HomeMy WebLinkAboutMINUTES - 03301993 - TC.2 2,
_..:.. s Contra
Costa
TO: BOARD OF SUPERVISORS ,.
FROM: Transportation Committee ;. .: J� County
DATE: March 23 , 1993
SUBJECT: REVISED GREATER EAST BAY RAIL OPPORTUNITIES COALITION JEPA
SPECIFIC REQUEST(S) OR RECOMMENDATIONS) & BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS
Approve, in substantially the form presented, and with revisions as
recommended by County Counsel, the revised Joint Exercise of Powers
Agreement for the Greater East Bay Rail Opportunities Coalition
(GEBROC) , and authorize its signature by the Chair of the Board of
Supervisors. (see Exhibit A)
FISCAL IMPACT
None.
BACKGROUND/REASONS FOR RECOMMENDATIONS
On February 9, 1993 , the Board of Supervisors approved the
Transportation . Committee's recommendation to approve the GEBROC
Joint Exercise of Powers Agreement. Since that time, several
jurisdictions have requested changes to the JEPA during their
deliberations. A summary of these changes follows.
1. Funding for Transit Operations. Add a new whereas to read:
"WHEREAS, transportation funding is severely limited, any new
transit service must be accompanied by new revenue for needed
capital expenditures and operation of such service or be funded in
a manner which does not negatively impact existing transit services
in the San Francisco Bay Area. "
CONTINUED ON ATTACHMENT: XX YES SIGNATURE
RECOMMENDATION OF COUNTY ADMINISTRATOR XX RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
SIGNATURX,S.
ACTION OF BOARD ON March 30 , 1993 APPROVED. AS RECOMMENDED X OTHER _
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A
XX UNANIMOUS (ABSENT - - - TRUE AND CORRECT COPY OF AN
AYES: NOES: ACTION TAKEN AND ENTERED ON THE
ABSENT: ABSTAIN: MINUTES OF THE BOARD OF
SUPERVISORS ON THE DATE SHOWN.
Orig: Pat Roche, 646-2131 ATTESTED March 30, 1993
cc: Community Development Dept. PHIL BATCHELOR, CLERK OF
County Counsel THE BOARD OF SUPERVISORS
AND COUNTY ADMINISTRATOR
joint.bo BY , DEPUTY
Revised Greater East Bay Rail Opportunity Coalition JEPA
March 23 , 1993
Page Two
2. GEBROC'S Role is Planning not Operation of Service. The JEPA will be
amended to make it clear that GEBROC's ability to operate a transit service
would require an amendment to this agreement.
Remove Section IX.C:
"Gs T- exe-e- se any pewer delegated by the Parties and te advise the Parties i
exereise ef individual pewer pessessed by said Pai-ties, previded that said
eensent and agreement ef the e-enstituent Parties te this Agreement. "
Amend Section X, Specific Powers as follows:
"I. Execute and administer consultant contracts at such time as the Authority
becomes a recipient of grant funding. Contracting for or operating any transit
service requires an amendment to this Agreement signed by all Parties. "
3. Clarify Membership and Voting Provisions. The JEPA will be amended to make
it clear that voting members can only be added by amendment to the Agreement
signed by all Parties.
Remove Section VII.A. 10 and Section XV:
113:0. 'ithin-69 days--ef the effeetive- ate-eft- is-agreem^,tie-heard of
upgrading ex--e€€ie-le-meffiber-sef the-Autherrity to--€tll vetinej-stet-mss.The-
eeneern to the Autherity. Parties te this agreement shall have the right te
appeal a dee l s i en ems-the--Beard--te upgrade-the-stater o f em-effie l e members te
full eti g status as leng as sueh appeal-is filed within 45 days--efthe
Beard fer upgrading the status ef membership shall inelude an appeal preeess.
IIN;z• County, its Gengestien Management Ageney,
er
another Publie Entity may be added te the Autherity, upen request, evideneed by
subfaissien e€ a-certif=ed eepy e€-a- reselutren adepted by it- earad.
