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R 4509•' ! Z,1111019M, 1 A RESOLUTION OF COUNCIL OF OF ARROTO APPROVING GRANDE AMENDED JOINT POWERS AGREEMENT COUNTY BETWEEN THE • . • . THE COUNTY FOR THE SAN LUIS OBISPO REGIONAL TRANSIT AUTHORITY WHEREAS, Section 6500 et seq. of the California Government Code (Title 1, Div. 7, Chapter 5, Article 1) provides for agreements between two or more public agencies to jointly exercise any power common to the contracting parties, subject to certain mandatory provisions contained therein; and WHEREAS, the Cities and the County have previously entered into a joint powers agreement to provide regional transportation services in 1990 which agreement was amended in 1998; and WHEREAS, there is further need to amend the agreement to provide for alternate members, permit the organization to incur debt, and to make other minor modifications. WHEREAS, agreed upon procedures help establish a process for obtaining City Council direction in a timely manner when necessary. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Arroyo Grande as follows: 1. The amended San Luis Obispo Regional Transit Authority Joint Powers Agreement, attached hereto and incorporated herein by this reference, is hereby approved; and 2. The Mayor is hereby authorized to sign the amended Agreement on behalf of the City of Arroyo Grande. On motion of Council Member Costello, seconded by Council Member Guthrie, and on the following roll call vote, to wit: AYES: Council Members Costello, Guthrie, Ray, Brown and Mayor Ferrara NOES: None ABSENT: None The foregoing Resolution was passed and adopted this 12th day of February, 2013. RESOLUTION ,• t PAGE 2 M*E • MR ��► oRt, dff GLERK aa 091M 4 RX117-1 • • ,. TI THY J. 4kkMEL, CITY ATTORNEY Attachment 1 'SAN LUIS OBI -SPO REGIONAL TRANSIT AUTHORITY JOINT POWERS AGREEMENT WITNESSETH: This Agreement is made and entered into this 9th day of March, 1990, and amended on, 2nd day of September;, 19.98, and further amended on 201'3, by and among the incorporated cities of Arroyo Grande, Atascadero., EL Paso de Robles, Grover Beach, Morro Bay, Pismo Beach and San Luis Obispo, all being municipal corporations. in the County -of San .Luis Obispo,,, California (hereinafter called "Cities ") and the County of San Luis Obispo, a body politic and corporate, and a subdivision of the, State of California, (hereinafter called "County "). WHEREAS, Section 6500 et seq. of the California Government Code (Title 1, Div. 7, Chapter 5-, Article 1) provides for agreements between two or more public agencies to jointly exercise, any power common to, the contracting parties, subject to certain mandatory provisions contained therein; and WHEREAS, the Cities and County have previously entered into a joint powers, agreement for the formation of the San Luis Obispo Council of Governments for the purpose of providing, among other things, for a regional transportation agency; and WHEREAS, the San Luis Obispo Council of Governments, at a regularly held meeting, on May 10, 1989, voted to Consolidate the administration of several transportation systems- through a regional transit joint powers ;agreement. NOW THEREFORE, it is agreed as follows: ARTICLE I General Provisions Section 1. Purpose: The purpose of this Agreement is to exercise the common powers of the member agencies for the formation of a Joint Powers Agreement with full power and authority to own, operate and admini'ster's county -Wide public'transportation system within the boundaries and over the territory over which the Joint Powers Agency has jurisdiction. Section 2. Name: The official name of the entity shall be San Luis Obispo Regional Transit Authority and hereafter referred to as RTA. ARTICLE If Organization Section 1. Board Members: The membership of the RTA Governing Board shall be the same as the membership. of 'the San Luis Obispo Council of Governments (hereinafter referred to as SLOCOG). Attachment 1 Section 2. Board: Meetings - Voting- - ;Quorum:, Regular meetings shall be generally held in the first week of July, September, November, January, March and May or as specified in a biannually adopted meeting calendar. Special meetings may be called by the President or upon written request of at least three (3) members of the RTA Board. Voting and quorum provisions shall be 'the same as those provided in the SLOCOG Joint Powers Agreement. Section 3. Officers: The, officers of.SLOGOG shall serve as officers of RTA. Section 4. Executive Director: 'The. RTA Board shall designate an Executive Director to operate RTA. The Executive Director shall serve at the pleasure of the RTA Board, with delegated powers to certify documents of the RTA Board as required by the law and to assume such duties and responsibilities as the Board may direct. Section 5. Members: 1. The County of San Luis Obispo and all cities incorporated in the County of San Luis Obispo presently or in the future, are declared eligible for membership. 2. Member city agencies may .elect to have an alternate memb'er(s) from their city council in addition to any official member, but said alternate(s) shall be able to vote only in the absence of the official representative. 