of the City of Pleasanton, and one (1)
Member appointed by City Council of the City of San Ramon
i. Each Member shall have one vote.
ii. Each Member must be a member of the Legislative Body for the
Party that appointed the Member.
iii. Each Party may appoint an alternate, or alternates, for its appointed
Member, who may serve as the Member in the Member’s absence. The
Consolidated Update of JPA & JEPA 11 Final Administrative Draft: July 31, 2013
alternate Member must be a Member of the Legislative Body for the Body
that appointed the Member.
iv. All Members and their alternates serve at the pleasure of their
appointing Party.
v. All vacancies on the TVTC Governing Council shall be filled by the
Party’s respective Legislative Body as soon as practicable following the
effective date of the vacancy. Any Member or alternate shall cease to be a
Member when such person ceases to hold office as a member of the
respective appointing Legislative Body.
c. Meetings of the Governing Council. All TVTC meetings shall be held in
accordance with the provisions of the Ralph M. Brown Act. All meeting shall be
public unless a specified closed session is held in accordance with the California
Government Code.
i. Quorum. At least five (5) Members must be present in order for the
Governing Council to act.
ii. Regular Meetings. The Governing Council shall establish a date, time,
and place for regular meetings fixed by the Bylaws.
iii. Special Meetings. Special meetings and emergency meetings of the
Governing Council may be called in accordance with State law.
iv. Call, Notice, and Conduct of Meetings. All meetings of the Governing
Council, including without limitation, regular, adjourned regular, and special
meetings, shall be called, noticed, held, and conducted in accordance with the
provisions of Section 54950, et seq., of the California Government Code, as may be
amended from time to time.
d. Required Votes and Approvals. Actions of the TVTC shall require the following
votes:
i. Supermajority of Six. A vote of at least six (6) members, is required
to: Adopt or amend the Strategic Expenditure Plan; amend the TVTD Fee
structure, with the exception of the annual automatic Construction Cost
Index adjustment, as described in Section 6d(i), “TVTD Fee Adjustments,”
which may be amended by a simple majority; amend this Agreement
under Section 9(a) below; and terminate this Agreement under Section
9(c)(i) below.
Consolidated Update of JPA & JEPA 12 Final Administrative Draft: July 31, 2013
ii. Supermajority of Five. A vote of at least two-thirds (2/3) of the
entire Governing Council, or five (5) Members, shall be required for the
TVTC to: Adopt or amend a regional transportation plan that has
required performance objectives that a Party to this Agreement must
meet, such as the Tri-Valley Transportation Plan/Action Plan for Routes
of Regional Significance or other future transportation plans prepared for
the Tri-Valley Transportation Council; adopt a budget of TVTC
expenditures; or amend the Bylaws.
iii. Simple majority. A vote by a simple majority of the Members at
any meeting of the TVTC at which a quorum is present for any action
other than those described in subsection i or ii above.
e. Bylaws. The TVTC shall create and adopt, and from time to time amend, Bylaws
as are necessary or convenient to achieve or facilitate the conduct of the
Governing Council’s meetings and procedures.
f. Principal Office. The principal office of the TVTC shall be designated by the
TVTC Governing Council and shall be located within the boundaries of one of
the Members.
g. Committees. The TVTC may have such committees as established pursuant to
the Bylaws.
SECTION 4
Officers and Administration
a. Chair and Vice Chair. The Governing Council shall elect a Chair and Vice-Chair
from among its Members at its initial meeting. These officers shall serve a term
as defined by the Bylaws, starting on July 1st of each Fiscal Year. The Chair shall
preside at the meetings of the Governing Council, call meetings to order, adjourn
meetings, put to vote all questions moved and seconded, announce result of
votes, execute documents and official actions on behalf of the Governing Council
when duly approved, and carry out other duties set forth in the Bylaws. The
Vice Chair shall serve as Chair in the absence of the Chair.
b. Secretary. The Governing Council shall appoint a Secretary who may be a
Member of the Governing Council. The Secretary shall record votes, prepare,
distribute, and maintain minutes, and maintain the official records of the TVTC,
and perform other duties set forth in the Bylaws. The Secretary shall cause a
copy of this Agreement to be filed with the California Secretary of State and the
State of California pursuant to Government Code section 6503.5.