The additien shall net beeeme effeetive until the new Party and all emisting
Parties have emeeuted a written affiendment te this Agreement, by the terms ef
whieh the new Party agrees te eemply wit=h -al4d be beund by all p— . - .-..s ef this
Agreement, inelueling any addenda er amendments therete. Eaeh Party te this
The JEPA will also be amended to specify that there are initially for ex-
officio, non-voting members - BART, AC Transit, Amtrak and Caltrans, and that
the GEBROC Board may add other ex-officio members.
Amend Section VII.B. 1. as follows:
111. The San Francisco Bay Area Rapid Transit District (BARTD) and the Alameda-
Contra Costa Transit District (AC Transit) shall be an members of the
Authority. The Board of Directors of BARTD and AC Transit shall each appoint
a representative to the Board. Said Appointment shall be a BARTD Director of
the respective transit board. Said BART-D Director shall represent a County that
is a Party to this Agreement. "
Add a new Section to VII.B. 3 . to read:
"Amtrak shall be an ex-officio member of the Authority. The Director of Amtrak
shall appoint a representative to the Board. "
Amend Section VII.B. 3 . as follows:
113 . Additional ex-officio members: Within 69 days of the effeetive date fthis
agreement, ,
the Autherity;- The Board may add additional ex-officio members. The criteria
and qualifications in addition additional ex-officio members the Board shall
Revised Greater East Bay Rail Opportunity Coalition JEPA
March 23, 1993
Page Three
consider all relevant factors including the agency's jurisdiction, size,
qualifications, experience and relevance to issues of concern to the Authority.
Parties te th 4 9 agreement shall have the right te appeal a deeislen ef the Beard
te add additienal em-effieie members as leng as sueh appeal is filed within 45
days—ef the—e€€eetive—date—ef sQeh aetien—T The eriteria—and preee Tres
established by the Beard fer the additien ef ether ex-effieie members shall
inelude an appeal preeess. 11
4. Applicability of Board Act. The meeting of any Board committee will be
subject to the Brown Act. Amend Section VIII.B. to read: "All meetings of the
Board and any Board committees, including without limitation, . . . . "
S. Termination of Agreement. Amend Section XVI to read:
"Notice of intention to withdraw from this Agreement shall be given, to the
Authority, by resolution of the governing body of the Party intending to
withdraw. Sueh reselutien shallbe appre;ped-by a-vete-e# net less than twe
withdraw ferm the-Agreement. The Party. . . . "
CONSEQUENCES OF NEGATIVE ACTION
Failure to approve the JEPA without these revision may cause some members not
to joint the Greater East Bay Rail Opportunities Coalition.
�X6
JOINT EXERCISE OF POWERS AGREEMENT
CREATING
"GREATER EAST BAY RAIL OPPORTUNITIES COALITION"
INTRODUCTION
This AGREEMENT is made and entered into this day of 1993 in the State of
California by and among the following public agencies that are parties to this AGREEMENT:
Alameda County
Contra Costa County
Solano County
Alameda County Congestion Management Agency
Contra Costa County Congestion Management Agency
Solano Transportation Authority
RECITALS
WHEREAS, the Contra Costa Rail Opportunity Study, consigned by Contra Costa County,
identified opportunities for development of rail transit facilities in Contra Costa - along the 1-
680 and 1- 80 corridors. Both corridors linking developing residential areas in Solano County
with job centers in Alameda and Contra Costa counties, and;
WHEREAS, Alameda and Contra Costa Counties cooperated in a Rail Consolidation Study with
the Port of Oakland that found sufficient reserve rail capacity(on the Southern Pacific facility)
along the 1-80 corridor for both goods and people movement, and;
WHEREAS, reconstruction of the Cypress project(on a new alignment) requires reconstruction
of the mainline tracks and rail yards in West Oakland. The newly aligned mainline will
significantly improve the capacity of the system to handle passenger rail traffic, and;
WHEREAS, new inter-regional rail service, as a result of ACR 132, has been instituted between
San Jose and Sacramento, and;
WHEREAS,Alameda, Contra Costa and Solano counties are well served by an extensive network
of railroad lines, which have contributed significantly to the economic growth and stability to
the East Bay region, and;
WHEREAS, both Contra Costa and Alameda counties own abandoned rail rights of way that
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could be utilized for transit purposes, and;
