A G E N D A Board of Directors Meeting EOC Training Room … · 2019-06-14 · A G E N D A . Board...

A G E N D A Board of Directors Meeting

EOC Training Room Foster City 1040 East Hillsdale Blvd (building address)

610 Foster City Blvd (City Hall parking address) Thursday, June 20, 2019, 8:00 – 9:30 AM

CALL TO ORDER

Roll Call 8:00 a.m.

PUBLIC COMMENT -Informational

CONSENT AGENDA -Action 8:05 a.m.

A. Approval of April 18, 2019 Meeting MinutesB. Acceptance of Financial Statements: April 2019C. Acceptance of Funding Agreement with C/CAG for Countywide Voluntary Trip ReductionD. Acceptance of Funding Agreement with C/CAG for Transportation Fund for Clean AirE. MOU for Climate Corps AmeriCorps Fellow Program for FY 2019-2020

REGULAR AGENDA

1. Presentations -Oral Report 8:10 a.m.a. Bike to Work Day Report and BCOY Presentationb. 2019 Commuter Challenge Report and Prize Awardsc. TA Strategic Plan & Mobility Action Plan Presentation

2. Chair’s Report -Oral Report 8:45 a.m.3. Review and Approval of FY 2019-2020 Work Plan and Budget -Action 8:50 a.m. 4. CERBT Program Report -Oral Report 9:10 a.m.5. Shuttle Program Report -Oral Report 9:15 a.m.6. Executive Director’s Report -Oral Report 9:20 a.m.

CORRESPONDENCE, NEWS & UPDATES -Informational

ADJOURN -Action 9:30 a.m.

Availability of Public Records All public records relating to an open session item on this agenda, which are not exempt from disclosure pursuant to the California Public Records Act, that are distributed to a majority of the legislative body will be available for public inspection at 400 Oyster Point Blvd, Suite 409, South San Francisco, CA 94080, at the same time that the public records are distributed or made available to the legislative body.

M I N U T E S

COMMUTE.ORG

BOARD OF DIRECTORS Silicon Valley Community Foundation

1300 S. El Camino Real, Room 114 April 18, 2019

ROLL CALL

Board Members Present: Clifford Lentz, City of Brisbane Emily Beach, City of Burlingame Pamela DiGiovanni, City of Daly City Carlos Romero, City of East Palo Alto Shawn Christianson, Town of Hillsborough Reuben Holober, City of Millbrae Mike O’Neill, City of Pacifica Giselle Hale, City of Redwood City Sara McDowell, City of San Carlos Rick Bonilla, City of San Mateo Richard Garbarino, City of South San Francisco David Canepa, County of San Mateo

Supervisory Committee Members Present: John Hoang, C/CAG

Maria Saguisag-Sid, City of Brisbane Shirley Chan, City of Daly City San Mateo County resident

Guests: Ariane Erickson, Acterra Staff in Attendance: John Ford, Executive Director

Kim Comstock, Commuter Programs Manager Mary Thomasmeyer, Commuter Programs Representative Richard Fontela, Shuttle Programs Coordinator Maria Timofeyeva, Shuttle Program Administrator Cary Tipton, Employer Programs Representative Rebecca Roberts, Employer Programs Representative Betsy Juarez, Office Administrator Parin Patel, AmeriCorps Fellow

Joan Cassman, Agency Attorney

The April 18, 2019 meeting of the Commute.org Board of Directors was called to order at 8:06 a.m. by Board Chair, Cliff Lentz.

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CONSENT AGENDA

1. Minutes: February 21, 2019 2. Acceptance of Financial Statements: March 2019 3. Approval of Board Meeting Schedule FY2019-2020

It was moved by Mr. Canepa, seconded by Ms.McDowell and unanimously passed to approve items one and three, and accept item two on the consent agenda.

1. CHAIR’S REPORT

Chair Lentz and Vice Chair Beach provided an update on the San Mateo Express Lanes project, which seeks to construct tolled express lanes on the San Mateo County stretch of Highway 101 between Whipple and Highway 380. Chair Lentz informed the Board that discussions are underway between C/CAG and the Transportation Authority (TA) about creating a new JPA to jointly staff and manage the San Mateo 101 Express Lanes Project. The JPA board will be made up of six members, three from the TA and three from C/CAG. The Board will be supported by an independent policy professional and will also have an executive council consisting of the Executive Directors of both the TA and C/CAG. The JPA has been approved by C/CAG and will be voted by the TA at a later date.

2. PRESENTATION: ACTERRA (THE KARL KNAPP GoEV PROGRAM)

Ariane Erickson, Program Manager at Acterra, presented on how GoEV’s educational outreach activities are helping accelerate the adoption of EV’s in our region. Acterra is a non-profit environmental organization located in Palo Alto, and their programs focus on addressing climate change. In 2017, Acterra launched the Karl Knapp GoEV program with the goal of reducing the carbon emission produced by the transportations sector by promoting the widespread adoption of electric vehicle in our region. Ms. Erickson informed the Board that Acterra hosts free electric vehicle informational workshops that introduce the many benefits of going EV and cover the basics of charging, government rebates and other incentives. Acterra also hosts Ride and Drive events twice a year where attendees are given the opportunity to experience a hands-on test drive of an electric vehicle. Ms. Erickson emphasized that the reason it is most important to transition to EVs is to greatly reduce the contribution of greenhouse gases. EV’s typically produce fewer emissions than conventional vehicles because most emissions are lower for electricity generation than burning gasoline. Ms. Erickson also highlighted the many benefits that come with owning an EV, such as lower maintenance costs and no gas expenses.

Ms. Christianson inquired on the impact that EV batteries have on the environment. Ms. Erickson clarified that batteries that power electric cars can be recycled. Batteries will also be able to be used as battery storage. Ms. Hale inquired on how the equity issues surrounding electric vehicle purchases are being addressed. Ms. Hale also inquired about charging station infrastructure and accessibility to low-income households living in apartment complexes. Ms. Erickson stated that PG&E is working on installing charging stations on multi-unit dwellings. Ms. Erickson explained that there are incentives, rebates, and grants available to low income individuals.

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3. ASSEMBLY BILL NO.1912 – REQUIREMENTS FOR COMMUTE.ORG Ms. Joan Cassman, Commute.org’s legal counsel, provided an update in Assembly Bill No. 1912. The bill was signed by Governor Brown and became law, effective January 1, 2019. The law impacts all existing and future JPAs. The intent of AB 1912 is to protect current and former employees of JPAs by requiring member agencies to be liable for the pension obligations of that JPA. The bill does not require member agencies to take on this debt unless and until the member agencies elect to terminate the JPA. If the JPA’s agreement with CalPERS terminates or the JPA dissolves, the bill requires apportionment of retirement liability among the JPA member agencies. The member agencies can enter into an agreement about the proportional allocations of the JPA’s pension liability. If the member agencies do not reach an allocation agreement, CalPERS can impose one. Ms. Cassman suggested that an ad hoc committee might be formed to come up with recommendations for the board to consider allocate the JPA’s pension liability among member agencies in the eventuality that Commute.org ceases to exist. Mr. Garbarino proposed using the Finance Committee rather than an ad hoc committee. to establish alternatives for board consideration. Chair Lentz instructed Mr. Ford to include the item on the Finance Committee’s next meeting agenda.

4. DOCKLESS BIKESHARE AND eSCOOTERS IN SAN MATEO COUNTY Mr. Ford gave a presentation on the status of dockless bikeshare and electric scooters in San Mateo County cities. Mr. Ford informed that Board that motorized scooters have been around since the early 1900s. The e-scooter market is now part of an emerging micro-mobility market; however, vandalism, cluttered sidewalks, and theft have become a byproduct of placing hundreds of dockless vehicles in many cities. As companies move to negate the problem, cities are addressing some issues by creating designated zones for riders to park their scooters and bikes. Mr. Romero stated that scooters can be a vital first-mile/last-mile solution to get commuters into public transit. Ms. Beach added that accident data revolving scooter usage would be helpful information for members. There was consensus from the Board to have staff compile information about micro-mobility alternatives and make the information available to JPA members, partners, and funders.

5. COMMUTER PROGRAMS REPORT

Ms. Kim Comstock, Commuter Programs Manager, presented a report on recent and upcoming activities of Commute.org’s commuter programs. March 5th was the agency’s Annual Event where representatives from San Mateo County employers participated in a half-day symposium focused on alternative transportation issues. This year’s theme was “Pool Party” and the focus was on carpooling, vanpooling, and the Hwy 101 Express Lanes project. Nearly 100 San Mateo County employers and transportation advocates attended and heard presentations from agencies like 511 and Enterprise who offer programs geared toward vanpool and carpool commuters. Attendees also heard a presentation from the keynote speaker, Tony Harris, on the Hwy 101 Express Lanes project. The event concluded with the awarding of the 2019 Best Workplaces for Commuters.

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Commute.org runs an annual commuter-focused campaign, known as the Commuter Challenge. Its intent is to encourage individuals to use alternatives to driving alone during the campaign period. Participants using alternative commute modes will have a chance to win weekly prizes by logging commute alternative trips on STAR (my.commute.org) each week during the months of April and May 2019. Five grand prize winners will be selected at the end of the challenge.

Bike to Work Day will take place on May 9, 2019. All nine Bay Area counties will be participating, and Commute.org will coordinate Bike to Work Day in San Mateo County, hosting over 50 energizer stations throughout the county with the help of numerous volunteers, employers and Silicon Valley Bike Coalition.

6. SHUTTLE PROGRAM REPORT

Mr. Ford presented a report on Commute.org’s shuttle operations and activities for the first 9 months of FY 2018/2019.

Mr. Ford informed the Board that shuttle ridership declined 2.2% in Q3 compared to the same quarter of the previous year. The average cost per passenger for the quarter was $5.06, which is below the $8.00 metric set by the Transportation Authority. Mr. Ford notified the Board that there continues to be ongoing service issues with the shuttle vendor due to a shortage of drivers; however, service seems to be stabilizing with 41 missed shifts in March compared to 51 and 71 missed shifts in January and February respectively.

Mr. Ford informed the Board that they have received the FY 2019/2020 Funding Agreements with SamTrans for TFCA. Commute.org manages routes that SamTrans contractually owns and is administering four additional routes during Q4: Pacific Shores, Twin Dolphin, Millbrae-Broadway, and Belmont-Hillsdale.

7. EMPLOYER PROGRAMS REPORT

Mr. Ford presented to the Board a report highlighting activities of the Employer Programs team.

Mr. Ford stated that the Employer Outreach team, Rebecca Roberts and Cary Tipton, have been assigned territories and that they will be reaching out to the Board members in their territories.