3. Membership shall be contingent upon the execution of this Joint Powers Agreement. .Section 6. Boundaries and Service Levels: The service area boundaries shall be all of the area within the boundaries of San Luis Obispo County as designated by the RTA Board. Any additional services beyond the level recommended by the Regional Transportation Plan or mandated in the Unmet Transit Needs Hearing (PUC Section 99401:5) may be instituted, but shall require unanimous approval of affected jurisdictions, with costs for the extra service to be distributed on the basis of formula developed by the RTA Board members representing the affected jurisdictions. Section, 7. Committees: Committees and subcommittees­may be established as RTA may deem appropriate. 2. Membership on "ad -Hoc" policy committees shall be at the discretion of the President.. Nothing herein shall be construed to limit membership on these aforesaid committees to offiicial's of the member agencies. The Attachment 1 President. may appoint any individual deemed qualified to serve on a committee. 3. Standing committees shall include the: a. Regional Transit Advisory Committee (RTAC) serving as a FRegional'Transit Productivity Committee'to advise 'the Board on 'the efficiency and effectiveness of the transit system. b. An Executive. Committee comprised of the President, Vice President: and -the past; President and at least one representatives from the county of San Luis, Obispo (if none of the above) shall advise the Executive Director and RTA on: draft agendas, personnel issues, budget and Overall Work Program; controversial, sensitive and major policy issues; and shall facilitate the annual performance evaluation of the Executive .Director. Items for review shall be selected by the Executive Director in consultation with the President. All Committee members may include agenda, items as they desire. For purposes of conducting business, two members shall constitute a quorum. 4. No committee shall commit RTA on any matter or questions of policy. Such matters or questions can only be decided by RTA. 5. All committees shall receive clerical assistance from RTA staff and, by agreement, SLOGO.G staff for the purpose of maintaining minutes, of meetings -and other, such duties as the Executive 'Director may direct. The chair of each committee shall sign the original copy of the minutes Indicating verification of contents upon committee adoption. Copies of' minutes of all meetings shall be sent to members of RTA and the Executive Director. .ARTICLE III Financial Provisions Section I. Budget: The Executive Director shall prepare an annual budget for ,RTA adoption prior to commencement of each fiscal year. The ;approval of the Annual Budget shall be in accordance with 'those' procedures prescribed by the Joint Powers Agreement of SLOCOG. Accounting practices to be applied will conform with those used by San Luis Obispo County, consistent with Transportation Development'Act rules and regulations. A Consolidated Fund balance and cash balance will carry forward from one year to the next. Attachment 1 The budget may additionally carry funds for future fiscal years where necessary to develop a multi-year Capital I'nmprovement Program, and to .refiect o'bligations- .under state or federal funding agreements, to the extent allowable by California law. No member Agency shall be required to expend any of its general fund monies to support the operations of RTA. The operation of the transit system shall be funded from revenues derived from operations, member Transportation Development Act fund contributions, grants, and any other appropriate revenue sources. Each member agency .shall make an annual contribution to RTA in accordance with the adopted budget. Any formula may ',be amended upon approval of all jurisdictions affected by that formula and ratified by RTA. All population percentages utilized shall be those annually adopted by SLOCOG for allocating Transportation Development Act Funds based annually on estimates prepared by the ,State Department of Finance pursuant to Section 2227 of the ,Revenue and Taxation Code for cities• and by the County, Planning Department for unincorporated communities. Section 2. Expenditures: RTA may establish procedures and policies to insure competitive prices for the purchases of goods and- services. Formal bidding shall not be required unless directed specifically by RTA or unless required by state or federal law. Particularly in the purchase of equipment, including buses, RTA may consider the design-,, .maintenance and operating costs, and •other'similar factors in- determining the most suitable equipment and need not purchase .egLiipment having the lowest' initial cost. Section 3. Treasurer and Auditor: Pursuant to Government Code Section 6505.5, the Treasurer of the County of San Luis Obispo is hereby designated as Treasurer of RTA. The Treasurer shall have the powers and duties set forth in Government Code Section 6505.5. The Auditor /Controller of the County of San Luis Obispo is'-designated as the Auditor of RTA pursuant to Government Gode,Section 65.05.5. Section 4. Annual Audit: RTA shall cause an annual audit to be prepared and filed in accordance