WHEREAS, preservation of a regional rail network for purposes of both freight and passenger
movement should be a high priority for the three Congestion Management Agencies, three
Counties, and the Metropolitan Transportation Commission, and;
WHEREAS, MTC Resolution 1876, the New Rail Starts Program, is project specific(BART, MUNI,
CALTRAIN, and Santa Clara projects) the next logical step is the development of a
comprehensive plan to guide the planning and programming of rail facilities in the Bay Area
beyond Resolution 1876, and;
WHEREAS, transportation funding is severely limited, and any new transit service must be
accompanied by new revenue for needed capital expenditures and operation of such service
or be funded in a manner which does not negatively impact existing transit services in the San
Francisco Bay Area
WHEREAS, San Joaquin County has initiated a study of opportunities for development of rail
through the Altamont Pass area to connect the rapidly developing residential areas along the
1-5 corridor in San Joaquin County with the job centers in the Tri-Valley (and to BART), and;
WHEREAS, Caltrans is proposing to construct a second Benicia-Martinez bridge crossing as well
as a replacement for the existing Carquinez Bridge. Provisions for future rail transit crossings
should be incorporated into the design to avoid the need to construct separate (and very
expensive) transit crossings in the future, and;
WHEREAS, the "Intermodal Surface Transportation Efficiency Act of 1991" establishes new
programs and provides increased flexibility for the development of new or expanded mass
transportation facilities, as well as opportunities for development of new rail facilities in the
East Bay, and;
WHEREAS, many areas of the State and Nation have positioned themselves for new rail transit
projects through development of multi-agency cooperative ventures, and;
WHEREAS, new Air Quality Regulations (Federal and State) require improvements in air quality.
New or expanded mass transit facilities will help in the attainment of these goals, and;
WHEREAS, energy conservation is an important consideration in planning. Mass transit is a
logical approach to dealing with the issue in the transportation arena, and;
WHEREAS, long range Countywide Transportation Plans and Congestion Management Plans are
under preparation in Alameda, Contra Costa and Solano counties and coordinated mass transit
components are needed, and;
WHEREAS, preparation of comprehensive transportation plans, including Action Plans, are
2
underway by the Tri-Valley Transportation Council and Regional Transportation Planning
Committees to the Contra Costa Transportation Authority, which should be integrated with a
regional rail plan, and;
WHEREAS, the Caltrans Rail Task Force (San Joaquin Line) is looking for ways of improving rail
access to the Bay Area (through the Altamont area and/or through Martinez).
WHEREAS, without long range plans in place, costs for development of mass transit facilities
in the future could escalate beyond reasonable levels, and;
WHEREAS, the protection of rail corridors, especially in developing areas, is critical, and;
WHEREAS, the Metropolitan Transportation Commission's Regional Transportation Plan sets
forth a concept wherein the Carquinez Bridge, the Benicia Martinez Bridge, the 1-80/1-580
interchange, the Bay Bridge distribution structure and the Altamont Pass are defined as
gateways where added capacity needed, to serve increased demand through the gateways, is
to be provided by HOV/transit lanes or transit service and facilities.
WHEREAS, continued economic vitality of the East Bay is contingent upon the availability of
adequate transportation facilities.
WHEREAS, planning for rail projects in the Bay Area requires coordination among multiple
Counties and Transportation agencies;
NOW THEREFORE BE IT RESOLVED, in consideration of the above recitals, the parties hereto
agree execute a joint exercise of powers agreement as follows:
I. Authority.
This joint exercise of powers agreement is entered into in accordance with and subject
to the provisions of California Government Code Section 6500 et seq.
Il. Parties and Date.
Section not used
111. Method.
The Parties, individually and in common, have the power to study, discuss, plan,
recommend and implement policies and programs pertaining to transportation. The Parties
propose to jointly exercise some or all of the foregoing powers through the Authority.