8. EXECUTIVE DIRECTOR’S REPORT Mr. Ford reminded the Board that the next Board meeting will be held on June 20, 2019, where important topics will be discussed such as the Work Plan and Budget Development for FY 2019/2020 and the funding agreement processes with C/CAG and the TA.

9. ADJOURNMENT

The meeting was adjourned at 9:36 a.m. by Chair Lentz.

Respectfully submitted, Betsy Juarez CLERK OF THE BOARD

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Commute.orgFY 2018/2019 ACTUALS THRU 4/30/2019

FY 2018/2019 FY 2018/2019 FY 2018/2019Approved Budget Actuals Thru 4/30 % of Budget

Fund Balance at Beginning of Year 823,626$ 823,626$ -

REVENUEC/CAG AB 434 (TFCA) 600,000$ 300,693$ 50.1%C/CAG Congestion Relief 510,000$ 255,000$ 50.0%C/CAG Carpool 2.0 175,000$ -$ 0.0%Shuttle Revenue - Consortium 849,300$ 782,907$ 92.2%Shuttle Revenue - Grants 1,542,400$ 663,156$ 43.0%Shuttle Revenue - Admin/Marketing Fees 90,200$ 39,030$ 43.3%MTC Regional Rideshare Funding -$ -$ 0.0%SMCTA Measure A ACR Funding 470,000$ 235,000$ 50.0%Interest/Earnings -$ -$ 0.0%Misc. Revenue 6,000$ 3,786$ 63.1%

Total Revenue 4,242,900$ 2,279,572$ 53.7%

Total Sources of Funds 5,066,526$ 3,103,198$ 61.2%

EXPENDITURESSalaries/Benefits/Medicare** 921,800$ 568,624$ 61.7%CalPERS Employer Contributions 77,577$ 50,257$ 64.8%CalPERS UAL Contributions 31,000$ 29,983$ 96.7%Office Lease 75,000$ 65,464$ 87.3%Mileage/Transit Reimburse 6,000$ 4,770$ 79.5%Equipment Lease & Maint. 10,000$ 6,137$ 61.4%Professional Services 110,000$ 81,206$ 73.8%Advertising 125,000$ 70,757$ 56.6%Office Supplies 10,000$ 4,232$ 42.3%Fiscal Agent 120,000$ 81,675$ 68.1%Memberships & Pubs 7,500$ 4,051$ 54.0%Program Promotions 24,000$ 18,646$ 77.7%Meetings & Events 16,000$ 10,834$ 67.7%Education & Training 8,000$ 1,750$ 21.9%Board Meeting Expense 1,200$ 848$ 70.7%Incentive/Subsidies 210,000$ 104,488$ 49.8%Countywide TDM Software Platform 80,000$ 80,000$ 100.0%Shuttle Services 2,336,700$ 1,534,942$ 65.7%Shuttle Contingency*** 20,000$ -$ 0.0%Legal Services 36,000$ 8,795$ 24.4%Telephone 7,200$ 4,288$ 59.6%Bank Fees 2,500$ (174)$ -7.0%IT Services/Support 50,000$ 46,809$ 93.6%Printing Services 25,000$ 14,192$ 56.8%Postage 16,000$ 5,037$ 31.5%General Insurance 13,000$ 9,316$ 71.7%Vehicle Lease/Service 1,500$ 1,102$ 73.5%OPEB Liability/Contribution 14,800$ -$ 0.0%

Total Expenditures 4,355,777$ 2,808,029$ 64.5%

Fund Balance at End of Year 710,749$ 295,169$ 41.5%

Net Inc (Dec) in Fund Balance (112,877)$ (528,457)$ -

FY 2018/2019 FY 2018/2019 FY 2018/2019Approved Budget Actuals Thru 4/30 % of Budget

Board of Directors (6/20/2019)Packet Page 5

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Board of Directors Consent Agenda Item #C DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Funding Agreement with C/CAG for Congestion Relief Plan Program INTRODUCTION Presenting to the board for acceptance the funding agreement with C/CAG for the Congestion Relief Plan Program to provide congestion relief services in FY 2019-2020. BACKGROUND C/CAG’s board of directors approved a funding agreement at their June 13, 2019 meeting. The approved funding agreement calls for funding in the amount of $510,000 to support Commute.org’s program of work related to reducing the number of single occupant vehicle trips in San Mateo County. ACTION Chair Lentz requests discussion and/or acceptance of the funding agreement.

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AGREEMENT BETWEEN

CITY/COUNTY ASSOCIATION OF GOVERNMENTS OF SAN MATEO COUNTY

AND

PENINSULA TRAFFIC CONGESTION RELIEF ALLIANCE (COMMUTE.ORG)

This Agreement entered this 1st of July, 2019, by and between the CITY/COUNTY ASSOCIATION OF GOVERNMENTS OF SAN MATEO COUNTY, a joint powers agency whose members include the County of San Mateo and the twenty incorporated cities and towns within San Mateo County, hereinafter called “C/CAG,” and Peninsula Traffic Congestion Relief Alliance (Commute.org), a joint powers authority, hereinafter called “Consultant.” WHEREAS, C/CAG, is the Congestion Management Agency for San Mateo County; and

WHEREAS, C/CAG has determined that consultant services are needed to assist C/CAG and its 21 member agencies with the Countywide Voluntary Trip Reduction Program, hereinafter called “PROGRAM”; and

WHEREAS, the purpose of the PROGRAM is to provide assistance to private and public

sectors with Transportation Demand Management (TDM) by connecting their employees and customers with transportation systems that provide an alternative to driving single occupancy vehicles; and

WHEREAS, C/CAG has determined that Consultant has the requisite qualifications to perform this work; and

WHEREAS, the total amount available to Consultant under this Agreement is not to exceed $510,000; and

WHEREAS, by adoption of RESOLUTION 19-45, the C/CAG Board of Directors

approved the PROGRAM and authorized the C/CAG Chair to execute agreements with Consultant to provide the FY 2019/20 Countywide Voluntary Trip Reduction Program to assist C/CAG and its 21 member agencies for a 1-year term, and further authorize the C/CAG Executive Director to negotiate final terms, subject to legal counsel review prior to execution by the C/CAG Chair, in a cumulative amount not to exceed $510,000. NOW, THEREFORE, IT IS HEREBY AGREED by the parties as follows: 1. Services to be provided by Consultant. In consideration of the payments hereinafter set

forth, Consultant agrees to perform the services described in Attachment A, attached hereto (the “Services”).

2. Payments. In consideration of the Services rendered with all terms, conditions, and specifications set forth herein and in Exhibit A (Scope of Work), C/CAG shall reimburse

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Consultant via quarterly payments, each in the amount of one hundred twenty-seven thousand dollars ($127,500.00), and each based on a detailed invoice submitted by Consultant and reviewed and approved by C/CAG.. The aggregate total amount of payments under this Agreement shall not exceed five hundred ten thousand dollars ($510,000.00) for Services provided during the Contract Term set forth below. C/CAG shall have the right to receive, upon request, documentation substantiating invoices submitted to C/CAG.

3. Contract Materials. At the end of this Agreement, or in the event of termination, all finished or unfinished documents, data, studies, maps, photographs, reports, and other written materials (collectively referred to as “contract materials”) prepared by Consultant under this Agreement shall become the property of C/CAG and shall be promptly delivered to C/CAG. Upon termination, Consultant may make and retain a copy of such contract materials if permitted by law.

4. Relationship of the Parties. It is understood that Consultant is an Independent Consultant and this Agreement is not intended to, and shall not be construed to, create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of Independent Consultant.

5. Non-Assignability. Consultant shall not assign this Agreement or any portion thereof to a third party, or subcontract with a third party, without the prior written consent of the C/CAG Executive Director. Any such assignment or subcontract without the C/CAG Executive Director’s prior written consent shall give C/CAG the right to automatically and immediately terminate this Agreement without penalty or advance notice.

6. Contract Term/Termination. This Agreement shall be in effect as of July 1, 2019 and shall terminate on June 30, 2020; provided, however, the C/CAG Chairperson may terminate this Agreement at any time for any reason by providing 30 days’ notice to Consultant. Termination will be effective on the date specified in the notice. In the event of termination under this paragraph, Consultant shall be paid for all services provided to the date of termination, subject to availability of funding. Such payment shall be that prorated portion of the full payment determined by comparing the work actually completed to the work required by the Agreement.

7. Hold Harmless/Indemnity.

a. General. Consultant shall indemnify and save harmless C/CAG and its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description resulting from this Agreement, the performance of any work or services required of Consultant under this Agreement, or payments made pursuant to this Agreement brought for, or on account of, any of the following: (A) injuries to or death of any person, including Consultant or its employees/officers/agents; (B) damage to any property of any kind whatsoever and to whomsoever belonging; (C) any sanctions, penalties, or claims of damages resulting from Consultant’s failure to comply, if applicable, with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996

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(HIPAA) and all Federal regulations promulgated thereunder, as amended; or (D) any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of C/CAG and/or its officers, agents, employees, or servants. However, Consultant’s duty to indemnify and save harmless under this Section shall not apply to injuries or damage for which C/CAG has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct. The duty of Consultant to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code. The duty to indemnify and save harmless as set forth herein shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

b. Intellectual Property. Consultant hereby certifies that it owns, controls, and/or licenses and retains all right, title, and/or interest in and to any intellectual property it uses in relation to this Agreement, including the design, look, feel, features, source code, content, and/or other technology relating to any part of the services it provides under this Agreement and including all related patents, inventions, trademarks, and copyrights, all applications therefor, and all trade names, service marks, know how, and trade secrets (collectively referred to as “IP Rights”) except as otherwise noted by this Agreement. Consultant warrants that the services it provides under this Agreement do not infringe, violate, trespass, or constitute the unauthorized use or misappropriation of any IP Rights of any third party. Consultant shall defend, indemnify, and hold harmless C/CAG from and against all liabilities, costs, damages, losses, and expenses (including reasonable attorney fees) arising out of or related to any claim by a third party that the services provided under this Agreement infringe or violate any third-party’s IP Rights provided any such right is enforceable in the United States. Consultant’s duty to defend, indemnify, and hold harmless under this Section applies only provided that: (a) C/CAG notifies Consultant promptly in writing of any notice of any such third-party claim; (b) C/CAG cooperates with Consultant, at Consultant’s expense, in all reasonable respects in connection with the investigation and defense of any such third-party claim; (c) Consultant retains sole control of the defense of any action on any such claim and all negotiations for its settlement or compromise (provided Consultant shall not have the right to settle any criminal action, suit, or proceeding without C/CAG’s prior written consent, not to be unreasonably withheld, and provided further that any settlement permitted under this Section shall not impose any financial or other obligation on C/CAG, impair any right of C/CAG, or contain any stipulation, admission, or acknowledgement of wrongdoing on the part of C/CAG without C/CAG’s prior written consent, not to be unreasonably withheld); and (d) should services under this Agreement become, or in Consultant’s opinion be likely to become, the subject of such a claim, or in the event such a third party claim or threatened claim causes C/CAG’s reasonable use of the services under this Agreement to be seriously endangered or disrupted, Consultant shall, at Consultant’s option and

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expense, either: (i) procure for C/CAG the right to continue using the services without infringement or (ii) replace or modify the services so that they become non-infringing but remain functionally equivalent.