with Government Code Section 6505 and Public Utilities Code Section 99245. Section 5. Annual Report: The Executive Director shall prepare and submit an annual' report of the operations to the RTA, Board, SLOCOG and :State Controller within 90 days of the end of, the fiscal year'pursuant to Public Utilities Code, Section 99243, Section 6. Periodic Reporting: The RTA Board may require periodic reporting of ridership, finances, or other information. It shall be the responsibility of the Executive Director to provide such reports in a form acceptable to the RTA Board. Attachment 1 ARTICLE IV Authority Section 1. Powers: RTA shall have .all Powers necessary to carry o.ut the purpose, of this Agreement, except the. power to tax. Its power to expend funds .shall be. limited only by -the availability of funds as set forth, in ARTICLE' III: .Finances, Section' 1. The. Powers of RTA specifically include, but. are not limited to,,, the following: To solicit bids and negotiate contracts from private enterprise for.services and /or operation. 2. To sue or be sued. 3. To employ agents, employees and contract for professional services. 4. To make, and enter ,contracts; including.,labor,, purchase agreement and employment contracts: 5. To acquire, convey, construct, manage, maintain and operate necessay equipment, building and improvements. 6. To acquire and convey real and personal property. 7. To incur debts, liabilities and obligations, as well as obligations of financial assistance from State and Federal agencies, and to obligate RTA to operate the improvements, equipment' or transportation system .in accordancawith the terms and conditions of-said. financial assistance. Section 2. RTA is a Public Legal Entity: RTA is a public entity duly formed and existing under the laws of the State of California. It is a separate. and distinct legal entity from its member agencies. The debts, duties and obligations created pursuant to this Agreement, shall be solely the obligations of RTA and not those of its officers, employees, members of the Board of Directors or the member agencies. ARTICLE V Miscellaneous Provisions Section 1. Withdrawal of Member: A withdrawing member's .financial obligation under this Section is limited to- the withdrawing member's pro -rata share of the currently adopted operating budget based upon ARTICLE III, Section 1 within the service area of the obligated commitments affecting the withdrawing member and any SLOCOG's finding as to unmet transit needs that are reasonable to meet pursuant to Public Utilities Code Section 99401.5. Section 2. Amendment of Agreement: No amendment to this Agreement shall be made without the consent -of all member agencies at the time of the amendment. Attachment 1 .Section 3. R'at'ification - Effective Date: This Agreement :shall be ;deemed effective as to those parties executing this :agreement. upon, their :execution -of the; agreement. Section 4. ,Assignability: In, the event :it is, :deemed in the best, public iriterest to have RTA operated by another- individual or entity; whether, public or private,, and provided that, the assignment compiles; with, State and Federal laws, the- agency on: - affirmative. vote 'of the majority 'in accordance with, Section 2' of .ARTICLE II,,, may ,sell, Pease or assign all of its real and -personal property :and, cease, operations, upon such terms and conditions as, RTA determines, to be reasonable. Section 5. Termination: This Agreement'sh'all continue in full force and effect until rescinded by a majority of the mom ber agencies. Section 6.. Notification to Secretary of State.- Pursuant to Government Code Section 6503,.•5.; RTA ;shall cause a notice of.' the execution of this Agreement to be prepared and. filed with the Off.•ice -of, the Secretary of the State of'Californ'ia, within thirty, (39) days after the, effective date- of any amendment to this Agreement. Until' such, filings are completed, ,RTA shall not incur indebtedness •of'any ki'nd'. IN WITNESS WHEREOF,. the parties have executed this Agreement -as of the day- and year first:hereinabove written. IN WITNESS THEREOF; the parties have executed this Agreement as of the -day and .year first hereihabove written. Clty of'Arroyo Grande Clerk City of Atasc'adero By: Clerk Date: Resolution No :. .Date: Resolution No. ,'City of Grover-Beach By: Date:, Reso.lutioh• NO.. Clerk City of Morro Bay By: Clerk City of Paso Robles By: Clerk City of Pismo Beach By: Clerk City of San Luis Obispo By: Clerk County of:San Luis Obispo By: Clerk .Approved as to form and ,legal effect: TIM MCNU.LTY County Counsel By: Deputy County Counsel Date: Date: Resolution No Date: Resolution No Date: Resolution No. Date: Resolution No. Date: Resolution No.. Attachment 1 I, KELLY W TMORE, City Clerk of the City of Arroyo Grande, County of San Luis Obispo, State of California, do hereby certify under penalty of perjury, that the attached Resolution No. 4509 is a true, full, and correct copy of said Resolution passed and adopted at a Regular meeting of the City Council of the City of Arroyo Grande on the 12th day of February, 2013. WITNESS my hand and the Seal of the City of Arroyo Grande affixed this 13th day of February 2013.