Consolidated Update of JPA & JEPA 13 Final Administrative Draft: July 31, 2013
c. Treasurer. The Governing Council shall designate a treasurer pursuant to
Government Code section 6505.5. The Treasurer shall have the responsibility
and accountability for the management and disbursement of TVTD Fee funds.
The Treasurer shall perform the following duties:
i. Serve as custodian of all of the accounts, funds and monies of the TVTC
from whatever source, and shall have the duties and obligations set forth
in Government Code sections 6505 and 6505.5; and
ii. Keep a record of all TVTD Fees disbursements and expenditures made by
the Treasurer in accordance with this Agreement; and
iii. Transmit monies, based on direction from an approved TVTC resolution,
from the TVTD Fee Account to Project Sponsors for the planning, design
and construction of the Transportation Improvement Projects as listed,
and in accordance with, the SEP; and
iv. Transmit monies from the TVTD Fee Account for TVTC expenditures as
authorized in the TVTC annual budget; and
v. Account for all monies from the TVTD Fee Account received in
accordance with Government Code §6505; and
vi. Other duties as specified by law or as required by the Bylaws and the
TVTC.
d. Auditor. The Governing Council shall designate, or select, an auditor pursuant
to Section 6505.5 of the Act to assure that there shall be strict accountability of all
funds and reporting of all receipts and disbursements of the TVTC. As provided
in Government Code sections 6505 and 6505.5, the Auditor shall make
arrangements with a certified public accountant or firm of certified public
accountants for the annual audit of accounts and records of the TVTC.
e. Officers in Charge of Records, Funds and Accounts. Pursuant to Government
Code section 6505.5, the Treasurer and Auditor shall have charge of, handle, and
have access to all accounts, funds, and money of the TVTC and all records of the
TVTC relating thereto. The public officer or officers or persons who have charge
of, handle, or have any access to any property of the TVTC shall be bonded, and
the amount of their bond shall be designated and fixed in the TVTC budget for
each fiscal year, and may be covered by bonds of a Party. The Secretary shall
have charge of, handle and have access to all other records of the TVTC.
f. Staffing. The Governing Council may employ, contract, or appoint an
Consolidated Update of JPA & JEPA 14 Final Administrative Draft: July 31, 2013
Administrator to implement the objectives of the TVTC and as may be necessary
for the functions and purposes of this Agreement. Any officer, employee, or
agent of the Governing Council may also be an officer, employee, or agent of any
of the Parties.
SECTION 5
Powers of the Agency
a. General Powers. The TVTC shall exercise in the manner herein provided the
powers common to all of the Parties, as provided by the Constitution and laws of
the State of California, and all incidental, implied, expressed, or necessary
powers for the accomplishment of the purposes of this Agreement, subject to the
restrictions set forth in subsection 5(c). As provided in the Act, the TVTC shall
be a public entity separate from the Parties. The TVTC shall have the power to
plan, coordinate and receive disbursements of traffic impact fee revenues from
the Parties to help implement Transportation Improvement Projects in the Tri-
Valley Area. The TVTC shall have all of the powers provided in Articles 2 and 4
of the Act, unless specifically prohibited or restricted by this Agreement.