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IV. Creation of Authority.
There is hereby created pursuant to Section 6500 et seq. of the California Government
Code, a separate joint powers agency to carry out the purposes hereof, which Authority shall
be known as the Greater East Bay Rail Opportunities Coalition (GEBROC). The Authority shall
be a public entity separate and distinct from the Agencies. The Authority shall come into being
on the effective date of this Agreement and shall be dissolved only upon termination of this
Agreement as herein provided. Within 30 days after the effective date of this Agreement or
any amendment, hereto, Contra Costa County staff, acting as Authority staff, shall prepare and
file a notice of the Agreement with the office of the Secretary of State in the manner set forth
in Section 6503.5 and 53051 of the California Government Code.
V. Definitions.
A. Unless the context otherwise requires, the following terms used in this
Agreement shall have the meanings respectively ascribed thereto:
1. "Agreement" means this joint exercise of powers agreement.
2. "Alternate Director" means the director representing the Party in the
absence of a Director as described in Section VII A.3.
3. "Authority" means the agency created by this joint Exercise of Powers
Agreement, to be known as the Greater East Bay Rail Opportunities Coalition (GEBROC),
a separate entity created by this Agreement.
4. "Board" or "Board of Directors" means the governing body of the
Authority.
5. "Director"means an individual representing a Party as described in Section
VII A.2.
6. "Effective Date" means the date hereof which is the date of execution of
this Agreement by the last of the Parties hereto or such other date following such last-
executed date selected by the Parties for convenience.
7. "Member"or"Party"means each of the entities which become a signatory
to this Agreement, including a public entity executing any addendum or amendment to
the original Agreement as hereinafter provided.
VI. Membership.
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The members of the Authority shall each be a public entity which has executed or
hereafter executes this Agreement or any addenda or amendment thereto.
VII. Governing Board of the Authority.
A. The business of the Authority shall be conducted by a Board of Directors, the
members of which shall be selected and serve as follows:
I. Directors shall be designated and appointed by each Party within thirty
(30) days after the Effective Date hereof.
2. Each Party shall appoint two (2) Directors who have demonstrated an
interest in, or have experience with transportation planning, programming and
financing. Directors shall be elected officials. At least one (1) Director from each Party
shall be a member of the governing body of the Party which they represent.
3. Each Party may appoint one(1)Alternate Director. The Alternate Director
shall be authorized to act only in the absence of the Party's respective Director, shall
vote in the same number of votes as a Director, and shall have the same authority and
exercise the same powers on such occasions as such Director. The Alternate Director
shall have demonstrated an interest in,or have experience with transportation planning,
programming and financing. Alternate Directors shall be elected officials.
4. The Authority shall consider and appoint one (1) Director and one (1)
Alternate Director as nominated by the Metropolitan Transportation Commission. Said
individuals nominated by the Metropolitan Transportation Commission shall be
Commissioners who are currently serving on the Metropolitan Transportation
Commission and must represent a County that is a party to this Agreement. Said
individuals cannot also be a Director representing another Party to this Agreement.
5. The Directors shall exercise all powers of a Director contained herein or
authorized by law.
6. Each Director shall have a single vote on matters coming before the
Board.
7. Directors and Alternate Directors shall serve thirty month terms but,will
continue until their replacement is named - so long as they continue to hold public
office. A Party shall have the right to reconfirm their Directors or Alternate Directors
in the event said Directors or Alternate Directors should become an elected official of
another public entity.
8. if for any reason a Director can no longer act as such or is no longer an
5
elected official, the Alternate Director shall serve in his or her place until a successor
is named. In the later case, if no qualified Alternate Director was appointed, such
Director shall continue to serve until the earlier of(1) the appointment of his or her
successor, (2) the end of the 60th day following the date such Director ceases to be an
elected official.
9. The Board of Directors shall elect a chair and vice-chair at their first
meeting. The Board shall have the power to appoint such additional officers as it
deems necessary. The Board shall designate the terms of office with the first election.