Notwithstanding anything in this Section to the contrary, Consultant will have no obligation or liability to C/CAG under this Section to the extent any otherwise covered claim is based upon: (a) any aspects of the services under this Agreement which have been modified by or for C/CAG (other than modification performed by, or at the direction of, Consultant) in such a way as to cause the alleged infringement at issue; and/or (b) any aspects of the services under this Agreement which have been used by C/CAG in a manner prohibited by this Agreement. The duty of Consultant to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

8. Insurance.

a. General Requirements. Consultant or its subconsultants performing the services

on behalf of Consultant shall not commence work under this Agreement until all insurance required under this section has been obtained. Consultant shall use diligence to obtain such insurance. Consultant shall furnish C/CAG with Certificates of Insurance evidencing the required coverage and there shall be a specific contractual liability endorsement extending Consultant’s coverage to include the contractual liability assumed by Consultant pursuant to this Agreement. These Certificates shall specify or be endorsed to provide that thirty (30) days’ notice must be given, in writing, to C/CAG of any pending change in the limits of liability or of non-renewal, cancellation, or modification of the policy.

b. Workers’ Compensation and Employer Liability Insurance. Consultant shall have in effect, during the entire life of this Agreement, Workers’ Compensation and Employer Liability Insurance providing full statutory coverage. In signing this Agreement, Consultant certifies, as required by Section 1861 of the California Labor Code, that (a) it is aware of the provisions of Section 3700 of the California Labor Code, which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of the Labor Code, and (b) it will comply with such provisions before commencing the performance of work under this Agreement.

c. Liability Insurance. Consultant shall take out and maintain during the life of this Agreement such Bodily Injury Liability and Property Damage Liability Insurance as shall protect Consultant, its employees, officers and agents while performing work covered by this Agreement from any and all claims for damages for bodily injury, including accidental death, as well as any and all claims for property damage that may arise from Consultant’s operations under this Agreement,

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whether such operations be by Consultant or by any sub-consultant or by anyone directly or indirectly employed by either of them. Such insurance shall be combined single limit bodily injury and property damage for each occurrence and shall be not less than $1,000,000 unless another amount is specified below and shows approval by C/CAG Staff.

d. Insurance Limits; Insured Entities; Breach. Required insurance shall include: Required Approval by Amount C/CAG Staff if under $ 1,000,000

1. Comprehensive General Liability $ 1,000,000 ___________ 2. Workers’ Compensation $ Statutory ___________ 3. Professional Liability $1,000,000 ___________ 4. Motor Vehicle Liability $1,000,000 ___________

C/CAG and its officers, agents, employees and servants shall be named as

additional insured on any such policies of insurance, which shall also contain a provision that the insurance afforded thereby to C/CAG, its officers, agents, employees, and servants shall be primary insurance to the full limits of liability of the policy, and that if C/CAG, or its officers, agents, employees, and servants have other insurance against a loss covered by such a policy, such other insurance shall be excess insurance only.

In the event of the breach of any provision of this section, or in the event any notice is received which indicates any required insurance coverage will be diminished or canceled, the C/CAG Chairperson, at his/her option, may, notwithstanding any other provision of this Agreement to the contrary, immediately declare a material breach of this Agreement and suspend all further work and payment pursuant to this Agreement.

9. Compliance with All Laws. Consultant shall at all times comply with all applicable

federal, state, San Mateo County, and municipal laws, ordinances, and regulations, including without limitation those regarding services to disabled persons, including any requirements of Section 504 of the Rehabilitation Act of 1973. In the event of a conflict between the terms of this Agreement and any applicable State, Federal, San Mateo County, or municipal law or regulation, the requirements of the applicable law or regulation will take precedence over the requirements set forth in this Agreement. Consultant will timely and accurately complete, sign, and submit all necessary documentation of compliance.

10. Non-discrimination. Consultant and any subconsultants performing the services on

behalf of Consultant shall not discriminate or permit discrimination against any person or group of persons on the basis of race, color, religion, national origin or ancestry, age, sex, sexual orientation, marital status, pregnancy, childbirth or related conditions, medical

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condition, mental or physical disability or veteran’s status, or in any manner prohibited by federal, state or local laws.

11. Substitutions. If particular persons or classifications are identified in Exhibit A as

working on this Agreement, Consultant will not assign others to work in their place without the prior written consent of the C/CAG Executive Director. Any substitution shall be with a person or classification of commensurate experience and knowledge unless otherwise authorized by the C/CAG Executive Director.

12. Sole Property of C/CAG. Work products of Consultant which are delivered under this Agreement or which are developed, produced and paid for under this Agreement, shall be and become the property of C/CAG. Consultant shall not be liable for C/CAG’s use, modification or re-use of products without Consultant’s participation or for purpose other than those specifically intendent pursuant to this Agreement.

13. Record Retention; Right to Monitor and Audit.

a. Consultant shall maintain all required records relating to services provided under this Agreement for three (3) years after C/CAG makes final payment and all other pending matters are closed, and Consultant shall be subject to the examination and/or audit by C/CAG, a Federal grantor agency, and the State of California.

b. Consultant shall comply with all program and fiscal reporting requirements set forth by applicable Federal, State, and local agencies and as required by C/CAG.

c. Consultant agrees upon reasonable notice to provide to C/CAG, to any Federal or State department having monitoring or review authority, to C/CAG’s authorized representative, and/or to any of their respective audit agencies access to and the right to examine all records and documents necessary to determine compliance with relevant Federal, State, and local statutes, rules, and regulations, to determine compliance with this Agreement, and to evaluate the quality, appropriateness, and timeliness of services performed.

14. Permits/Licenses. If any license, permit, or approval is required to perform the work or

services required by this Agreement, Consultant bears the responsibility to obtain said license, permit, or approval from the relevant agency at Consultant’s own expense prior to commencement of said work/services. Failure to do so will result in forfeit of any right to compensation under this Agreement.

15. Merger Clause; Amendments. This Agreement, including Exhibits A and B attached hereto and incorporated herein by reference, constitutes the sole agreement of the parties hereto with regard to the matters covered in this Agreement, and correctly states the rights, duties and obligations of each party as of the document’s date. Any prior agreement, promises, negotiations or representations between the parties not expressly stated in this Agreement are not binding. All subsequent amendments shall be in writing and signed by the C/CAG Chair. In the event of a conflict between the terms, conditions or specifications set forth herein and those in Exhibit A or B attached hereto, the terms,

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conditions or specifications set forth herein shall prevail. 16. Governing Law. This Agreement shall be governed by the laws of the State of

California, without regard to its choice of law rules, and any suit or action initiated by either party shall be brought in the County of San Mateo, California.

17. Notices. All notices hereby required under this agreement shall be in writing and delivered in person or sent by certified mail, postage prepaid and addressed as follows:

City/County Association of Governments of San Mateo County 555 County Center, 5th Floor

Redwood City, CA 94063 Attention: John Hoang

Notices required to be given to Consultant shall be addressed as follows:

Peninsula Traffic Congestion Relief Alliance (Commute.org)

400 Oyster Point Blvd., Suite 409 South San Francisco, CA 94080

Attention: John Ford

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IN WITNESS WHEREOF, the parties hereto have affixed their hands on the day and year first above written. Peninsula Traffic Congestion Relief Alliance (Commute.org) (Consultant)

By ________________________________________ ________________________ Cliff Lentz, Chair Date

City/County Association of Governments of San Mateo County (C/CAG)

By Maryann Moise Derwin Date C/CAG Chair C/CAG Legal Counsel By Matthew J. Sanders, C/CAG Counsel

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Board of Directors Consent Agenda Item #D DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Funding Agreement with C/CAG for Countywide Voluntary Trip Reduction Program INTRODUCTION Presenting to the board for acceptance the funding agreement with C/CAG for the Transportation Fund for Clean Air (TFCA) Program to provide the Countywide Voluntary Trip Reduction Program for FY 2019-2020. BACKGROUND C/CAG’s board of directors approved the funding agreement at their June 13, 2019 meeting. The TFCA funds are derived from a Vehicle Registration Fee surcharge provided to C/CAG by the Bay Area Air Quality Management District (BAAQMD). C/CAG acts as the Program Manager for the TFCA program in San Mateo County. The approved funding agreement calls for funding in the amount of $600,000 to support Commute.org’s program of work related to reducing the number of single occupant vehicle trips in San Mateo County. ACTION Chair Lentz requests discussion and/or acceptance of the funding agreement.

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TFCA Agreement Alliance FY 2019-2020

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FISCAL YEAR 2019-2020 TFCA FUNDING AGREEMENT BETWEEN

THE CITY/COUNTY ASSOCIATION OF GOVERNMENTS AND

COMMUTE.ORG This 2019-2020 TFCA Funding Agreement (“Agreement”), effective as of July 1, 2019 (“Effective Date”), is made and entered into between the City/County Association of Governments or C/CAG, a joint powers agency hereinafter referred to as "Program Manager," and Commute.org, a joint powers authority, hereinafter referred to as "Project Sponsor".

SECTION I RECITALS: 1) The Bay Area Air Quality Management District, hereinafter referred to as "Air District,"

is authorized under Health and Safety Code Sections 44223 and 44225 to levy a fee on motor vehicles. Funds generated by the fee are referred to as the Transportation Fund for Clean Air (TFCA) and are used to implement projects to reduce air pollution from motor vehicles.

2) Health and Safety Code Section 44241 limits expenditure of collected revenues to

specified transportation control measures included in the plan adopted by the Air District pursuant to Health and Safety Code Sections 40233 and 40717, and limits the allocation of the funds to public agencies within the Air District's jurisdiction.

3) Health and Safety Code Section 44241(d) stipulates that forty (40) percent of funds

generated within a county where the fee is in effect shall be allocated by the Air District to one or more public agencies designated to receive the funds.