The TVTC shall have the powers to do the following in its own name:
i. To make and enter into contracts; and
ii. To retain consultants, contractors, agents or personnel; and
iii. To sue and be sued in its own name; and
iv. To apply for, accept, receive, and disburse grants, loans, and other aids
from any agency for the United States of America or of the State of
California; and
v. Perform such other functions as may be necessary or appropriate to carry
out this Agreement, so long as such other functions performed are not
prohibited by any provision of law.
b. Specific Powers. The TVTC is hereby authorized, in its own name, to conduct all
acts necessary for the exercise of the foregoing powers, including but not limited
to, any of the following.
i. Prepare and adopt a regional transportation plan (such as the Tri-Valley
Transportation Plan/Action Plan for Routes of Regional Significance) that
coordinates transportation planning efforts in the Tri-Valley Area; and
Consolidated Update of JPA & JEPA 15 Final Administrative Draft: July 31, 2013
ii. Prepare and implement a Strategic Expenditure Plan; and
iii. Prepare and adopt a budget for the TVTC’s administrative functions; and
iv. Establish Bylaws and such other rules and regulations as may be
necessary for its operation and for the conduct of the TVTC’s business
including an appropriate conflict of interest/disclosure policy; and
v. Exercise a power common to the parties so long as the power is exercised
in furtherance of the purposes of the Agreement; and
vi. Collect TVTD Fees imposed by its Member agencies on development
within the Tri-Valley Area, in accordance with Section 5; and
vii. Use TVTD Fees to fund a portion of the costs of Transportation
Improvement Projects, in accordance with the SEP, within the Tri-Valley
Area; and
viii. Perform such other functions as may be necessary or appropriate to carry
out this Agreement, so long as such other functions performed are not
prohibited by any provision of law.
c. Restrictions on Exercise of Powers. The TVTC shall exercise in the manner
herein provided the powers common to each of the Parties as appropriate to the
accomplishment of the purposes of this Agreement. For purposes of
Government Code Section 6509, the powers of the TVTC shall be exercised
subject to the restrictions upon the manner of exercising such powers as are
imposed upon the City of San Ramon, a Charter City. The TVTC shall exist as an
agency legally and financially self-sufficient from and independent of the Parties
to this Agreement. The TVTC has no authority to condemn property, or impose
a debt or obligation upon or incur one for or on behalf of a Party to this
Agreement.
d. Obligations of Agency. The debts, liabilities, and obligations of the TVTC shall
not be the debts, liabilities, and obligations of any Party or Member.
SECTION 6
Tri-Valley Transportation Development Fees
The revenues from the TVTD Fees are used to fund the regional Transportation
Improvement Projects (“Projects”) identified in the Tri-Valley Transportation
Plan/Action Plan (TVTP/AP) for Regional Significance and the Strategic Expenditure
Consolidated Update of JPA & JEPA 16 Final Administrative Draft: July 31, 2013
Plan (SEP), and to pay for TVTC administrative costs as authorized in the TVTC annual
budget. The maximum allowable traffic impact fees that can be imposed to fund the
total unfunded cost of Projects are established by the Tri-Valley Transportation Council
Nexus Study (“2008 Nexus Study”), adopted on January 30, 2008 and amended on
February 26, 2008, and in any subsequent nexus study.
With regard to subsequent TVTD Fee updates:
a. Adoption of Fee Nexus Study. The TVTC shall conduct, as needed, a fee nexus
study to establish the legal basis for regional development impact fee amounts.
b. Recommendation of TVTD Fee Amounts. The TVTC shall through resolution,
based on the findings of a nexus study, recommend regional impact fee amounts
for categories of land use entitlements within the Tri-Valley Area for purposes of
funding a portion of the costs of the Projects. The TVTC may recommend an
exemption from the fee public schools, Subsidized Housing Dev elopments and
the governmental buildings owned by any public entity unless a Party can and
does impose the TVTD Fee on governmental buildings of a public entity other
than one of the Parties.