10. Members of the Board of Directors shall not receive any compensation or
reimbursement of expenses for serving as such.
B. Ex-Officio Members of the Board: In addition to voting members, the Authority
shall have a category of non-voting "ex-officio" membership. Public agencies, who because of
a demonstrated interest, experience or other unique qualifications, in the opinion of the Board
of Directors, should participate in the activities of the Authority shall be designated as "ex-
officio" members:
1. The San Francisco Bay Area Rapid Transit District (BARTD) and the
Alameda-Contra Costa Transit District (AC Transit) shall be an ex-officio member of the
Authority. The Board of Directors of BARTD and AC Transit shall each appoint a
representative to the Board. Said appointment shall be a Director of the respective
transit board. Said Director shall represent a County that is a Party to this Agreement.
2. The California Department of Transportation (CALTRANS) shall be an ex-
officio member of the Authority. The Director of CALTRANS District 4 shall appoint a
representative to the Board.
3. Amtrak shall be ex-officio member of the Authority. The Director of
Amtrak shall appoint a representative to the Board.
4. Additional ex-officio members: The Board may add additional ex-officio
members. In adding additional ex-officio members the Board shall consider all relevant
factors including the agency's jurisdiction, size, qualifications, experience and relevance
to issues of concern to the Authority.
VIII. Board Operations.
A. Regular meetings: The Board shall establish a regular meeting schedule and shall
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specify, by resolution, the date and hour thereof, and the place at which regular meetings shall
be held.
B. Call, Notice and Conduct of Meetings: All meetings of the Board, and any Board
committees,including without limitation,regular,adjourned regular,and special meetings,shall
be called, noticed, held and conducted in accordance with the provisions of Chapter 9
(commencing with Section 54950), Part 1, Division 2, of Title 5 of the California Government
Code (the "Ralph M. Brown Act").
C. Minutes: The Chair of the Board shall cause minutes of all meetings to be kept
and shall cause copies of the minutes to be provided to each Director and Party.
D. Quorum: A majority of the total votes of the Board shall constitute a quorum,
except that less than a quorum may adjourn from time to time. Each County or its Congestion
Management Agency must be represented to constitute a quorum.
E. Rules: The Board may adopt from time to time such rules and regulations for
the conduct of its affairs as may be required.
F. Vote or Assent of Board: A majority vote of a quorum of the Board shall be
required to approve the business of the Authority, except that any vote approving policy or
recommendations to the Parties shall require a majority vote of the entire Board. Any majority
vote must comprise at least one affirmative vote by each County or it's Congestion
Management Agency. A Director or the designated Alternate Director must be present in order
to vote. The Board shall establish guidelines to distinguish between policy and business
matters.
G. Administration: Contra Costa County shall act as staff to the Authority and
provide initial administrative and staff support and administer consultant contracts. The
Authority may pursue other external sources of funds for staff support.
H. Program Costs: Initial expenses shall be covered by a Petroleum Violation Escrow
Account(PEVA) grant secured by Contra Costa County. The Authority may seek other funding,
including grants or funds from any member agency, for which the Authority would be the
recipient,to augment funding from Contra Costa's PEVA grant to cover other administrative or
consultant costs. Staff provided by Contra Costa County pursuant to Section VIII.G or Section
XI1.B, or any other party, shall be at no cost to the other Parties or the Authority.
I. Principal Office: The principal office of the Authority shall be the offices of the
Contra Costa County Community Development Department unless some other place is fixed by
action of the Board of Directors.
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IX. General Powers.
The Authority shall have the power to do the following in its own name:
A. To provide oversight and direction to planning studies.
B. To develop and advocate policy.
X. Specific Powers.
A. The Authority is hereby empowered to develop, adopt and implement a Work
Plan to:
1. Identify,evaluate and prioritize opportunities for the development of rail
and/or mass transit facilities serving the Greater East Bay.
2. Develop a comprehensive plan for the development of new or expanded
rail and/or mass transit facilities for the East Bay counties.