4) The Air District has been notified, in a communication dated July 29, 1992, that the

Program Manager is the duly authorized recipient of forty (40) percent of the funds collected in San Mateo County, and has been so designated by resolutions adopted by the San Mateo County Board of Supervisors and by the City Councils of a majority of the cities representing a majority of the population in the incorporated area of the county. The resolutions specify the terms and conditions for the expenditure of funds by the Program Manager.

5) The role of the Program Manager is to administer the Transportation Fund for Clean Air

(TFCA) County Program Manager funds. This includes the preparation of an expenditure plan for approval by the C/CAG Board of Directors and the Air District Board of Directors, project sponsor oversight, preparation and submittal of the Funding Status and Final reports and TFCA County Program Manager fund audit support.

6) On March 14, 2019, the Program Manager approved projects for TFCA funding,

including $600,000 to fund the Countywide Voluntary Trip Reduction Program for Fiscal Year 2019-2020 as set forth in Attachment A and incorporated herein (hereinafter referred to as ”Project”).

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7) The Program Manager and Project Sponsor, pursuant to Health and Safety Code Section

44241, hereby enter into this Agreement to implement the Project to improve air quality in the San Francisco Bay Area Air Basin.

SECTION II

PROJECT SPONSOR AGREES: 1) To apply all funds received under this Agreement to the Project, consistent with the

mutually agreed to terms and conditions contained in this Agreement. 2) To maintain, at all times during the term of this Agreement, a separate account or sub-

ledger for all funds received under this Agreement and to withdraw funds from this separate account.

3) To maintain, or cause to be maintained adequate records to document and demonstrate to

the Program Manager, Air District staff and auditors the receipt and expenditures of TFCA funds.

4) To allow the Program Manager and the Air District to audit all expenditures relating to

the project funded through this Agreement. For the duration of the project as described in Attachment A and for five (5) years following completion of the Project, Project Sponsor will make available to the Program Manager, Air District staff, or to an independent auditor selected by the Air District all records relating to Project performance and expenses incurred in implementing the Project.

5) To maintain employee time sheets documenting those hourly labor costs incurred in the

implementation of the Project, which are paid with funds received under this Agreement, or to establish an alternative method to document staff costs charged to the Project.

6) All TFCA funds allocated to Project Sponsor will be distributed on a cost reimbursement

basis, on the basis of documented legitimate expenditures for the intended purpose of the Project. Legitimate documented expenditures shall be defined as those described in Attachment B and incorporated herein. Costs will be reimbursed only to the amount of the TFCA funds authorized by this Agreement. In no event shall the Program Manager be required to provide any funding to the Project Sponsor under this Agreement unless such funds are first provided to the Program Manager by the Air District.

7) To keep necessary records of the performance of the Project in order to expedite

evaluation of emissions reductions achieved from implementation of the Project. 8) To submit reports to the Program Manager as follows:

a) Annual Report: The Project Sponsor shall submit an annual report to the Program Manager within (4) months of the end of each fiscal year which itemizes (a) the expenditure of the funds, (b) progress to date in the implementation of the Project and (c) the results of the monitoring of the

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performance of the Project. The Program Manager shall submit the annual reports on Air District-approved report forms annually until the Project is completed.

9) To use both the Air District’s and C/CAG’s approved logos for the TFCA project implemented directly by the Project Sponsor under this Agreement, as specified below:

a) the logo will be used on signs posted at the site of any construction;

b) the logo will be displayed on any vehicles operated with or obtained as part of the Project;

c) the logo will be used on any public information material relating to a

Project, such as websites and printed materials, including transit schedules, brochures, handbooks, maps and other promotional materials; and

d) Project Sponsor will demonstrate to the Program Manager through

photographs of vehicles and copies of press releases that Air District and C/CAG logos are used and displayed as required.

10) To acknowledge the Air District as a funding source in any related articles, news releases

or other publicity materials for the Project which are implemented directly by the Project Sponsor.

11) Project Sponsor shall provide Program Manager certificates and/or other evidence of the

insurance coverage required below. Project Sponsor shall obtain and maintain in full force and effect insurance as set forth below. Failure to obtain and maintain the insurance coverage and to comply with all insurance requirements shall be deemed a breach of this Agreement.

a) Liability insurance with a limit of not less than $1,000,000 per occurrence.

Such insurance shall be of the type usual and customary to the business of the Project Sponsor and to the operation of the vehicles, vessels, engines, or equipment operated by the Project Sponsor.

b) Property insurance in an amount of not less than the insurable value of

Project Sponsor’s vehicles, vessels, engines or equipment funded under the Agreement and covering all risks of loss, damage or destruction of such vehicles, vessels, engines or equipment.

12) All funds received under this Agreement shall be expended only in accordance with all

applicable provisions of the law for the project that is implemented directly by the Project Sponsor.

13) To return to the Program Manager all funds that are not expended in accordance with

applicable provisions of law. 14) To the extent not otherwise prohibited by law, and to the extent required by the California

Public Records Act (California Government Code section 6250 et seq.), to place in the

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public domain any software, written document, or other product developed with funds received through this Agreement.

15) If TFCA funds are used for the purchase of any vehicle(s), Project Sponsor must either

obtain approval from the Program Manager for alternative use of the vehicle(s) or return to the Program Manager any funds realized from the sale of any vehicle(s) purchased with TFCA funds if such reuse or sale occurs within the industry standards for the useful life from the date of purchase of the vehicle(s). The amount of funds returned to the Program Manager shall be proportional to the percentage of TFCA funds originally used to purchase the vehicle(s).

16) Project Sponsor will complete the Project by June 30, 2020. 17) Project Sponsor must sign this Agreement within sixty (60) days after the Program

Manager has transmitted it to them in order to remain eligible for the granted TFCA funds. Program Manager may grant a one-time extension of thirty (30) days to the applicant for just cause.

18) Unless authorized by the Program Manager, if no status reports and/or reimbursement

requests are received from the Project Sponsor within one (1) year from the date of execution of the Agreement the Project will be considered for cancellation and the funds reprogrammed.

SECTION III

PROGRAM MANAGER AGREES: 1) To distribute TFCA funds allocated to the Project Sponsor only on a cost reimbursement

basis, on the basis of documented legitimate expenditures for the intended purpose of the Project. Costs will be reimbursed only to the amount of the TFCA funds authorized by this Agreement. In no event shall the Program Manager be required to provide any funding to the Project Sponsor under this Agreement unless such funds are first provided to the Program Manager by the Air District.

2) To reimburse costs from the execution of this Agreement through June 30, 2020. 3) To provide timely notice prior to conducting an audit. 4) To provide the Project Sponsor, and any other requesting party, a copy of the fiscal and

performance audits as specified in Section 44242 of the Health and Safety Code. 5) To provide the Project Sponsor with all Project Sponsor reporting forms required for the

Project Sponsor to submit pursuant to this Agreement, including the Semi-Annual Funding Status Report and Annual Report required pursuant to Section II.8 above.

SECTION IV IT IS MUTUALLY AGREED:

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1) Term: This Agreement will remain in effect for three (3) years after the completion of

the Project, unless it is terminated as provided below. 2) Termination: Either party may terminate this Agreement at any time by giving written

notice of termination to the other party which shall specify the effective date thereof. Notice of termination under this paragraph shall be given at least ninety (90) days before the effective date of such termination. This Agreement will also terminate at the end of the fiscal year during which the City/County Association of Government loses designation as Program Manager for San Mateo County.

3) Indemnity: Project Sponsor shall indemnify and hold harmless the Air District, its

employees, agents, representatives, and successors-in-interest against any and all liability, loss, expense, including reasonable attorneys’ fees, or claims for injury or damages arising out of their performance of the project or operation or use of the equipment that is subject to this Agreement. Project Sponsor shall indemnify and hold harmless the Program Manager, its employees, agents, representatives, and successors-in-interest against any and all liability, loss, expense, including reasonable attorneys’ fees, or claims for injury or damages arising out of their performance of the Project or operation or use of the equipment that is subject to this Agreement. Program Manager shall indemnify and save harmless the Project Sponsor from all claims, suits or actions resulting from the performance by Program Manager of its duties under this Agreement. In the event that, for any reason other than Program Manager’s sole misconduct, the Air District seeks return of funds already distributed to the Project Sponsor pursuant to this Agreement, the Project Sponsor shall indemnify and reimburse the Program Manager in the amount the Program Manager is required to return to the Air District under the funding Agreement between the Program Manager and the Air District.

4) Notices: Any notice which may be required under this Agreement shall be in writing,

shall be effective when received, and shall be given by personal service, by U.S. Postal Service mail, or by certified mail (return receipt requested), to the address set forth below, or to such addresses which may be specified in writing to the parties hereto.

John Ford Commute.org 400 Oyster Point Blvd, Suite 409 South San Francisco, CA 94080 650-588-8170

John Hoang City/County Association of Governments 555 County Center, 5th Floor Redwood City, CA 94063 650-363-4105

5) Additional Acts and Documents: Each party agrees to do all things and take all such

actions, and to make, execute and deliver such other documents and instruments, as shall be reasonably requested to carry out the provisions, intent and purpose of this Agreement.

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6) Integration: This Agreement represents the entire agreement of the parties with respect to the funds initially allocated to be spent in FY 2019-2020 described in this Agreement, and no representation, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in other contemporaneous written agreements.

7) Amendment: This Agreement may not be changed, modified or rescinded except in

writing, signed by all parties hereto, and any attempt at oral modification of the Agreement shall be void and of no effect. Any change in the project scope shall constitute an amendment under this Agreement.

8) Independent Contractor: Project Sponsor renders its services under this Agreement as an

independent contractor. None of the Project Sponsor's agents or employees shall be agents or employees of the Program Manager. This paragraph does not apply to elected officials serving concurrently on the governing boards of the Project Sponsor, Program Manager or the Air District.

9) Assignment: This Agreement may not be assigned, transferred, hypothecated, or pledged

by any party without express written consent of the other party. 10) Severability: Should any part of this Agreement be declared unconstitutional, invalid, or

beyond the authority of either party to enter into or carry out, such decision shall not affect the validity of the remainder of this Agreement which shall continue in full force and effect; provided that, the remainder of this Agreement can, absent the excised portion, reasonably be interpreted to reflect the intentions of the parties.

11) Force Majeure: Neither the Project Sponsor nor the Program Manager shall be liable or

deemed to be in default for any delay or failure in performance under this Agreement or interruption of services, directly or indirectly, from acts of God, civil or military authority, acts of public enemy, war, strikes, labor disputes, shortages of suitable parts, materials, labor or transportation, or any similar cause beyond the reasonable control of the Project Sponsor or Program Manager.

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12) Governing Law: This Agreement shall be construed and interpreted and the legal

relations created thereby shall be determined in accordance with the laws of the State of California.