c. Party’s Adoption of TVTD Fee Ordinances and Collection of TVTD Fees. If the
TVTD Fees are amended, each Party shall consider the adoption, by ordinance or
resolution, of TVTD Fees in amounts recommended by the TVTC, and will
consider including as part of the proposed ordinance or resolution, the following:
i. Require each project developer to pay TVTD Fees prior to issuance of
building permits for the project, or no later than occupancy, and to the
extent permitted by law; and
ii. Levy TVTD Fees on all development projects not exempt from payment of
the fee; and
iii. Apply TVTD Fees on all significant changes to existing development
agreements adopted after the execution of this Agreement. The TVTD Fee
shall be applied to all components of a project that are subject to an
amended or renewed development agreement. As used herein, significant
means any of the following: (a) change in land use type (e.g., office to
retail); (b) intensification of land use types (e.g., increases in square
footage of approved Office); (c) extension of term of development
agreements; and (d) reduction or removal of project mitigation
requirements or conditions of approval.
Consolidated Update of JPA & JEPA 17 Final Administrative Draft: July 31, 2013
d. TVTD Fee Adjustments.
i. Each Party shall consider, as part of a TVTD Fee resolution or ordinance,
implementing an automatic adjustment of the TVTD Fee as of July 1 of
each year, based on the increase or decrease in the Engineering News
Record Construction Cost Index for the San Francisco Bay Area for the
period ending December 31 of the preceding calendar year; and
ii. In addition to considering the automatic adjustment described in Section
6d(i), each Party shall consider adjusting TVTD Fees to reflect revisions in
the Project list, program revenue, and other factors. The amount of such
adjustments shall be included in a written addendum to the SEP that shall
be approved by the TVTC with a supermajority vote of six. Concerted
efforts shall be made to attract and obtain other funds from other available
revenue sources for which the projects are eligible.
e. TVTD Fee Accounts. Each Party to this Agreement agrees to the following if it
adopts TVTD Fees:
i. To place the TVTD Fees in an interest-bearing individual account to be
used specifically for the Projects, in a manner consistent with the law. The
deposits in each account shall be invested in the same manner as other
funds of the Party; and
ii. Each Party shall transmit to the Treasurer within 30 days of the end of
each quarter not less than 80% of all TVTD Fees collected by that Party
during the quarter, and any interest or income generated on such 80%
amount, together with notification of the Projects that the Party intends to
fund with any retained portion of the revenues; and
iii. To maintain a current record of all TVTD Fee revenue collected and
retained by that Party, including interest or income on such funds, and
make available to the Treasurer an accounting for inclusion in any audit of
TVTD Fees.
SECTION 7
Transportation Improvement Projects
a. The TVTC shall use the TVTD Fees it collects from the Parties to fund a portion
of the costs of the Transportation Improvement Projects outlined in the adopted
SEP. Notwithstanding the foregoing, the TVTD Fee imposed and collected by
the County of Contra Costa shall not be used to fund any Projects that are not
Consolidated Update of JPA & JEPA 18 Final Administrative Draft: July 31, 2013
authorized by Government Code sections 66484 or 66484.7 and Contra Costa
County’s implementing ordinance.
b. Project Sponsors are eligible to receive TVTD Fees in accordance with the SEP
only if they have adopted the uniform TVTD Fees (including all subsequent fee
adjustments and the annual CCI adjustments) as recommended by the TVTC
with a vote of a supermajority of six.
c. The TVTC shall comply with the requirements of the Mitigation Fee Act and
shall provide each Party with all information necessary for each Party to comply
with its separate Mitigation Fee Act requirements.
SECTION 8
Strategic Expenditure Plan
a. SEP Preparation and Adoption. The TVTC shall adopt or update the Strategic
Expenditure Plan every five years. The Strategic Expenditure Plan shall include
a list of Projects, the estimated project cost of each Pro ject, revenue estimates for
the TVTD Fee, as well as a prioritization plan and a timeline for project delivery.