3. Develop funding strategies for the development of new or expanded rail
and/or mass transit facilities in the East Bay.
B. Develop,adopt and recommend a strategy oriented at implementing the findings
derived from the Work Plan.
C. Establish such by-laws and rules and regulations as may be necessary for its
operation and for the conduct of the Authority's business.
D. Receive, accept and utilize the services of personnel offered by any of the
Members, or their representatives or agents; receive, accept and utilize property, real or
personal, from any of the Members or their agents or representatives.
E. Add other parties and ex officio representatives to the Authority under specified
circumstances as outlined in Section V11B.
F. Appoint a Commissioner from the Metropolitan Transportation Commission to
the Board of Directors as outlined in Section Vll A.4.
G. Strive to ensure that the development of Authority policies and recommendations
represent the Parties' best interests relative to other local governments, Congestion
Management Plans, regional, State, and Federal planning policies.
H. Apply for and be the recipient of public and/or private grants which are
consistent with the powers of this Agreement.
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1. Execute and administer consultant contracts at such time as the Authority
becomes a recipient of grant funding. Contracting for or operating any transit service requires
an amendment to this Agreement signed by all Parties.
J. Adopt policies,rules of procedure and other operational matters of the Authority.
XI. Restrictions Upon Exercise of Power of Authority.
A. The powers of the Authority shall be expressly limited to the specific powers
outlined in Section X. Each Party is participating as a party to this Agreement with the intent
of furthering cooperative multi-county, multi-modal planning. While each Party agrees to
consider the recommendations or actions of the Authority, nothing in this Agreement shall in
any way bind any Party to any course of action with respect to the issues under discussion by
the Authority. Each Party specifically reserves the right to independently prioritize projects,
make policy recommendations, and take whatever actions it deems appropriate with respect
to matters under discussion by the Authority.
B. The Authority is subject to the statutory restrictions upon the manner of
exercising its powers as are imposed upon Contra Costa County in the exercise of similar
powers, as provided in Section 6509 of the California Government Code.
X11. Committees.
A. The Board may establish sub-committees of the Board as it may deem
appropriate.
B. Technical Advisory Committee: The Board shall appoint a Technical Advisory
Committee (TAC) within 60 days of the effective date of this agreement. The TAC shall be
comprised of staff from the parties signatory to this Agreement as well as other interested
agencies and individuals, including but not necessarily limited to, transit operators, City/local
agency staff, Caltrans, Regional Transportation Planning Committees and/or Technical Advisory
Committees to the Congestion Management Agencies,Transportation Management Associations,
and private sector interests. The Board will receive technical support from the TAC.
C. Advisory Committees: The Board may establish other advisory committees as it
deems appropriate to advise the Authority on matters relating to implementation of any
component of the approved Work Plan. Such committees shall be composed of such persons
as the Board shall determine; provided, however, that such membership shall not necessarily
be limited to persons representing, or associated with, the Parties. The purpose and the
function of any such committee or committees shall be specified by the Board.
XIII. Financial Provisions.
9
A. Funds and Expenditures: As long as the Authority's Program Costs are covered
by the Petroleum Violation Escrow Account (PVEA) grant secured by Contra Costa County and
staff support is provided by Contra Costa County at no cost to the other Parties, Contra Costa
County shall keep and maintain financial records pursuant to the requirements of the PVEA
grant. If and when the Authority becomes the recipient of grant funding, the Authority will
activate the accounting and reporting policies and procedures, as required by California
Government Code.
B. Depositary;Auditor: The Treasurer of Contra Costa County is hereby designated
as the Treasurer of the Authority. Subject to the applicable provisions of any indenture or
resolution providing for a trustee or other fiscal agent, the treasurer is designated as the
depositary of the Authority to have custody of all the money of the Authority, from whatever
source, and as such, shall have the powers, duties and responsibilities specified in Section
6505.5 of the California Government Code. The Auditor-Controller of Contra Costa County is
hereby designated as controller of the Authority, and, as such, shall have the powers, duties
and responsibilities specified in Section 6505.5 of the California Government Code. He or she
shall draw checks to pay demands against the Authority when the demands have been
approved by the Authority. The Contra Costa County Board of Supervisors shall determine the
charges to be made against the Authority for the services of the treasurer and controller,
provided that such charges shall not exceed the actual costs for such services.