IN WITNESS WHEREOF, Project Sponsor and Program Manager have entered into this 2019-2020 TFCA Funding Agreements of the Effective Date set forth above. FOR PROJECT SPONSOR: FOR PROGRAM MANAGER: By: __________________________ By: _______________________________

Cliff Lentz, Chair Maryanne Moise Derwin, Chair Commute.org City/County Association of Governments Approved as to form: Approved as to form: By:__________________________ By:_________________________________ Commute.org C/CAG Legal Counsel Legal Counsel

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ATTACHMENT A

COUNTYWIDE VOLUNTARY TRIP REDUCTION PROGRAM

PROJECT INFORMATION

A. Project Number: 20SM01 B. Project Title: Countywide Voluntary Trip Reduction Program C. TFCA Program Manager Funds Allocated: $600,000

D. TFCA Regional Funds Awarded (if applicable):$___________

E. Total TFCA Funds Allocated (sum of C and D):$600,000

F. Total Project Cost: $ 1,596,000 Indicate the TFCA dollars allocated (C, D and E) and total project cost (F). Data from Line E

(Total TFCA Funds) should be used to calculate C-E.

G. Project Description:

Commute.org (the “Project Sponsor”) provides Transportation Demand Management (TDM) programs in San Mateo County as part of a region wide network of TDM services provided in collaboration and partnership with the Regional Rideshare Program, 511 Contra Costa, San Francisco’s Office of the Environment, Solano Napa Commuter Information, and various transportation agencies in the Bay Area to encourage use of transportation alternatives such as carpools, vanpools and transit. Efforts are targeted primarily at commute trips.

Project Sponsor will use TFCA funds to complete specific activities as described below:

• Employer Based Shuttle Program Development and Management: a) continue to provide safe and reliable employer based shuttle services between employment sites and public transit stations (Caltrain, BART, San Francisco Bay Ferry); b) continue to work with existing and new private-sector partners (“consortiums”) to attract and retain additional ridership; c) maximize satisfaction of shuttle consortiums and their employees and residents; d) provide employers, property managers, residents, and multi-tenant residential communities shuttle services that are financially sustainable in a cost effective manner that do not duplicate existing fixed route services.

• Employer Programs: Project Sponsor conducts marketing and outreach to employer work sites in San Mateo County providing commuter benefits consulting services to encourage employers to provide alternative commute benefits or programs to their employees. San Mateo County employers are eligible to utilize the agency’s transportation demand management software platform (“STAR”) to provide their employees with ridematching, trip logging, trip planning, gamification tools, and impact reports that will encourage and measure mode shift from drive-alone to alternative commute modes.

• Commuter Programs: Project Sponsor also reaches commuters directly as opposed to through their employers. Direct commuter outreach includes residential and community

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marketing, contests, and communications. San Mateo County commuters are eligible to utilize the STAR platform to help with ridematching, trip logging, trip planning, and personal impact reports that will encourage and measure their mode shift from drive-alone to alternative commute modes.

• Incentive Programs:

o Project Sponsor provides a “New Carpooler Commuter Incentive.” Drive-alone commuters, who live in, work in, go to school in, and/or commute through San Mateo County and who make at least 15 carpooling trips over a three-month period are eligible to receive an incentive of up to $50 per participant. Program has been expanded to include participants who use dynamic carpooling apps such as Scoop and Waze Carpool. Traditional (non-app-based) carpools can also qualify for the incentives when commuters log their trips in the STAR platform.

o Project Sponsor provides a “New Vanpooler Rider Incentive.” Drive-alone commuters, who live in, work in and/or commute through San Mateo County and who switch to vanpooling to work are eligible to receive a financial incentive of up to $100 per month for three months after the first three months of participating in a vanpool as a passenger.

o Project Sponsor provides a “Vanpool Driver Incentive.” Drivers of vanpools originating in or destined for San Mateo County who keep their vanpools operating for six months as the driver are eligible to receive a financial incentive of up to $500 per driver.

o Project Sponsor provides a “Try Transit Program.” Commuters, who live in, work in and/or commute through San Mateo County can try transit for free by applying for free transit tickets provided by transit agencies in San Mateo County and neighboring partner agencies in surrounding counties.

o Project Sponsor conducts an annual two month “Commuter Challenge” in April and May, Commuters, who live in, work in and/or commute through San Mateo County are encouraged to use commute alternatives including public transit, carpools, vanpools, bicycling or walking during the two-month campaign period. Participants who meet the campaign requirements and register in the Commuter Connections database are eligible for weekly prize drawings and grand prizes (selected randomly from qualified entries).

o Project Sponsor uses the STAR platform to reward non-drive alone commuters with a variety of contests, prize drawings, and challenges throughout the year. The commuters become eligible by logging their commute trips, responding to surveys, engaging in social media activities promoting alternative modes, and earning badges/rewards in the platform. Statistics, including carbon dioxide reduction, commute cost savings, miles traveled by mode, and other measurements are collected and are available for analysis on an individual basis as well as by network and overall program.

• Project Sponsor also provides a “Guaranteed Ride Home Program” for commuters that use the STAR platform. Anyone who works or goes to college in San Mateo County is eligible to participate in the program. If, on a day when the employee or student uses a non-drive alone commute alternative, they have an emergency, then they will be eligible for up to 100% reimbursement of their transportation expenses (subject to program rules

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and regulations). Participants must log their non-drive alone trip on the STAR platform and comply with all program rules and restrictions in order to receive reimbursement (up to $60 per trip).

• Bike Parking Incentives. In an effort to encourage San Mateo County employers and municipalities to support and encourage bicycling to the work place the Project Sponsor offers bicycle parking incentives. The Project Sponsor provides a 50% match for the cost of purchasing and installing bike parking and repair facilities up to $500 per unit. The applicant purchases and installs the bicycle parking and then applies for reimbursement. Award of the incentives is subject to program rules and regulations which includes a commitment from the applicant to maintain the units.

• Project Sponsor provides a “Commuter Bike Safety Training Program.” Employers in San Mateo County can coordinate with Project Sponsor to provide on-site bicycle safety training seminars for employees. A certified bicycle trainer is provided at no cost to the employer to instruct employees on a wide range of topics that encourage safe cycling. In addition to the seminars, the Project Sponsor produces bicycle safety handbooks (available in both English and Spanish) and co-produces a bicycle map of San Mateo County.

• Website: Project Sponsor has a website, www.commute.org that provides information about all transportation alternatives in San Mateo County, provides shuttle riders with schedule and route information, provides real-time tracking of shuttles, provides information updates on San Mateo County commute conditions, provides employers with access to the commute alternative planning tools and services provided by the Project Sponsor and its partner agencies, and provides links to the websites of our partner agencies and other Bay Area transportation providers.

• Marketing: Project Sponsor uses a variety of marketing techniques to promote, encourage, and sustain non-drive alone commute alternatives. Marketing includes traditional print and direct mail pieces, ads on digital billboards in and around San Mateo County, ads on SamTrans buses (sides), program informational pieces inside SamTrans buses and Caltrain trains, as well as digital marketing on search engines, social media sites, news web sites, etc. Social media continues to be an important mechanism for the Project Sponsor’s marketing efforts with campaigns on Facebook, Twitter, Instagram, YouTube, LinkedIn and other social media outlets.

• Phone Support: Project Sponsor provides general information about transportation alternatives to driving alone, including HOV, public transit, dhuttles, carpool ridematching, vanpool programs, Bay Area Commuter Benefits program compliance, and Park-and-Ride facility information to callers who call (650) 588-8170 or (650) 588-1600.

H. Final Report Content: Final Report form and final Cost Effectiveness Worksheet

Form 1 – Ridesharing, Shuttles, Transit Information, Rail/Bus Integration, Smart Growth, and Traffic Calming Projects. (Includes Transit Bus Signal Priority.)

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ATTACHMENT B

GUIDELINES FOR ELIGIBLE TFCA REIMBURSABLE COSTS The Transportation Fund for Clean Air (TFCA) enabling legislation allows the vehicle registration fees collected for the program to be used for project implementation costs, as well as administrative project costs. This attachment provides guidance on differentiating and reporting these costs. The Air District will use the definitions and interpretations discussed below in the financial accounting of the TFCA program. The Air District conducts audits on TFCA-funded projects to ensure that the funds have been spent in accordance with the program guidelines and policies. Project Implementation Costs

Project implementation costs are charges associated with implementing a TFCA-funded project including:

• Documented hourly labor charges (salaries, wages, and benefits) directly and solely related to implementation of the TFCA project,

• Capital costs, • Capital equipment installation costs, • Equipment maintenance costs, • Shuttle driver labor costs, • Labor costs related to capital purchases, • Operator or personnel training directly related to project implementation, • Contractor labor charges related to the TFCA project, and • Travel and training costs only if these costs are directly related to the implementation of

the TFCA-funded project (e.g., the cost of training mechanics to service TFCA-funded natural gas clean air vehicles).

The Project Sponsor may seek reimbursement for these costs by providing proper documentation with project invoices. Such documentation must show how the project implementation costs were calculated, for example, by listing the date when the hours were worked, employee job title, employee hourly pay rates, tasks, and total charges. Documentation of hourly charges may be provided with time sheets or any other generally accepted accounting method to allocate and document staff time.

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Board of Directors Consent Agenda Item #E DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: MOU for Climate Corps AmeriCorps Fellow Program for FY 2019-2020 ________________________________________________________________________ INTRODUCTION

For the past three years, Commute.org has been hosting Fellows from the Climate Corps AmeriCorps program. The fellows have the title of Sustainable Transportation Associate and work with the agency of a wide variety of projects for a ten-month period.

For Commute.org to continue with the program beyond the currently placed fellow, a new Memorandum of Understanding (MOU) is required each year. The new MOU will allow Commute.org to work with Bay Area Community Resources (BACR), AmeriCorps’ regional affiliate, to recruit, interview, and possibly select one fellow for another ten-month period. As part of AmeriCorps, a federally-funded national and community service program, AmeriCorps members commit to a one-year term of service in a full-time (1,700 hour) position.

The position has been included in the draft budget for FY 2019-2020.

ACTION

Authorize the Executive Director to execute the MOU with BACR for FY 2019-2020.

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Memorandum of Understanding (MOU) between

Bay Area Community Resources and Commute.org September 1, 2019 – August 31, 2020

SUBJECT: Climate Corps AmeriCorps This MEMORANDUM OF UNDERSTANDING is hereby made and entered into by and between Bay Area Community Resources, hereinafter referred to as BACR and Commute.org, hereinafter referred to as “Commute.org”. Collectively, BACR and Commute.org are hereinafter referred to as the “Parties.” ARTICLE I – BACKGROUND AND OBJECTIVES BACR is collaborating with public and nonprofit organizations across the state of California to recruit, train, and place AmeriCorps Fellows at public and nonprofit organizations, where they will assist in implementing greenhouse gas reduction programs or other sustainability projects. The Fellows’ term of service is from September 1, 2019 to July 15, 2020. While working for the Commute.org, Fellows will complete 1,700 hours total to receive an End of Program Segal AmeriCorps Education Award of $6,095. During their term of service, Fellows will implement programs that save energy, water, or waste; reduce greenhouse gas (GHG) emissions; educate students in classrooms; help develop Greenhouse Gas Inventories, Climate Action Plans, and other capacity-building documents; or outreach to raise community engagement. Fellows will ideally devote an average minimum of 24 hours per week to directly working on emissions, water, waste, or energy reduction. If a Fellow is unable to complete their full 1,700 hours by July 15 due to any unforeseen circumstances during their term they may, at the discretion of BACR and the agency, be allowed time to complete their hours at the agency, or at another approved agency where there are service opportunities available. The last day Fellows are eligible to earn hours for the 2019-2020 program year will be August 31, 2020. The objectives of the program are as follows:

● Commute.org will be able to report measurable reductions in GHGs, energy, water, or waste at the end of the placement.

● Fellows will be able to develop a practical skill set and expertise in the realm of climate change management at the community level.

● Commute.org communities will be able to increase community participation towards further GHG reductions through volunteer opportunities that are created and/or increased through the participation of the Fellow.

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The Parties will work together to promote the partnership, and its benefits to the Project and community at large. ARTICLE II – STATEMENT OF PROJECT ACTIVITIES BACR agrees to:

● Be the official employer-of-record for the AmeriCorps Fellow. ● Pay the Fellow a living stipend of $2,115/month, as well as provide coverage options for

healthcare, childcare, and student loan deferment. ● Recruit, screen, and select an AmeriCorps Fellow for a commitment of 1,700 hours over

a period of 10.5 months. Commute.org will assist in the recruitment and selection of Fellow, including, without limitation, developing a position description, conducting interviews, and participating in the final selection. If the Commute.org ultimately fails to select a Fellow, Commute.org will pay BACR a $2,500 fee for the recruiting effort promptly following receipt of an invoice from BACR.

● Train and support Fellow with a comprehensive training program that includes a training manual, a week-long orientation led by an array of experts, monthly trainings, an overnight mid-year retreat, supervision meetings, and semi-annual performance reviews.

● Work with the Commute.org to develop a specific Scope of Work plan for Fellow that aligns with the GHG reduction initiatives provided by Commute.org.

● Define and develop metrics for the Fellow to measure and track the progress of resource reduction, K-12 education, capacity building, or community outreach throughout the placement.

● Define and implement any corrections to Fellow’s plan determined to be necessary based on feedback collected from Fellow and Commute.org.

Commute.org agrees to:

● Provide one to three specific GHG reduction initiatives that Fellow can work on during their term of service. Initiatives must be well-defined, approved for implementation and include specific GHG reduction targets, or have the capacity to define specific reduction targets. Commute.org will work with BACR to finalize a mutually agreed-upon work plan no sooner than 1 week after the Fellow begins work.

● Ensure that Fellows do not work directly on fundraising or grant-writing efforts. ● Assign a Site Supervisor who will be available to devote no fewer than four (4) hours per

month of one-on-one time with Fellow. ● Complete monthly verbal reporting to BACR in regional supervisor check-in meetings,

indicating whether progress is being made on the initiatives. ● Provide feedback on program’s effectiveness: three times a year, fill out and submit an

evaluation form to provide feedback on Fellow activities and offer data on specific resource or GHG reduction metrics.

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● Attend or send a representative to the Partner Orientation (via webinar). ● Only hire Fellow to work part-time in program or service area unrelated to BACR

community service programs; Agency may not hire the AmeriCorps Fellow to work full-time until and unless Fellow completes his/her entire program year of service.

● Allow BACR to share results from this program through grant reporting and other means as BACR deems appropriate.

● Support and encourage the promotion of National Service through the following: ○ Posting AmeriCorps and National Service information at all service sites ○ Ensuring Fellows wear appropriate uniforms or AmeriCorps pin as required by

BACR ○ Allowing Fellows to leave program site to participate in pre-arranged National

Service identity activities and monthly training days. ● Desired, but not required, to provide program-wide support through either

○ Delivery of at least 1 all-day training event for all Fellows or ○ Speaking during a session at 1 all-day training event for all Fellows

ARTICLE III – TERM OF AGREEMENT This MOU will become effective on the date of final signature and shall continue in full force and effect through August 31, 2020. ARTICLE IV – KEY OFFICIALS The individuals listed below are identified as key personnel considered essential to the project being performed under this Memorandum of Understanding For BACR Job Title: Program Director Name: Bailey Hall Address: 899 Northgate Dr. Suite #410, San Rafael CA 94903 Phone Contact: 714-396-5268 Email Contact: [email protected] For Commute.org: Job Title Commuter Programs Manager Name Kim Comstock Address 400 Oyster Point Blvd., Suite 409, South San Francisco, CA Phone Number 650-588-8170 Email Contact [email protected]

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No change in key officials will be made by either BACR or Commute.org without written notification thirty days in advance of the proposed change. The notification will include a justification in sufficient detail to permit evaluation of the impact of such a change on the scope of work. ARTICLE V –PAYMENT Commute.org will provide BACR with $25,000 per Fellow, and requests one (1) Fellow for the coming program year for a total payment amount of $25,000 to support the implementation of the program. Commute.org will receive invoices prior to the scheduled payment date. This payment will be made according to the following schedule:

• Payment 1: o Due: November 30, 2019 o Amount: $12,500

• Payment 2: o Due: January 31, 2020 o Amount: $6,250

• Payment 3: o Due: March 31, 2020 o Amount: $6,250

ARTICLE VI - TERMS It is mutually agreed by all Parties to this MOU that:

● The Parties will review the effectiveness of the MOU after each participating year and evaluate potential modifications that more adequately address the purpose of this MOU.

● In the event that a Party no longer approves implementation of any of the provisions referenced in this MOU, the individual Parties agree to promptly confer to determine what, if any, modifications to this MOU should be made to address the issue(s) of concern.

● In the event that a Party no longer desires to be a part of this MOU or any modification(s), then the individual Party in their sole discretion may terminate their relationship within this MOU.

● In the event that an AmeriCorps Member is hired to begin after the start of the program, the full match will still be required. All full-time AmeriCorps Members receive the same benefits and are expected to finish 1,700 hours regardless of their start date so the cost remains the same.

● In the event that an AmeriCorps Member leaves the program prior to July 15, 2020, a pro-rated amount will be issued for match funds up until April 30, 2020. Pro-rated amounts are determined by the following equation: Total partner match divided by

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number of total stipend payments planned for the AmeriCorps Member multiplied by actual number of stipend payments distributed. The match is used throughout the year for AmeriCorps Member stipends, benefits, training, and programmatic costs; all Agency match funds will have been absorbed by the program by the April 30, 2020 deadline so no pro-rated amount will be issued after that date.

● Written notice must be provided by the Party desiring to withdraw from the MOU at least thirty days prior to termination.

● Each Party agrees that it will be responsible for its own acts and the results thereof and shall not be responsible for the acts of the other Party and the results thereof. Each Party, therefore, agrees that it will assume all risk and liability to itself, its agents or employees, for any injury to persons or property resulting in any manner from the conduct of its own operations, and the operation of its agents or employees under this MOU, for any loss, cost, damage, or expense resulting at any time from any and all causes due to any act or acts, negligence, or the failure to exercise proper precautions, of or by itself or its agents or its own employees, while occupying or visiting the premises under and pursuant to the MOU.

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ARTICLE VII – AUTHORIZING SIGNATURES IN WITNESS HEREOF, the parties hereto have executed this MOU on the date(s) set forth below. Bay Area Community Resources ___________________________________ ______________________ Marty Weinstein Date BACR CEO ___________________________________ ______________________ Bailey Hall Date Program Director Commute.org ___________________________________ ______________________ John Ford Date Executive Director

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Board of Directors Agenda Item #1 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Presentations on Bike to Work Day, 2019 Commuter Challenge, and SMCTA

Strategic Plan/Mobility Action Plan _____________________________________________________________________ INTRODUCTION Chair Lentz advises that Mary Thomasmeyer and Betsy Juarez, will present reports on the annual Bike to Work Day and 2019 Commuter Challenge. The Bike Commuter of the Year for San Mateo County, Avana Andrade, will be presented with her BCOY award. Grand Prize winners from the Commuter Challenge have been invited to the meeting to receive their prizes during the presentation.

Chair Lentz also advises that Jessica Epstein, Government & Community Affairs Officer for San Mateo County Transit District, will present on the SMCTA Strategic Plan and the Us-101 Mobility Action Plan (MAP). In 2018 the voters approved Measure W, a half-cent sales tax for transportation in San Mateo County. The TA will manage fifty percent of the measure. Currently, the agency is determining how to best evaluate projects so that those of greatest merit are priorities for future funding through the development of its 2020-2024 Strategic Plan. MAP is a regional, multi-agency effort to move more people with fewer cars on the US-101 corridor in San Francisco, San Mateo, and Santa Clara counties. The study is looking at how people travel along US-101 today, the mobility barriers they experience and how they might travel in the future.

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Board of Directors Agenda Item #2 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Board Chair’s Report ________________________________________________________________________ INTRODUCTION Board Chair Cliff Lentz will present an oral report to the board. Chair Lentz’s report includes the following:

1. Opening on the Supervisory Committee for two members. The position is open to a City Manager or his/her designee from any of the member cities, towns, or county - or - a representative from a private company, transit agency or other interested constituent. Please contact John Hoang (Supervisory Committee Chair) or John Ford (Executive Director) for more information.

2. Requests for feedback on the performance of the Executive Director will be sent to board members over the summer. Mr. Ford’s performance evaluation will be on the September 2019 agenda.

3. Update on the San Mateo 101 Express Lanes Project.

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Board Meeting Agenda Item #3 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: FY 2019-2020 Work Plan and Budget ________________________________________________________________________ INTRODUCTION Presenting to the Board the FY 2019-2020 Work Plan and Budget. BACKGROUND Chair Lentz advises that Mr. Ford will present the proposed Budget and Work Plan for the upcoming fiscal year to the board for review and action. The proposed Budget and draft Work Plan are included in the packet. The Work Plan guides the agency on a program of work for the fiscal year. The Work Plan is also used to generate the Scope of Work documents that are included in the funding agreements with agencies that provide grant funding to Commute.org. The Finance Committee provided recommendations and modifications to the proposed budget. The Supervisory Committee has also reviewed the proposed budget and contributed to the Work Plan document and presentation. The proposed budget, on the recommendation of the Finance Committee, includes a 4.0% Cost of Living Adjustment (COLA) for all agency staff. The ABAG Bay Area consumer price index calculations for April are used to calculate the annual rate for the agency’s COLA percentage. ACTION Chair Lentz requests discussion and/or approval of the FY 2019-2020 Work Plan and Budget.

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Commute.orgFY 2019/2020 Budget

FY 2018/2019 FY 2018/2019 FY 2019/2020 FY 2019/2020Approved Budget Projected thru 6/30 Draft Budget % Change

Fund Balance at Beginning of Year 823,626$ 823,626$ 1,065,385$ -

REVENUEC/CAG AB 434 (TFCA) 600,000$ 600,000$ 600,000$ 0.0%C/CAG Congestion Relief 510,000$ 510,000$ 510,000$ 0.0%C/CAG Carpool 2.0 175,000$ 130,000$ 200,000$ 14.3%Shuttle Revenue - Consortium 849,300$ 838,114$ 872,300$ 2.7%Shuttle Revenue - Grants 1,542,400$ 1,335,906$ 1,490,900$ -3.3%Shuttle Revenue - TA Admin/Marketing 90,200$ 78,060$ 88,000$ -2.4%SMCTA Measure A ACR Funding 470,000$ 470,000$ 486,000$ 3.4%Misc. Revenue 6,000$ 8,200$ 6,000$ 0.0%Interest/Earnings -$ -$ -$ -

Total Revenue 4,242,900$ 3,970,280$ 4,253,200$ 0.2%

Total Sources of Funds 5,066,526$ 4,793,906$ 5,318,585$ 5.0%

EXPENDITURESSalaries/Employer Taxes* 830,000$ 642,300$ 802,400$ -3.3%Health/Insurance Benefits* 91,800$ 67,100$ 87,700$ -4.5%CalPERS Employer Contributions* 77,577$ 63,500$ 79,700$ 2.7%CalPERS Unfunded Liability Contributions* 31,000$ 29,983$ 39,400$ 27.1%CalPERS OPEB Contributions 14,800$ 14,808$ 15,251$ 3.0%Office Lease 75,000$ 72,455$ 77,500$ 3.3%Mileage/Transit Reimburse 6,000$ 6,600$ 8,000$ 33.3%Equipment Lease & Maintenance 10,000$ 7,300$ 8,000$ -20.0%Advertising 125,000$ 104,000$ 125,000$ 0.0%Office Supplies 10,000$ 6,000$ 8,000$ -20.0%Memberships & Publications 7,500$ 7,500$ 7,500$ 0.0%Program Promotions 24,000$ 18,645$ 24,000$ 0.0%Meetings & Events 17,200$ 14,400$ 17,500$ 1.7%Education & Training 8,000$ 3,000$ 8,000$ 0.0%Incentives/Subsidies/GRH 190,000$ 142,000$ 200,000$ 5.3%Bicycle Infrastructure & Education** 20,000$ 5,000$ 20,000$ 0.0%TDM Software License & Support 80,000$ 80,000$ 80,000$ 0.0%Shuttle Services 2,336,700$ 2,131,560$ 2,323,100$ -0.6%Shuttle Contingency*** 20,000$ -$ 20,000$ 0.0%Printing Services 25,000$ 20,000$ 25,000$ 0.0%Professional Services 110,000$ 100,000$ 127,000$ 15.5%Legal Services 36,000$ 20,000$ 36,000$ 0.0%Fiscal Agent & Audit Services 120,000$ 85,110$ 90,000$ -25.0%IT Support & Services 50,000$ 60,000$ 65,000$ 30.0%Telephone & Internet 7,200$ 5,210$ 6,500$ -9.7%Bank Fees 2,500$ (250)$ 500$ -80.0%Postage 16,000$ 10,500$ 12,000$ -25.0%General Insurance 13,000$ 10,500$ 13,000$ 0.0%Vehicle Lease/Service 1,500$ 1,300$ 1,500$ 0.0%

Total Expenditures 4,355,777$ 3,728,521$ 4,327,551$ -0.6%

Fund Balance at End of Year 710,749$ 1,065,385$ 991,034$ 39.4%

Net Inc (Dec) in Fund Balance (112,877)$ 241,759$ (74,351)$ -

FY 2018/2019 FY 2018/2019 FY 2019/2020 FY 2019/2020Approved Budget Projected thru 6/30 Draft Budget % Change

*Includes COLA (4%) / Assumes all current positions filled for full year and one position filled half year**Bicycle Infrastructure previously included in Incentives line item; Bicycle Education previously included in Professional Services line item***Shuttle Contingency equals consortium fees used for additional service or to offset non-contract expenses for shuttle operations

FY 19-20 Draft Board of Directors (6/20/2019)Packet Page 48

1

Work Plan for FY 2019-2020 Work Plan follows format of the Strategic Plan and

becomes the basis for Scope of Work documents

Work Plan is published and serves as roadmap for the activities of the agency throughout the year

Program Areas: Commuters, Employers, Shuttles, Partnerships, Agency Development

Supervisory & Finance Committee’s feedback integrated

Scope of Work includes regular activities plus key initiatives

Work Plan for FY 2019-2020

Key Initiatives:

STAR Platform – Continued Expansion

Commute Profile 2019

Database Improvement Project 2020

Strategic Plan Update

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2

STAR Platform Expansion

Platform launched in September 2016• Challenges / Incentives / Rewards

• GRH program platform

• STAR store introduced in 2017

• Carpool program integrated in 2018

Extend functions/features in FY 2019-2020• Vanpool incentive program integration

• Try Transit program integration

• Premium Network deployment

STAR Platform Expansion

FY 14/15 FY 15/16 FY 16/17 FY 17/18 FY 18/19 (est) FY 19/20 (target)Carpool 2.0 0 0 0 101 1200 2000Vanpool 64 89 86 80 55 100Try Transit 519 910 577 541 400 450Commuter Campaigns 2269 1306 1480 1876 2700 3000Carpool (legacy) 459 264 163 154 57 0

0

1000

2000

3000

4000

5000

6000

Incentive Program Participants (all programs)

5

6

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3

Work Plan Highlights

Commute Profile 2019• Online survey of commuters• Last survey done in 2015

Database Improvement Project 2020• CRM database review (last done 2013)• Bay Area Commuter Benefits Program database for

reconciliation (50+ employee employers)• 5,000+ employers to review/update

Strategic Plan - 5 Year Update• Internal review• Focus groups: Employers, Partners, Commuters• Employer Advisory Committee?

Budget for FY 2019-2020

Overview:

Reserves grew in FY 18-19 due to agency staffing and reduced shuttle service

Main sources of funds same as prior year

Reserve is approx. 24% of annual cash flow

Revenue increases 0.2% from prior year budget

Expenses decrease 0.2% from prior year budget

Assumes current staffing plus one hire (mid-year)

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4

Budget Notes for FY 2019-2020

Finance Committee recommends salary COLA (4.0%) based on annual ABAG inflation data

Employer payment of CalPERS unfunded liability is $39,400 for FY 19-20 (up from $30,000 in FY 18-19)

OPEB Contribution for FY 19-20 increases to $15,300 from $14,800 in FY 18-19

Fiscal Agent and Audit fees are reduced from prior year now that transition is complete and efficiencies have been realized

FY18-19 Projected Actuals vs. FY19-20 Budget

FY 2018-2019 Projected FY 2019-2020 Budget

Beg. Fund Bal: $ 823,600 Beg. Fund Bal: $1,065,400

Revenue: $3,970,300 Revenue: $4,253,200

Total Funds: $4,793,900 Total Funds: $5,318,600

Expenses: $3,728,500 Expenses: $4,327,600

End Fund Bal: $1,065,400 End Fund Bal: $ 991,000

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5

Budget FY 2019-2020 – Revenue

C/CAGAB 43414.1%

C/CAGCong. Relief

12.0%

C/CAGCarpool 2.0

4.7%

Shuttle Consortium20.5%

Shuttle Grants35.1%

Shuttle Admin/Mktng

2.1%

Measure A11.4%

Interest/Other<1%

Revenue Items FY 18-19 FY 19-20 Change

C/CAG AB 434 $ 600,000 $ 600,000 $ 0

C/CAG Cong. Relief $ 510,000 $ 510,000 $ 0

Shuttle Funding

$2,252,000•Consortium: $838K•Grants: $1,336K•Admin: $78k

$2,451,000•Consortium: $872K•Grants: $1,491K•Admin: $88K

$ 199,000

SMCTA Measure A ACR

$ 470,000 $ 486,000 $ 16,000

C/CAG Carpool 2.0 $ 130,000 $ 200,000 $ 70,000

FY 2018-2019 Projected vs. FY 2019-2020 Budget

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Budget FY 2019-2020 – Expenses

Employer Programs

11%

Commuter Programs

16%

Public/Private Partnerships

5%

Admin/Agency Development

7%

Shuttle Operations

54%

Shuttle Administration

7%


Expense Items FY 18-19 Act FY 19-20 Bud Difference

Salaries/Employer Taxes $ 642,300 $ 802,400 $ 160,100

Health/Insurance Benefits $ 67,100 $ 87,700 $ 20,600

CalPERS Employer $ 93,500 $ 119,100 $ 25,600

Fiscal Agent/Audit $ 85,600 $ 90,000 $ 4,400

Office Lease $ 72,500 $ 77,500 $ 5,000

TDM Software Platform $ 80,000 $ 80,000 $ 0

Advertising $ 104,000 $ 125,000 $ 21,000

Shuttle Operations $2,132,000 $2,323,100 $ 191,100

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Expense Items FY 18-19 Act FY 19-20 Bud Difference

Incentives/Subsidies:•Vanpools, Carpools, Try Transit, Bike Racks, GRH, Campaigns

$ 142,000 $ 200,000 $ 58,000

Events/Promotions•Seminars, Conferences, Promo Items, Business Events, Bike to Work Day

$ 31,700 $ 40,000 $ 8,300

IT Services & Support•Web site, IT support, server and workstation support, software support and upgrades

$ 60,000 $ 65,000 $ 5,000

Professional Services•Media Plan, Annual Report, Bike to Work, Surveys, Marketing, Database Project

$ 100,000 $ 127,000 $ 27,000


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Board Meeting Agenda Item #4 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: CERBT Program Report ________________________________________________________________________ INTRODUCTION Chair Lentz advises that Mr. Ford will present a report on the CERBT program that the agency joined in June 2013 to pre-fund the agency’s Other Post Employment Benefits (OPEB) costs. BACKGROUND In April 2013, the Commute.org board approved participation in the California Employer’s Retiree Benefit Trust (CERBT) with California Public Employer Retiree System (CalPERS) to provide retiree benefit management and investment services. This agreement allows the agency to comply with the Government Accounting Standards Board (GASB) Statement 45 for the accounting of OPEB. To date, Commute.org has contributed $89,334 to the CERBT fund. The amount does not include the current fiscal year’s ARC (Annual Required Contribution) of $14,808 that will be deposited by June 27. The board elected to use CERBT’s Strategy 2 Asset Allocation investment portfolio. The most recent fact sheet (5/31/2019) for Strategy 2 is included in the packet. Commute.org’s investment information as of June 10, 2019 is shown below:

As of 6/5/2017 Amount

Contributions $ 89,334

Investment Earnings $ 27,992

Admin Expense ($ 326)

Current Balance $ 117,000

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$9,313,684,500.

California Employers' Retiree Benefit Trust (CERBT)CERBT Strategy 2May 31, 2019

CompositionAsset Class Allocations and BenchmarksThe CERBT Strategy 2 portfolio consists of the following asset classes and corresponding benchmarks:

Portfolio BenchmarkThe CERBT Strategy 2 benchmark is a composite of underlying asset class market indices, each assigned the target weight for the asset class it represents.

Target vs. Actual Asset Class AllocationsThe following chart shows policy target allocations compared with actual asset allocations as of the specified reporting month-end. CalPERS may overweight or underweight an allocation to a particular asset class based on market, economic, or CalPERS policy considerations.

1 Allocations approved by the Board at the May 2018 Investment Committee meeting

ObjectiveThe objective of the CERBT Strategy 2 portfolio is to seek returns that reflect the broad investment performance of the financial markets through capital appreciation and investment income. There is no guarantee that the portfolio will achieve its investment objective.

StrategyThe CERBT Strategy 2 portfolio is invested in various asset classes in percentages approved by the CalPERS Board. The specific percentages of portfolio assets allocated to each asset class are shown under “Composition.” Generally, equities are intended to help build the value of the employer’s portfolio over the long term while bonds are intended to help provide income and stability of principal. Also, strategies invested in a higher percentage of equities seek higher investment returns (but assume more risk) compared with strategies invested in a higher percentage of bonds.

Compared with CERBT Strategy 1 and Strategy 3, this portfolio consists of a moderate allocation of equities, bonds, and other assets. Historically, equities have displayed greater price volatility and therefore, this portfolio may experience comparatively less fluctuation of value compared to CERBT Strategy 1 but more fluctuation of value compared to CERBT Strategy 3. Employers that seek a moderate approach to investing may wish to consider this portfolio.

CalPERS Board may change the list of approved asset classes, in composition as well as targeted allocation percentages and ranges at any time.

Assets Under ManagementAs of the specified reporting month-end, the aggregate total of assets under management for all CERBT Strategies was

0%10%20%30%40%50%

Global Equity Fixed Income TIPS REITs Commodities Cash

Target Actual

Asset ClassTarget

Allocation1Target Range Benchmark

Global Equity 40% ± 5% MSCI All Country World Index IMI (net)

Fixed Income 43% ±5% Bloomberg Barclays Long Liability Index

Treasury Inflation-Protected Securities ("TIPS")

5% ± 3% Bloomberg Barclays US TIPS Index

Real Estate Investment Trusts ("REITs") 8% ± 5% FTSE EPRA/NAREIT Developed

Liquid Index (net)

Commodities 4% ± 3% S&P GSCI Total Return Index

Cash - +2% 91 Day Treasury Bill

1 Month 3 Months Fiscal YTD 1 Year 3 Years* 5 Years* Since Inception*(October 1, 2011)

Gross Return1,3 -1.49% 1.92% 3.33% 3.28% 6.09% 4.13% 7.04%

Net Return2,3 -1.49% 1.89% 3.25% 3.19% 6.00% 4.04% 6.92%

Benchmark returns -1.44% 1.96% 3.15% 3.06% 5.64% 3.74% 6.73%

Standard Deviation4 - - - - 5.91% 6.25% 6.95%Performance quoted represents past performance, which is no guarantee of future results that may be achieved by the fund. *Returns for periods greater than one year are annualized.1 Gross performance figures are provided net of SSGA operating expenses. 2 Net Performance figures deduct all expenses to the fund, including investment management, administrative and recordkeeping fees. 3 See the Expense section of this document. 4 Standard Deviation is from gross return.

CERBT Strategy 2 Performance as of May 31, 2019

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1 Since June 2018 SSGA has managed passively all CERBT asset classes. Previously Fixed Income, TIPS and Commodity asset classes were internally managed.

California Employers' Retiree Benefit Trust (CERBT)CERBT Strategy 2May 31, 2019

General InformationInformation AccessibilityThe CERBT Strategy 2 portfolio consists of assets managed internally by CalPERS and/or external advisors. Since it is not a mutual fund, a prospectus is not available nor is information available from a newspaper source. This summary is designed to provide descriptive information. CalPERS provides a quarterly statement of the employer’s account and other information about the CERBT. For total market value, detailed asset allocation, investment policy and current performance information, including performance to the most recent month-end, please visit our website at: www.calpers.ca.gov.

Portfolio Manager InformationThe CalPERS Investment Committee and Board of Administration directs the investment strategy and investments of the CERBT. State Street Global Advisors (SSGA) manages all asset classes for CERBT, which includes: Global Equity, Fixed Income, Real Estate Investment Trusts, Treasury Inflation-Protected Securities, and Commodities.1

Custodian and Record KeeperState Street Bank serves as custodian for the CERBT. Northeast Retirement Services serves as record keeper.

ExpensesCERBT is a self-funded trust in which participating employers pay for all administrative and investment expenses. Expenses reduce the gross investment return by the fee amount. The larger the fee, the greater the reduction of investment return. Currently, CERBT expenses are 0.10% which consist of administrative expenses borne by CalPERS to administer and oversee the Trust assets, investment management and administrative fees paid to SSGA to manage all asset classes, and recordkeeping fees paid to Northeast Retirement Services to administer individual employer accounts. The expenses described herein are reflected in the net asset value per share. CERBT’s actual expenses may differ from the amount currently being accrued due to factors such as changes in average fund assets or market conditions. The expense accrual rate may change without notice in order to reflect changes in average portfolio assets or in expense amounts. The CalPERS Board annually reviews the operating expenses and changes may be made as appropriate. Even if the portfolio loses money during a period, the fee is still charged.

What Employers OwnEach employer choosing CERBT Strategy 2 owns a percentage of this portfolio, which invests in pooled asset classes managed by CalPERS and/or external advisors. Employers do not have direct ownership of the securities in the portfolio.

PriceThe value of the portfolio changes daily, based upon the market value of the underlying securities. Just as prices of individual securities fluctuate, the portfolio’s value also changes with market conditions.

Principal Risks of the PortfolioThe CalPERS CERBT Fund provides California government employers with a trust through which they may prefund retiree medical costs and other post-employment benefits. CERBT is not, however, a defined benefit plan. There is no guarantee that the portfolio will achieve its investment objectives nor provide sufficient funding to meet these employer obligations. Further, CalPERS will not make up the difference between the employer's CERBT assets and the actual cost of Other Post Employment Benefits provided to employer's plan members.

An investment in the portfolio is not a bank deposit, and it is not insured nor guaranteed by the Federal Deposit Insurance Corporation (FDIC), CalPERS, the State of California or any other government agency.

There are risks associated with investing, including possible loss of principal. The portfolio’s risk depends in part on the portfolio’s asset class allocations and the selection, weighting and risks of the underlying investments. For more information about investment risks, please see the document entitled “CERBT Principal Investment Risks” located at www.calpers.ca.gov.

Fund PerformancePerformance data shown on page 1 represents past performance and is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an employer’s units, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than historical performance data shown. For current performance information, please visit www.calpers.ca.gov and follow the links to California Employers' Retiree Benefit Trust.

CERBT Strategy Risk LevelsCalPERS offers employers the choice of one of three investment strategies. Risk levels among strategies vary, depending upon the target asset class allocations. Generally, equities carry more risk than fixed income securities.

Asset Class Target Allocations Strategy 1 Strategy 2 Strategy 3Global Equity 59% 40% 22%

Fixed Income 25% 43% 49%

Treasury Inflation-Protected Securities 5% 5% 16%

Real Estate Investment Trusts 8% 8% 8%

Commodities 3% 4% 5%

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Board of Directors Agenda Item #5 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Shuttle Program Report ________________________________________________________________________ INTRODUCTION Mr. Ford will present a report on the agency’s shuttle operations and activities since the previous report in April. Presentation will include:

1. Funding update 2. Shuttle vendor update 3. May ridership statistics and trends 4. Rider survey results

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6/20/2019

1

DNO Report for FY 2018-2019

28

81

155

96

66

5549 51

21

42

17

00

20

40

60

80

100

120

140

160

180

Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun

CANCELLED SHIFTS

Cancelled Shifts By Month

DNO Report for FY 2018-2019

0 20 40 60 80 100 120 140 160 180

Lincoln Centre Shuttle

Utah-Grand Caltrain

One Tower Place BART/Caltrain

Oyster Point Caltrain

Oyster Point Ferry

Crocker Park Shuttle

Bayshore Tech Park

Mariner's Island

Seaport Centre Shuttle

North Burlingame

Utah-Grand Ferry

Midpoint Caltrain Shuttle

Campus Drive Shuttle

Oyster Point BART Shuttle

Norfolk Shuttle

San Carlos Caltrain

Bayshore-Brisbane Caltrain

North Foster City Shuttle A

Bayside Burlingame Shuttle

Utah-Grand BART Shuttle

TOTAL

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6/20/2019

2

Monthly RidershipMay (all routes)

30,791

33,966

26,054 25,685

30,704

34,549

40,669 40,727

45,648

51,164 51,197 52,615 52,585

0

10,000

20,000

30,000

40,000

50,000

60,000

2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

2019 Shuttle Rider Survey

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Board of Directors Agenda Item #6 DATE: June 20, 2019 TO: Commute.org Board of Directors FR: John Ford, Executive Director SUBJ: Executive Director’s Report ________________________________________________________________________ INTRODUCTION Mr. Ford will provide a summary of agency activities and updates on Commute.org programs since the last Board meeting including the following:

1. Carpool 2.0 program update 2. Fiscal Agent update 3. San Mateo Rail Corridor TMA update

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A G E N D A Board of Directors Meeting EOC Training Room … · 2019-06-14 · A G E N D A . Board...

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