It shall also include reasonable requirements for indemnification and insurance,
as appropriate for individual projects, and shall include requirements that
Project Sponsors or other entities which construct any of the Projects defend and
indemnify the Parties. The SEP shall also include guidelines governing credit
and/or reimbursement for any entity-constructed Projects and developer-
constructed Projects.
b. Project Prioritization. The TVTC shall consider the following criteria when
establishing the priority of Projects:
i. Project Readiness: Ability of Project Sponsors to move directly to final
design and construction, which could be represented by, among other
things, completion of environmental documentation, inclusion of the
project in the Regional Transportation Improvement Program, preparation
of plans, specifications and estimates; and
ii. Project Funding: Ability of project to leverage other funding, eligibility of
the project for external funding, or commitment of external funding; and
iii. Project Effectiveness: Ability of the project to address traffic congestion
or safety problems.
c. Review Period. The SEP must be reviewed at least once every five years by the
TVTC. Each revision shall require approval by the TVTC with a vote of a
Consolidated Update of JPA & JEPA 19 Final Administrative Draft: July 31, 2013
supermajority of six.
SECTION 9
Miscellaneous
a. Amendments. This Agreement may be amended at any time only by a
supermajority of six votes, as approved by resolution adopted by the Legislative Body
of each Party.
b. Liability and Indemnity.
i. Nothing in this Agreement shall be construed to hold any Party liable to
any other Party, or any person not a party hereto, for the design,
construction, installation, inspection, operation, maintenance and/or
repair of any of the Transportation Improvement Projects. This
Agreement is designed to implement the subvention or disbursement of
public funds from one public agency to another and accordingly is not an
agreement as defined in Government Code section 895.
ii. A Party is not liable to any other Party for the inadvertent failure or legal
inability to collect a TVTD Fee.
iii. Each Party shall defend, hold harmless and indemnify the other Parties
and their officers, agents and employees from any and all claims, costs
and liability arising out of or in connection with an act or failure to act
under this Agreement, or breach of any term of this Agreement, and
caused by the negligence or willful misconduct of the indemnitor, its
officers, agents or employees.
iv. The TVTC shall defend, hold harmless and indemnify the Parties and their
officers, agents and employees from any and all claims, costs and liability
arising out of or in connection with an act or failure to act under this
Agreement, or breach of any term of this Agreement, by the TVTC, except
to the extent such claims, costs or liability arise from the negligence or
willful misconduct of an indemnitee or its officers, agents, or employees.
v. TVTC Project Sponsors shall require, in all consultant and contractor
contracts used to implement Transportation Improvement Projects, that
such consultant and contractor agree to defend, indemnify and hold
harmless the TVTC, and each Party to this Agreement, and their
respective council members, board members, officers and employees,
from all claims, losses, damages, costs, injury and liability arising out of
the provision of services provided pursuant to the consultant or
contractor’s contract with the Project Sponsor.
Consolidated Update of JPA & JEPA 20 Final Administrative Draft: July 31, 2013
c. Term; Termination.
i. Term. The term of this Agreement is from the Effective Date until
terminated pursuant to its terms. This Agreement may be terminated
at any time only by a supermajority of six vote of the Parties, as
approved by resolution adopted by the Legislative Body of each
Party.
ii. Effective Date of Termination. Termination shall not under any
circumstances become effective until June 30 of a Fiscal Year,
provided such date is a minimum of six (6) months following the
effective date of a written notice of termination to the TVTC
Governing Council approved by the Legislative Bodies for all the
Parties.
d. Withdrawal. Any Party may withdraw from this Agreement on one years’
written notice to the other Parties, given at least 30 days prior to the end of any
Fiscal Year. Any withdrawing Party shall be obligated for its proportionate share
of any expenses incurred prior to the effective date of the withdrawal. The
withdrawal of any Party from this Agreement shall in no way affect the rights
and obligations of the remaining Parties. If a Party withdraws from this
Agreement, that Party shall not be entitled to the return of any funds contributed
to the TVTC, if any, nor to the return in cash or in kind of any materials or
supplies until termination of this Agreement.
e. Disposition and Distribution of Assets. Upon dissolution of the TVTC, any
assets of the TVTC shall be distributed to the respective grantors or assignors
thereof, in the amounts and at the time or times as may be determined by the
Governing Council. Upon completion of the purposes of this Agreement, any
surplus money on hand shall be returned to the Parties in proportion to the
contributions made to the TVTC.
f. Continued Existence of Agency. Upon dissolution, this Agreement and the
TVTC shall continue to exist as required or necessary for the limited purpose of
distributing the Assets and Cash Reserves and winding up and closing out the
business, accounts and affairs of the TVTC.
g. Section Headings. All section headings in this Agreement are for convenience of
reference only and are not to be construed as modifying or governing language
in the section referred to or to define or limit the scope of any provision of this
Agreement.
Consolidated Update of JPA & JEPA 21 Final Administrative Draft: July 31, 2013
h. Law Governing. This Agreement is made under the Constitution and laws of the
State of California and is to be so construed.
i. Severability. In the event any provision of this Agreement is determined to be
illegal or invalid for any reason, all other provisions and articles of this
Agreement shall remain in full force and effect unless and until otherwise
determined. The illegality of any provision of this Agreement shall in no way
affect the legality and enforceability of any other provisions of this Agreement.
j. Notice. Any notice required to be given or delivered by any provision of this
Agreement shall be personally delivered or deposited in the U.S. mail, postage
prepaid, addressed to the TVTC Chair and to the Members at their addresses as
reflected in the records of the TVTC, and shall be deemed to have been received
by the party to which the notice is addressed upon the earlier of receipt or 72
hours after mailing
k. Agreement Not Exclusive. This Agreement shall not be exclusive and shall not
be deemed to amend or alter the terms of other agreements between or among
the Parties, unless the terms of this Agreement conflict, in which case the terms
of this Agreement shall prevail.
l. Breach. Any default made by any Party in any covenant contained in this
Agreement shall not excuse any Member from fulfilling its respective obligations
under this Agreement. The Parties declare that this Agreement is entered into
for the benefit of the TVTC created hereby. The TVTC is authorized to take any
or all legal or equitable actions, including but not limited to injunction and
specific performance, necessary or permitted by law to enforce this Agreement.
m. Insurance. The TVTC shall procure such general liability insurance as the
Governing Council shall approve.
n. Successors. This Agreement shall be binding upon and shall inure to the benefit
of the successors of the Parties. Except to the extent provided herein, none of the
Parties may assign any right or obligation hereunder without the written consent
of the others.
Consolidated Update of JPA & JEPA 22 Final Administrative Draft: July 31, 2013
EXECUTION OF AGREEMENT
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
attested by their proper officers thereupon duly authorized and their official seals to be hereto
affixed on the dates as shown herein.
MEMBERS
APPROVED AS TO FORM: COUNTY OF ALAMEDA, a political subdivision
of the State of California
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
APPROVED AS TO FORM: COUNTY OF CONTRA COSTA, a political
subdivision of the State of California
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
Consolidated Update of JPA & JEPA 23 Final Administrative Draft: July 31, 2013
APPROVED AS TO FORM: TOWN OF DANVILLE, a municipal corporation
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
APPROVED AS TO FORM: CITY OF DUBLIN, a municipal corporation
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
APPROVED AS TO FORM: CITY OF LIVERMORE, a municipal corporation
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
Consolidated Update of JPA & JEPA 24 Final Administrative Draft: July 31, 2013
POO-RDES-100613_2
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
APPROVED AS TO FORM: CITY OF PLEASANTON, a municipal corporation
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________
APPROVED AS TO FORM: CITY OF SAN RAMON, a Charter City
By: ___________________________ By: _________________________________
Its: ___________________________ Its: _________________________________
Date: ___________________________ Date: _________________________________
ATTEST:
By: ___________________________
Its: ___________________________
Date: ___________________________