C. Bonds: The treasurer and controller of the Authority are designated as the public
officers or persons who have charge of,handle, or have access to any property of the Authority,
and each such officer shall file an official bond in the amount of required by Section 6501.1 of
the California Government Code.
D. Audit: The Authority shall provide for the accountability of all its funds and shall
provide for an annual independent audit pursuant to Section 6505 of the California Government
Code.
XIV. Amendments.
This Agreement may be amended at any time, or from time to time, by one or more
supplemental agreements executed by all of the Parties who are then Parties hereto, either as
required in order to carry out any of the provisions of this Agreement, or for any Project, or
for any other purpose, in pursuance of the purposes of this Agreement.
VI. Termination of Party's Participation in the Authority.
Notice of intention to withdraw from this Agreement shall be given, to the Authority,
by resolution of the governing body of the Party intending to withdraw. The Parry intending
to withdraw shall give written notice of its intent to do so to the Board of Directors and to the
other Parties. The Board of Directors and other Parties shall be given at least a 60 day notice.
The withdrawal of such Party becomes final upon receipt of a certified copy of said resolution
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by the Authority, and upon termination of said minimum 60 day notification period.
XVI. Term and Termination.
This Agreement shall continue until terminated as specified in this paragraph. This
Agreement shall terminate upon June 30, 1995 unless extended by mutual agreement of the
Parties.
XVII. Disposition of Assets Upon Termination by All Parties.
Upon termination of this Agreement by mutual consent of all Parties, all assets of the
Authority shall be returned to the Parties in proportion to the contributions determined as of
the time of termination. Such assets shall be distributed after the payment of all liabilities and
expenses validly incurred under this Agreement.
XVIII. Liability.
A. The debts, liabilities, and obligations of the Authority shall not be the debts,
liabilities and obligations of the Parties.
B. It is mutually understood and agreed, relative to the reciprocal indemnification
of Authority and Parties:
1. That neither Authority, nor a Party, nor any officer or employee thereof,
shall be responsible for, and the indemnifying Party shall fully indemnify and hold
harmless Authority and the other Parties against any damage or liability occurring by
reason of anything done or omitted to be done by such indemnifying Party under or in
connection with any work, authority or jurisdiction delegated to indemnifying Party or
its staff under this Agreement. It is also understood and agreed that pursuant to
Government Code Section 895.4, such Party shall fully indemnify and hold the Authority
and the other Parties harmless from any liability imposed for injury as defined by
Government Code Section 810.8 occurring by reason of anything done or omitted to be
done by the indemnifying Party under this Agreement of in connection with any work,
authority, or jurisdiction delegated to such Party under this Agreement.
2. That neither Parties, nor any officer or employee thereof, shall be
responsible for,and Authority shall fully indemnify and hold harmless Parties against any
damage or liability occurring by reason of anything done or omitted to be done by
Authority under or in connection with any work, authority or jurisdiction delegated to
Authority under the Agreement. It is also understood and agreed that, pursuant to
Government Code Section 895.4, Authority shall fully indemnify and hold the Parties
harmless from any liability imposed for injury as defined by Government Code Section
810.8 occurring by reason of anything done or omitted to be done by the Authority
11
under this Agreement or in connection with any work, authority, or jurisdiction
delegated to Authority under this Agreement.
XIX. Successors: Assignment.
This Agreement shall be binding upon and inure to the benefit of the successors or
assigns of the Parties. No Party may assign any right or obligation herein without the written
consent of each of the other Parties.
XX. Notices.
Any notice authorized or required to be given pursuant to this Agreement shall be in
writing and shall be deemed to be given when mailed, postage prepaid, or delivered during
working hours to the following addresses, or to such changed addresses as are communicated
to the Authority and the Parties in writing:
Authority: c/o County Administrator
County of Contra Costa
651 Pine Street
Martinez, CA 94553
Alameda County: c/o County Administrator
1221 Oak Street, Rm. 555
County of Alameda
Oakland, CA 94612
Contra Costa County: c/o County Administrator
County of Contra Costa
651 Pine Street
Martinez, CA 94553
Solano County: c/o County Administrator
County of Solano
580 Texas Street
Fairfield, CA 94533
Alameda County Congestion
Management Agency: c/o Executive Director
24301 South Drive, Ste. 200
Hayward, CA 94545-1541
Contra Costa County Congestion
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Management Agency:
do Executive Director
Contra Costa Congestion Management Agency
1340 Treat Boulevard, Ste. 150
Walnut Creek, CA 94596
Solano Transportation
Authority: c% Executive Director
Solano Transportation Authority
1961 Walters Court, Suite K
Fairfield, CA 94533
San Francisco Bay Area
Rapid Transit District: do General Manager
San Francisco Bay Area Rapid Transit District
800 Madison Street
P.O. Box 12688
Oakland, CA 94604-2688
California Dept of Transportation: District Director
Caltrans District 4
111 Grand Ave.
P.O. Box 23660
Oakland, CA 94623-0660
XXI. Governing Law.
This Agreement is made in the State of California under the laws and Constitution
thereof, and is to be so construed.
XXII. Severabilitv.
Should any portion, term, condition or provision of this Agreement be decided by a
court of competent jurisdiction to be illegal or in conflict with any law, or otherwise rendered
unenforceable or ineffectual, the validity of the remaining portions, terms, conditions or
provisions shall not be affected thereby.
XXII1. Counterparts.
This Agreement and any supplement or amendment hereto may be executed in any
number of counterparts, each of which shall for all purposes be deemed to be an original and
all of which shall together constitute but one and the same instrument.
XXIV. Agreement Complete.
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This AGREEMENT constitutes the full and complete agreement of the parties.
IN WITNESS WHEREOF, the parties hereto executed this AGREEMENT by authorized
officials on the dates indicated below:
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ALAMEDA COUNTY
CONGESTION MANAGEMENT AGENCY
By:
William Withrow
Chair
ATTEST:
By:
Dennis R. Fay
Executive Director
By:
Authority Legal Counsel
Date:
CONTRA COSTA
CONGESTION MANAGEMENT AGENCY
By:
Darrel "Jay" Tucker
Chair
ATTEST:
By:
Robert K. McCleary
Executive Director
By:
Authority Legal Counsel
Date:
SOLANO TRANSPORTATION AUTHORITY
CONGESTION MANAGEMENT AGENCY
By:
Chair
ATTEST:
By: r
John Gray
Executive Director
By:
Thomas H. Gordinier
Authority Legal Counsel
Date:
CONTRA COSTA COUNTY
By:
Tom Torlakson, Chairperson
Board of Supervisors
ATTEST:
Phil Batchelor, Clerk of the Board
of Supervisors and County Administrator
By:
Deputy
RECOMMENDED FOR APPROVAL
By:
Val Alexeeff, Director
FORM APPROVED:
Victor.l. Westman, County Counsel
By:
Deputy
Date:
ALAMEDA COUNTY
By:
Edward R. Campbell, Chairperson
Board of Supervisors
ATTEST.
William Merhwein, Clerk of the Board
of Supervisors
By:
Deputy
RECOMMENDED FOR APPROVAL:
By:
Donald J. La Belle
Director of Public Works
FORM APPROVED:
Kelvin Booty,Jr., County Counsel
By:
Deputy
Date:
SOLANO COUNTY
By:
Sam Caddie, Chairperson
Board of Supervisors
ATTEST:
Linda L. Terra, Clerk of the Board
of Supervisors
By:
Deputy
RECOMMENDED FOR APPROVAL
By:
John Gray
Transportation Director, Public Works
FORM APPROVED:
Thomas Gordinier, County Counsel
By:
Deputy
Date: