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1988-1017_ORANGE , COUNTY OF/ CITIES_2nd Amd & Rstd Jt Exercise of Pwrs Agr LAW OFFICES NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP WALTER L. NOSSAMAN SUITE 1000 JOHN T. KNOX (1666-1964) 18101 VON KARMAN AVENUE WARREN G ELLIOTT WILLIAM E. GUTHNEa, as IRVINE, CALIFORNIA 92612-0777 OF COUNSEL (1932-1999) TELEPHONE (949) 833-7000 FACSIMILE (949) 8337878 SAN FRANCISCO WASHINGTON,04 THIRTY-FOURTH FLOOR SUITE 370-S 50 CALIFORNIA STREET 601 13" STREET N SAN FRANCISCO. CA 94111-4707 MONICA M. LAWRENCE WASHINGTON, 0.0 20005 (4 15) 390.3 600 DIRECT DIAL NUMBER (202) 7837272 (9 49) 477-7625 LOS ANGELES EMAIL mfawrence@nossaman.com SACRAMENTO THIURT 000 445 SOUTH FLOOR HFIGUEROAMarch 27, 2003 STREET 955 LT STREET LOS ANGELES, CA 90071-1602 SACRAMENTO. CA 95814-3705 (2 13) 612-7000 (918) d42-6868 REFER TO FILE NUMBER VIA OVERNIGHT DELIVERY Meg Monahan, CMC City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Re: Foothill/Eastern & San Joaquin Hills Transportation Corridor Agencies' Second Amended and Restated Joint Exercise of Powers Agreements Dear Ms. Monahan: Enclosed for your records are the above-referenced Agreements, fully executed by all acting member agencies (Rancho Santa Margarita and County of Orange have not adopted Agreement(s)). The Corridor Agencies have retained both Agreements with original execution signatures for all acting member agencies. As we previously discussed, these Agreements replace the "redlined"versions previously executed by the City. Please contact our office if you have any questions or require further information. Very truly yours, / U Monica M. Lawrence Paralegal MML Enclosures (2) cc: Transportation Corridor Agencies (w/o enc.) Document3 f. SECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY 222650_6.DOC 11/19/02 1:26 PM TABLE OF CONTENTS Page 3.5 ^`.^-^-^`.^^.~~^-~~^.^..—..~......-...~.-~^.._..__..—.—.7 � 3/6 Powers and Limitations Thereon. ..................................................................................7 3.7 Minutes 8 TABLE OF CONTENTS (cont'd) Page 4.4 Compensation of Agency for Acquisition of Rights-of-Way......................................l l V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES..............................................................................................................................11 5.1 Joint Action with Other Agencies................................................................................1 l 5.2 Communications Between Corridor Agencies.............................................................1 l 5.3 Lending and Borrowing Funds Between Agencies. ....................................................12 VI. BUDGET AND DISBURSEMENTS................................................................................12 6.1 Annual Budget.............................................................................................................12 6.2 Disbursements..............................................................................................................12 6.3 Accounts. .....................................................................................................................12 6.4 Expenditures Within Approval Annual Budget...........................................................12 6.5 Audit. ...........................................................................................................................13 VII. SECURITIES.....................................................................................................................13 7.1 Securities......................................................................................................................13 VIII. LIABILITIES.......................................................................................................................13 8.1 Liabilities. ....................................................................................................................13 8.2 Hold Harmless and Indemnify.....................................................................................13 IX. ADMISSION AND WITHDRAWAL OF PARTIES.......................................................14 9.1 Admission of New Parties. ..........................................................................................14 9.2 Withdrawal...................................................................................................................14 X. TERMINATION AND DISPOSITION OF ASSETS.......................................................15 10.1 Termination..................................................................................................................15 10.2 Distribution of Property and Funds..............................................................................15 XI. MISCELLANEOUS..........................................................................................................16 11.1 Amendments. ...............................................................................................................16 11.2 Notice...........................................................................................................................16 ii TABLE OF CONTENTS (cont'd) Palle 11.3 Effective Date. .............................................................................................................16 11.4 Arbitration....................................................................................................................16 11.5 Partial Invalidity...........................................................................................................17 11.6 Successors....................................................................................................................17 11.7 Assignment. .................................................................................................................17 11.8 Execution. ....................................................................................................................17 11.9 Third Party Beneficiary................................................................................................17 iii SECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY THIS SECOND AMENDED AND RESTATED AGREEMENT is made and entered into,pursuant to Sections 11.1 and 11.3,by and among the following public agencies as of the day of ,200_,the date on which ten or more of the following public agencies executed this Second Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency: a. County of Orange b. City of Anaheim C. City of Dana Point d. City of Irvine e. City of Lake Forest f. City of Mission Viejo g. City of Orange h. City of Rancho Santa Margarita i. City of San Clemente j. City of San Juan Capistrano k. City of Santa Ana 1. City of Tustin in. City of Yorba Linda RECITALS A. The California State Legislature adopted Chapter 708, Statutes 1984,adding Section 66484.3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways, railways, freeways, and canyons or constructing major thoroughfares. B. The Parties to this Agreement have territorial jurisdiction within the Area of Benefit of the Foothill and Eastern Transportation Corridors,and desire to impose such a fee 1 pursuant to Government Code Section 66484.3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors. The Parties hereto have the common power to conduct such transportation planning, financing and construction. C. It has been determined by the Parties hereto that it is in the best interests of the respective Parties to join together to administer the funds provided by these fee programs, and to plan, acquire and construct said thoroughfares and bridges. D. Each of the Parties is authorized to contract with each other for the joint exercise of any common power under Article 1, Chapter 5, Division 7, Title I of the Government Code of the State of California(the"Joint Powers Act"). With the adoption of Chapter 649, Statutes 1999,the California State Legislature amended the Joint Powers Act to authorize any joint powers authority formed pursuant to the Joint Powers Act to enter into an agreement with other "public agencies"(as defined in the Joint Powers Act)to jointly exercise any power common to the contracting Parties. E. The Parties have determined that is in their best interest to authorize the Agency formed pursuant to this Agreement to exercise the authority provided by the Joint Powers Act to enter into agreement with other pubic agencies for the purpose of jointly exercising any power common to the Agency and any other such public agencies. F. The Parties hereto recognize that,in order to serve the purposes stated herein,the imposition of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or controlled by the Parties hereto. G. The Parties hereto recognize that,in order to serve the purpose stated herein, additional funding other than that received-from the above-described fees must be obtained. Each Party has agreed to cooperate in obtaining additional financing, including,but not limited to,debt financing, assessment districts, special legislation,toll revenue financing,Arterial Highway Financing program funds and other forms of governmental grants-in-aid. H. The Parties hereto recognize that in accordance with the principals of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities. I. It is anticipated by the Parties hereto that any major thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261.- NOW, 61:NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained,the Parties hereto agree as follows: 2 I. DEFINITIONS 1.1 For the purposes of this Agreement,the following words shall have the following meanings: a. "Agreement" means this Second Amended and Restated Joint Exercise of Powers Agreement,as amended from time to time. b. "Agency"means the FOOTHILL and EASTERN TRANSPORTATION CORRIDOR AGENCY. C. "Annual Budget"means the approved budget applicable to the expenses of administration of the Agency. d. "Board Members"means those persons serving as members of the Board or their alternates. e. `Board"means the governing body of the Agency. f. "Ex Officio Members"means Board Members who do not have a vote in Agency matters and whose presence shall not be counted in determining whether a quorum sufficient to transact Agency business exists. g. "Chief Executive Officer"means the chief operating employee selected by the Board to manage the day-to-day activities the Agency,including,but not limited to,the appointment and removal of all employees of the Agency except those described in Section 3.11 below. The Chief Executive Officer shall not be an employee of any individual Party. h. "Fiscal Year"means July 1st to and including the following June 30th. i. "Joint Transportation Corridor Agency"has the meaning assigned such term in Section 2.3(m). j. "Joint Transportation Corridor Agency Agreement'has the meaning assigned such term in Section 2.3(m). k. "Party"means each of the public entities which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder,including any public entity executing an amendment of the original agreement as hereinafter provided. 1. "Quarter"means July 1st to and including September 30th,October 1st to and including December 31st, January 1st to and including March 31 and April 1st to and including June 30th. 3 in. "SJH Agency" means the San Joaquin Hills Transportation Corridor Agency formed by the parties to the SJH Agreement. n. "SJH Agreement"means that certain Second Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency. II. PURPOSE AND POWERS 2.1 Agency Created. There is hereby created a public entity to be known as the "FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY." The Agency is formed by this Agreement pursuant to the provision of Article 1,Chapter 5,Division 7,of Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2.2 Purpose of the Agreement; Common Powers to be Exercised. Each Party has the common power to plan for,acquire, construct, maintain, repair, manage, operate, and control facilities for one or more of the following purposes: a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges; b. The power to plan for, acquire,and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation(CALTRANS) and the Federal Highway Administration(FHWA)whenever possible. The purpose of this Agreement is to jointly exercise the foregoing common powers to undertake such studies and planning relative to the Foothill and Eastern Transportation Corridors as may be necessary to establish Areas of Benefit,to recommend to the Parties the adoption of local ordinances and the undertaking of all acts necessary for the imposition of fees by the Parties pursuant to Government Code Section 66484.3 and to fund,plan,acquire, and construct the major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors. Except for maintenance of the facilities relating to collection of tolls and insuring that the major bridges or thoroughfares constructed pursuant to this Agreement comport to those design elements incorporated into Interstate 280 near the San Francisco Bay Area, the Agency shall not maintain or operate, or incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement, except as otherwise provided herein. Board planning policy has and shall continue to respond to those various memoranda of understanding, resolutions,minute orders and policy statements of Parties, attached as Exhibit"A"to the prior form of this Agreement and collectively incorporated in the "Issues Inventory Manual"adopted by the Board on August 13, 1987. 4 2.3 Powers. The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of the Parties in studying and planning ways and means to provide for the financing, and construction of the Foothill and Eastern Transportation Corridors; b. To make and enter into contracts; C. To contract for the services of engineers, attorneys,planners, financial consultants,and separate and apart therefrom to employ such other persons, as it deems necessary; d. To appoint agents; e. To lease, acquire, construct,manage,maintain and operate any buildings, works or improvements; f. To acquire,hold, or dispose of property by any lawful means, including without limitation, gift, purchase, eminent domain lease, lease purchase or sale; g. To incur debts, liabilities, or obligations subject to limitations herein set forth; h. To receive gifts,contributions and donations of property, funds, services and other forms of financial assistance from persons, firms, corporations and any governmental entity, i. To sue and be sued in its own name; j. To apply for an appropriate grant or grants under any federal, state, or local programs for assistance in developing any of its programs; k. To adopt rules,regulations,policies,by-laws and procedures governing the operation of the Agency; 1. To exercise those powers authorized in Chapter 5 (commencing with Section 31100)of Division 17 of the Streets and Highways Code in accordance with Government Code Section 66484.3(f); and in. To enter into a joint powers agreement with any public agency authorized by Government Code Section 6500 et seq. for the purpose of jointly exercising common powers under Government Code Sections 6500 et. seq. and 66484.3. Any such agreement with the SJH Agency for the joint planning, financing and construction of major thoroughfares and bridges (a "Joint Transportation Corridor Agency Agreement") shall provide for the formation of a separate authority(a"Joint Transportation Corridor Agency") to carry out the purposes of such Joint Transportation Corridor Agency Agreement. Such Joint Transportation Corridor Agency 5 Agreement shall provide that: (i) the board of directors of such Joint Transportation Corridor Agency shall be composed of one(1)voting member appointed by the legislative body of each city that is a party to either or both this Agreement and the SJH Agreement from time to time, and three (3)voting members from the County of Orange, said members to be the duly elected supervisors for the Third, Fourth and Fifth County of Orange Supervisorial Districts, , (ii)each such board member shall also have an alternate appointed by the legislative body of the relevant City or the County appointing such board member consistent with this agreement, (iii)not less than two-thirds(213) of the members of such board shall constitute a quorum for the purposes of the transaction of business relating to the Joint Transportation Corridor Agency,and(iv) such board may adopt any motion,resolution or order and take any other action they deem appropriate by a vote of the lesser of(a)sixteen(16) such board members, (b)seventy seven percent(77%) of those board members present and qualified to vote,or(c)such lesser number or percentage of votes (but not less than a majority)that is the requisite vote necessary to maintain the tax-exempt status of debt issued by the Joint Transportation Corridor Agency, as supported by an opinion of a nationally recognized bond counsel selected by such board. n. To the extent not herein specifically provided for, to exercise any powers in the manner and according to the methods provided under applicable laws. III. ORGANIZATION 3.1 Membership. The Parties to the Agency shall be the public entities which have executed or hereafter execute this Agreement, or amendment,thereto and which have not, pursuant to the provisions hereof, withdrawn therefrom. 3.2 Board. a. The Board shall consist of the following: (i) one voting Board Member appointed by the legislative body of each of the following Parties pursuant to Section 3.1 above: The cities of Anaheim, Dana Point,Irvine,Lake Forest,Mission Viejo, Orange, Rancho Santa Margarita, San Clemente, San Juan Capistrano, Santa Ana,Tustin and Yorba Linda. (ii) three voting Board Members from the County of Orange, said members to be the duly elected supervisors for the Third,Fourth and Fifth County of Orange Supervisorial Districts. (iii) The Board may,from time to time,appoint additional ex officio members. b. Except for ex officio members,each Board Member shall be a current member of the legislative body of the Party each member represents. 6 C. Each Board Member shall also have an alternate appointed by the legislative body of the Party represented by such Board Member. With the exception of the alternates to the Board Members representing the County of Orange, an alternate Board Member must also be a current member of the legislative body of the Party such alternate represents. An alternate Board Member shall assume all rights and duties of the absent Board Member. d. Each Board Member and alternate shall hold office from the first meeting of the Board after appointment by the city council or Board of Supervisors until a successor is named. Board Members and alternates shall be appointed by and serve at the pleasure of their appointing body and may be removed at any time,with or without cause,at the sole discretion of the legislative body of the Party such Board Member represents subject, however, to the provisions of Section 3.2 a.(ii). e. A Board Member shall receive only such compensation from the Agency for his/her services as may be approved by not less than two-thirds (2/3)of the Board Members. f. A Board Member may be reimbursed for expenses incurred by such Board Member in the conduct of the business of the Agency. 3.3 Principal Office. The principal office of the Agency shall be established by the Board and shall be located within the County of Orange. The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange. Any change shall be noted by the secretary of the Board under this Agreement but shall not be considered an amendment to this Agreement. 3.4 Meetings. The Board shall meet at the principal office of the Agency or at such other place as may be designated by the Board. The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board; a copy of such resolution shall be furnished to each Party. Regular,adjourned,and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act,Government Code Section 54950 et seq.,as amended. 3.5 Quonun. Not less than two-thirds (2/3)of the Board Members shall constitute a quorum for the purposes of the transaction of business relating to the Agency. 3.6 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board, subject however,to the reserved rights of the Parties as herein set forth. Unless otherwise provided herein,each Board Member or participating alternate Board Member shall be entitled to one vote, and except as otherwise provided herein, a vote of the majority of those present and 7 qualified to vote may adopt any motion,resolution,or order and take any other action they deem appropriate. 3.7 Minutes. The secretary of the Agency shall cause to be kept minutes of regular, adjourned regular and special meetings of the Board, and shall cause a copy of such minutes to be forwarded to each Board Member and to each Party. 3.8 Rules. The Board may adopt from time to time rules and regulations for the conduct of its affairs consistent with this Agreement. 3.9 Vote or Assent of Parties. The vote, assent, or approval of Parties in any matter requiring such vote, assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such Party filed with the Agency. It shall be the responsibility of the Chief Executive Officer to obtain certified copies of said actions. 3.10 Officers. There shall be selected by the Board from its membership,a chairman and a vice chairman. The Board shall appoint a secretary who may be a Member. The Board shall appoint an officer or employee of the Board or an officer or employee of a Party to hold the offices of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board. Such person or persons shall possess the powers and the duties of, and shall perform the treasurer and auditor functions for the Agency and those functions required by Government Code Sections 6505,6505.5,and 6505.6,including any subsequent amendments thereto. The chairman,vice chairman, secretary,treasurer and auditor shall hold office for a period of one year commencing July 1 st of each year. Except for the Chief Executive Officer, any officer,employee,or agent of the Board may also be an officer,employee or agent of any of the Parties. The appointment by the Board of such a person shall be evidence that the two positions are compatible. 3.11 Committees. The Board may,as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a committee shall be deemed to be a meeting of the Agency for compensation purposes only and all such meetings shall be open to all Board Members,unless the presence of Board Members who are not members of such committee would violate the provisions of the Ralph M. Brown Act, Government Code Section 54950 et seq.,as amended. 8 3.12 Additional Officers. The Board shall have the power, upon the approval of not less than two-thirds (2/3)of the Board Members,to appoint such additional officers as may be appropriate. Such officers may also be, but are not required to be, officers and employees of a Party. 3.13 Bonding Requirement. The officers or persons who have charge of,handle, or have access to any property of the Agency shall be so designated and empowered by the Board. Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board. Should the existing bond or bonds of any such officer or persons be extended to cover the obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3.14 Status of Officers and Employees. All of the privileges and immunities from liability,exemption from laws, ordinances and rules,all pension,relief, disability,workers compensation, and other benefits which apply to the activities of officers,agents, or employees of any of the Parties when performing their respective functions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement. None of the officers, agents, or employees appointed by the Board shall be deemed, by reason of their employment by the Board,to be employed by any of the Parties or,by reason of their employment by the Board, to be subject to any of the requirements of such Parties. IV. FEES 4.1 Imposition of Major Thoroughfare and Bridge Construction Fee by Parties. On or before the effective date of this Agreement(or, in the case of a new Party, on or before the date on which that Party becomes signatory to this Agreement),each Party shall require by ordinance the payment of a fee as a condition of issuance of a building permit within the Area of Benefit, for the purposes of defraying the actual or estimated cost of constructing major thoroughfares and bridges, in accordance with California Government Code Section 66484.3. Said fee shall be in the form, and in those amounts set forth in the"Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors,"attached hereto as Exhibit"A"and incorporated by reference herein. The imposition of said fee by each Party shall be a condition precedent to that Party's participation in the Agency, and each Party covenants to continue the imposition of such fees as required herein and as required by provisions of any applicable bond indentures. 9 4.2 Annual Review of Fees. At least once annually,the Board shall undertake a review of the above-described fee program and may, upon approval of not less than two-thirds (2/3)of its Members, modify the fee to be imposed by the Parties hereto. Each Party shall impose said revised fee within one hundred twenty (120) days, and if a Party fails to impose said fees, repeals the enabling ordinance or fee requirement or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the aforementioned time period,whichever is sooner, such action shall be deemed the withdrawal of that Party from the Agency, subject to the conditions specified in Section 9.2 below. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may provide that the board of directors of the Joint Transportation Corridor Agency shall be responsible for undertaking the annual or more frequent review of the above-described fee program, and shall have the power to modify the fees to be imposed by the Parties hereto upon approval of such modification by such board of directors in accordance with the terms of the Joint Transportation Corridor Agency Agreement. In such event, each Party shall impose said revised fee as provided herein as if such revised fee had been approved by the Board in accordance with this Section 4.2. 4.3 Payment. Each Party agrees to hold said fees in trust for the Agency, and to pay said fees to the Agency in quarterly payments, within sixty (60)days after the end of each quarter. The Board may authorize an audit of any Party to determine whether said payments of fees accurately reflect each Party's obligations under this Agreement. Unpaid fees shall bear interest at a rate to be determined by the Board. In the event that any Party fails to remit said fees to the Agency,said failure may be deemed by the Board to be a withdrawal of that Party from the Agency subject to the conditions specified in Section 9.2 hereof. In the event that any dispute arises as to the amount of fees assessed any person under the fee program,any aggrieved person may appeal the decision of a Party hereto regarding the appropriate amount of the assessment to the Agency, in accordance with the rules and regulations established by the Agency,which decision shall be final. In the event that any Party hereto becomes a Party to litigation regarding the legality of the fee program,the Board,where it deems appropriate,may defend such action or lend other assistance to said Parry in said action. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may authorize the Joint Transportation Corridor Agency to manage the funds collected pursuant to said fee program. In such event, each Party agrees(i)to hold said fees in trust for the Joint Transportation Corridor Agency, (ii)to pay such fees to the Joint Transportation Corridor Agency as provided herein with respect to the Agency, (iii) to permit the Joint Transportation 10 Corridor Agency to audit such Party as provided herein with respect to the Agency, and (iv)that in the event any dispute arises as to the amount of fees assessed any person under the fee program, if the Joint Transportation Corridor Agency Agreement so provides, such dispute shall be managed by the Joint Transportation Corridor Agency and its board of directors in the same manner as described in the third paragraph of this Section 4.3 with respect to the Agency. 4.4 Compensation of Agency for Acquisition of Rights-of-Way. When it is within its power to do so,each Party shall be individually responsible for the preservation and acquisition by dedication pursuant to Title 7, Divisions I and 2 of the Government Code of rights-of-way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement. In the event that a Party fails to acquire these rights-of-way by the above-mentioned means after the route alignments for the Foothill and Eastern Transportation Corridor is established and accepted by the Agency, or fails to preserve such rights-of-way and property interests by the above-mentioned means which were established by the County of Orange prior to such establishment and acceptance by the Agency,that Party shall compensate the Agency for all costs(including attorneys' fees) incurred by the Agency in acquiring said rights-of-way and property interests. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement,the Joint Transportation Corridor Agency shall be entitled to enforce the respective obligations of each Party arising pursuant to this Section 4.4. V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5.1 Joint Action with Other Agencies. In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating,acquiring, financing,constructing, maintaining,repairing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors or other transportation corridors,the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges,when for any purpose otherwise permitted by law,the Board deems it appropriate. 5.2 Communications Between Corridor Agencies. In the event that the agencies described in Section 5.1 above(other than the Joint Transportation Corridor Agency) are formed,the chairman or his designate shall meet with the chairmen, or their designates,of said agencies at least quarterly, for the purpose of coordinating the planning, financing and construction activities of the various agencies. 11 5.3 Lending and Borrowing Funds Between Agencies. When it is found to be beneficial to the purposes of the Agency and otherwise permitted by law, and serves the general purpose of improving transportation facilities in Orange County,the Board is authorized to lend and borrow available funds and services to or from the agencies described in Section 5.1 above, upon the approval of not less than two thirds (2/3) of the Board Members. The Board shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on the loan. VI. BUDGET AND DISBURSEMENTS 6.1 Annual Budget. The Board shall adopt upon the approval of not less than two thirds (213)of the Board Members, an annual budget, for the ensuing fiscal year,pursuant to procedures developed by the Board. 6.2 Disbursements. The auditor shall draw warrants upon the,approval and written order of the Board. The Board shall requisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance with rules,regulations,policies, procedures and bylaws adopted by the Board. 6.3 Accounts. All funds will be placed in object accounts and the receipt,transfer, or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to governmental entities. There shall be strict accountability of all funds. All revenues and expenditures shall be reported to the Board. 6.4 Expenditures Within Approval Annual Budget. All expenditures within the designations and limitations of the approved annual budget shall be made upon the approval of the Chief Executive Officer in accordance with the rules, policies and procedures adopted by the Board. Notwithstanding the above,no expenditures shall be made for the purpose of the acquisition of rights-of-way or similar property interests except upon the approval of not less than two-thirds(2/3) of the Board Members. No expenditures in excess of those budgeted shall be made without the approval of not less than two-thirds (2/3) of the Board Members to a revised and amended budget which may, from time to time,be submitted to the Board. 12 6.5 Audit. The records and accounts of the Agency shall be audited annually by an independent certified public accountant and copies of such audit report shall be filed with the County Auditor, State Controller and each Party no later than fifteen(15)days after receipt of said audit by the Board. VII. SECURITIES 7.1 Securities. Upon the approval of the Board,the Parties, or the Agency,may participate in any statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484.3, including the power to establish one or more community facilities districts under the Mello-Roos Community Facilities District Act of 1982, Government Code Section 53311,et seq.,or any other applicable legislation. Other than the fees specified herein,no funds of a Party shall be utilized as security or as a source for the payment or redemption of any securities of the Agency without the consent of the legislative body of that Parry. Upon the approval of not less than two-thirds(2/3)of the Board Members, the Agency may participate in the above-mentioned statutory powers for bond financing of the fees specified herein;provided,however,that the fees collected by any Party may be excluded as security for or as a source for such financing if the Board,upon the approval of not less than two- thirds (2/3)of its Members, so provides. VIII. LIABILITIES 8.1 Liabilities. The debts,liabilities,and obligations of the Agency shall be the debts,liabilities, or obligations of the Agency alone and not of the Parties,unless expressly specified herein. 8.2 Hold Harmless and Indemnify. Each Party hereto agrees to indemnify and hold the Agency and the other Parties harmless from any liability for damages, actual or alleged,to persons or property arising out of or resulting from negligent acts or omissions of the indemnifying Party or its employees. Where the Agency,the Board itself or its Members' agents or employees are held liable for injuries to persons or property, each Party's liability for contribution or indemnity for such injuries shall be based proportionately upon the fees paid by each Party. In the event of liability imposed upon any of the Parties or upon the Board created by this Agreement, for injury which is caused by the negligent or wrongful act or omission of any of the Parties in the performance of this Agreement, the contribution of the Party or Parties not directly responsible for the negligent or wrongful act or omission shall be limited to One Hundred Dollars($100.00). The Party or Parties directly 13 responsible for the negligent or wrongful acts or omissions shall indemnify, defend, and hold the Agency and all other Parties harmless from any liability for personal injury or property damage arising out of the performance of this Agreement. If the Agency enters into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency is formed, then each Party agrees to hold harmless and indemnify the Joint Transportation Corridor Agency,the board of directors of the Joint Transportation Corridor Agency,and the members of such board of directors of the Joint Transportation Corridor Agency, for all matters within the scope of the indemnities made by the Parties in this Section 8.2 with respect to the Agency,the Board and its Members, to the same extent as such indemnities are made to the Agency, the Board and its Members. IX. ADMISSION AND WITHDRAWAL OF PARTIES 9.1 Admission of New Parties. It is recognized that public entities,other than the original Parties, may wish to participate in the Agency. Additional public entities may become Parties to the Agency upon such terms and conditions,including,but not limited to,financial contributions,as provided by the Board and upon the unanimous consent of the Parties evidenced by the execution of a written amendment to this Agreement, executed by all of the Parties, including the additional Party. 9.2 Withdrawal. It is fully anticipated that each Party hereto shall participate in the Agency until the purposes set forth in Section 2.2 above are accomplished. The withdrawal of any Party, either voluntarily or involuntarily pursuant to Sections 4.2 and 4.3 above, unless otherwise provided by the Board, shall be conditioned as follows: (i)in the case of a voluntary withdrawal, written notice shall be given one hundred and twenty(120) days prior to the end of a fiscal year, (ii)the fee program established by the Party pursuant to this Agreement shall remain in effect for a period of at least four(4)years after the adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees,including by way of illustration, but not limitation,bonds which have been issued or authorized for issuance by the Agency, and letters of credit or other reimbursement obligations owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency; (iii) said withdrawal shall not relieve the Party of its proportionate share of any debts or other liabilities incurred by the Agency prior to the effective date of the Party's withdrawal, nor any liabilities imposed upon or incurred by the Party pursuant to this Agreement prior to the effective date of the Party's withdrawal; and(iv) said withdrawal shall result in the forfeiture of that Party's rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10.2 below. 14 X. TERMINATION AND DISPOSITION OF ASSETS 10.1 Termination. The Agency shall continue to exercise the joint powers herein until the termination of this Agreement and any extension thereof as provided in this Section 10.1 or until the Parties shall have mutually rescinded this Agreement;provided,however, that the Agency shall continue to exist for the purposes of disposing of all claims, payment of debt service with respect to bonds which have been issued or which have been authorized for issuance and satisfaction of other covenants contained in the resolution and trust indenture relating to said bonds,reimbursement owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency and satisfaction of other covenants contained in reimbursement agreements with such financial institutions,establishment and collection of tolls and development fees, the maintenance of toll collection facilities and the facility in accordance with the California Department of Transportation agreements, distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall occur upon the written consent of all of the Parties,or upon the withdrawal from the Agency of a sufficient number of the Parties to leave less than six Parties remaining in the Agency, or upon transfer of title to the corridor to the California Department of Transportation and full satisfaction of all outstanding financial obligations of the Agency. However, no such termination shall occur until all reimbursement obligations owed to financial institutions securing bonds have been paid and all other financial and contractual obligations of the Agency have been satisfied. 10.2 Distribution of Property and Funds. In the event of the termination of this Agreement, any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each Party or former Part a proportionate share of the contributions made to such properties by such Parties,less previous distributions, if any, provided however that said funds also shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor,to the extent legally possible. In the event of the termination of this Agreement, any funds remaining following the discharge of all obligations shall be disposed of by returning to each Party(excluding withdrawn Parties as provided in Section 9.2 hereof) a proportionate share of such funds equal to the percentage of the contribution made by each Party, less each Party's proportionate share of previous distributions, if any,provided that said funds shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. 15 XI. MISCELLANEOUS 11.1 Amendments. This Agreement may be amended with the approval of not less than three-fourths (3/4) of all Parties; provided, however,that no amendment may be made which would adversely affect the interests of the owners of bonds, letters of credit or other financial obligations of the Agency. 11.2 Notice. Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office,registered or certified,postage prepaid, addressed to the Parties, shall be deemed to have been received by the Party to whom the same is addressed at the expiration of seventy-two (72)hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid. 11.3 Effective Date. This Agreement shall be effective at such time as this Agreement has been executed by any ten or more of the Parties enumerated in the introduction of this Agreement. 11.4 Arbitration. Any controversy or claim between any two or more Parties, or between any such Party or Parties and the Agency,in respect to the Agency's operations, or to any claims,disputes, demands,differences,controversies, or misunderstandings arising under,out of, or in relation to this Agreement, shall be submitted to and determined by arbitration. To the extent not inconsistent herewith,the rules of the American Arbitration Association shall apply. The Party desiring to initiate arbitration shall give notice of its intention to arbitrate to every other Party and the Agency. Such notice shall designate as"respondents"such other Parties as the initiating Party intends to have bound by any award made therein. Any Party not so designated but which desires to join in the arbitration may,within ten(10)days of service upon it of such notice, file a response indicating its intention to join in and to be bound by the results of the arbitration,and further designating any other Parties it wishes to name as a respondent. Within twenty(20)days of the service of the initial demand for arbitration,the American Arbitration Association, hereinafter referred to as"AAA,"shall submit simultaneously to the initiating and to all Parties named as respondents or filing a response therein,an identical list of names and persons chosen from the AAA National Panel of Arbitrators which persons shall be,to the extent possible, persons first in the field of transportation as well as public law. Each Party to the dispute shall have seven (7)days from the mailing date in which to cross off any names indicating the order of his or her preference,and return the list to the AAA. If a Party does not return the list within such time period, all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists, in accordance with the designated order of mutual preference, the AAA shall invite the acceptance of an arbitrator to serve. If the Parties fail to 16 agree upon one of the persons named, the acceptable arbitrator is unable to act, or if for any other reason the appointment cannot be made from the submitted list,the AAA shall have the power to make the appointment of the arbitrator from other members of the panel without the submission of any additional list. The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of Title 9 of Part 3 of the Code of Civil Procedure. If the Agency enters into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency is formed as authorized by Section 2.3 of this Agreement,then each Party agrees that the arbitration provisions in this Section 11.4 shall apply to any controversy or claim between any such Party or Parties and the Joint Transportation Corridor Agency arising under,out of,or in relation to this Agreement. 11.5 Partial Invalidity. If any one or more of the terms,provisions, sections,promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction,each and all of the remaining terms, provisions, sections,promises, covenants and conditions of this Agreement shall not be effected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11.6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties hereto. 11.7 Assignment. The Parties shall not assign any rights or obligations under this Agreement without written consent of all other Parties. 11.8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below,respectively. 11.9 Third Party Beneficiary. In the event that the Agency enters into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency is formed as authorized by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency shall be a third party beneficiary of the provisions of this Agreement creating obligations for the benefit of such Joint Transportation Corridor Agency. 17 IN WITNESS WHEREOF,this Second Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill and Eastern Transportation Corridor Agency shall be effective as of the date that not less than three-fourths(3/4) of the Parties listed below have authorized execution hereof, as evidenced by the authorized signatures below, respectively. COUNTY OF ORANGE By: Name: Date: SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD: Name: Clerk of the Board of Supervisors Date: APPROVED AS TO FORM: County Counsel By: Deputy Date: 18 ATTEST: CITY OF ^NHEIM Clerk of the City of Anaheim By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF VINE Clerk of the City of Irvine By: a Y� D d: / — 7 - S4 o_ 3 APPROVE AS TO F n: By: Ci ounce 19 ATTEST: CIT O L KE FOU Clerk of the ity of Lake Forest By: By. Mayor Dated: APPROVED AS0 FORM: By: City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF ORANGE Clerk of the City of Orange By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 20 ATTEST: CITY OF LAKE FOREST Clerk of the City of Lake Forest By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF b4ISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: - 2- APPROVED AS TO FORM: By: �A�/ City Counsel ATTEST: CITY OF ORANGE Clerk of the City of Orange By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 20 ATTEST: CITY OF LAKE FOREST Clerk of the City of Lake Forest By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF O NGE Clerk of the City of Orange By: L Mayor By: LGacf Dated: APP V By: Ci o sel 20 ATTEST: CITY OF RANCHO SANTA MARGARITA Clerk of the City of By: Rancho Santa Margarita Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY AN Clerk of the City of San Clemente By: Y�SPR ��coaPOM4'*7ppf�e" Dated: FEBRUARY 2d, APPROVED AS TO F '09 1928 By: yC�00 co ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 21 ATTEST: CITY OF RANCHO SANTA MARGARITA Clerk of the City of By. Rancho Santa Margarita Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: By: Mayor Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY TRANO Clerk of the City of San Juan /Capistrano B r Y: !nC- V� ay Date . 3 APPROVED AS TO FORM: By: City Ca seI 21 ATTEST: C pMa Clerk of the City of Santa Ana . Bye/= Dated: /D 3 AP OVED O FORM: By: y � .4 r A EST: CITY OF TUSTIN Clerk of the City of Tustin By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF YORBA LINDA Clerk of the City of Yorba Linda By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 22 ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF TUSTIN / Clerk of the City of Tustin By: dA Mayor By: Dated: APPROVED ^ASS TO FORM: By: City Counse ATTEST: CITY OF YORBA LINDA Clerk of the City of Yorba Linda By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 22 ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF TUSTIN Clerk of the City of Tustin By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF YORBA LINDA Clerk of the City of Yorba Linda By: \n Mayor By: Dated: /1�2 J .(2-� APPRO ED AS TO FORM: By: � City Counsel 22 MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Prepared by Environmental Management Agency Transportation/Flood Control Program Office July 1985 (Revised by Transportation Corridor Agencies September, 1988,January, 1991 and June, 1997) Exhibit"A" 223512_2.DOC TABLE OF CONTENTS SECTION TITLE PAGE Executive Summary I I Background 4 II Description of Corridor 5 III Corridor Planning 6 IV Estimated Costs 7 V Overall Financing I0 VI Area of Benefit 1 I VII Description of Area of Benefit(AOB) 13 VIII Fees 19 IX Deferral of Fees 28 X Criteria for Collection of Fees 28 XI Development Exactions& Credits 28 XII Annual Fee Adjustment 31 XIII City Participation in Fee Program 31 223512 2.DOC i LIST OF EXHIBITS EXHIBIT NO. TITLE PAGE I Area of Benefit Index Map with City 33 Boundaries II Resolution 82-589, Transportation 34-36 Corridor Development Policy III Area of Influence for Corridor Users, 37 San Joaquin Hills Transportation Corridor IV Area of Influence for Corridor Users, 38 Foothill/Eastern Transportation Corridors V Area of Benefit, San Joaquin Hills 39 Transportation Corridor VI Area of Benefit, Foothill/Eastern 40 Transportation Corridor VII Fee Program Share of Total Corridor 41-42 Cost, SJHTC VIII Fee Program Share of Total Corridor 43-44 Cost, F/ETC IX Cost Per Trip End Analysis, SJHTC 45 X Cost Per Trip End Analysis, F/ETC 46 XI Daily Vehicle Trip Generation Rates 47-48 223512 1DOC ii LIST OF TABLES TABLE NO. TITLE PAGE IV-1 San Joaquin Hills Transportation Cost 8 IV-2 Foothill/Eastem Transportation Corridor Cost 9 VII-I San Joaquin Hills AOB by Local Jurisdiction 13 VII-2 Foothill/Eastern AOB by Local Jurisdiction 16 VIII-1 Fee Program Share of Corridor Cost 21 VIII-2 Adjusted AOB Trip Ends 23 VIII-3 Fee Program Share by Land Use Category 24 VIII-4 Area of Benefit Fees 25 223512 2.00C o MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Executive Summary It can no longer be expected that facilities such as the San Joaquin Hills Transportation Corridor (SJHTC)and Foothill/Eastem Transportation Corridors(F/ETC)can be fully funded from the traditional revenue sources used to construct southern California existing freeway network. Supplemental funding sources must therefore be developed if these important components of Orange County's transportation system are to be developed to provide relief to existing congested facilities and support orderly development within cities and unincorporated areas. Development fees represent a potential supplemental funding source. The development fee program is based upon Government Code Sections 50029, 66484.3 and California Constitution Article II, Section 7. The concept is furthermore based on the general principle that fixture development within prescribed benefit areas will benefit from the construction of the transportation facilities and should pay for them in proportion to projected corridor traffic demand attributable to the development. Future development within the benefit areas is expected to account for approximately 48%of the cost of the SJHTC and F/ETC. The remaining cost of the corridors,representing benefits derived by existing development within the benefit areas and corridor users outside the benefit areas, is proposed to be funded through traditional transportation funding sources such as existing federal and state programs,and additional, non-traditional sources, such as toll resources. No assessment of existing developed property is proposed. Corridor usage projections for several hundred traffic analysis zones within the County were developed as a tool to assist in defining the proposed benefit areas. Traffic analysis zones with 4%or more of their total trip making utilizing the corridor formed a fairly dense pattern. Identifiable physical features closely approximating the pattern were used to describe the boundaries of the benefit areas. Two fee zones within each Area of Benefit were established based upon direct use of the corridors. Traffic analysis zones with 8%or more of their total trip making utilizing the corridor were defined in the higher fee zone(A). The remainder of the zones were defined in the lower fee zone (B). Assessment of fees on a traffic related basis was determined to be equitable. Trip ends were selected as the least common denominator and fees were established by dividing the proportion of corridor cost attributable to each fee zone by the total number of projected daily trip ends within each fee zone. Adjustments were made to trip ends between neighborhood commercial and residential land uses to reflect the relative benefit of neighborhood commercial development 223512_2.DOC 1 to residences. Land uses were combined into three general land use categories (2 residential and 1 non-residential) for the purposes of applying fees to development projects. Presently, as of June 12, 1997, fees for each of the fee zones within the Areas of Benefit are: Single Family Multi-Unit SJHTC* Residential Residential Non-Residential Zone A $3,133/unit $1, 824/unit $4.20/sf. Zone B $2,426/unit $1, 416/unit $3.11/sf. F/ETC** Zone A $3,673/unit $2,144/unit $5.10/sf. Zone B $2,612/unit $1,520/unit $2.96/sf. * The foregoing SJHTC fee rates shall be increased on July 1, 1998,and annually thereafter,by 2.667%without further action by the Board. ** The foregoing F/FTC fee rates shall be increased on July 1, 1998, and annually thereafter,by 2.206%without further action by the Board. Developers who are required to construct portions of the transportation corridors will receive credit for that work toward the payment of their fees by the Transportation Corridor Agency pursuant to approved plans, specifications and phasing of the Agency,or by agreements with Parties executed prior to the effective date of the First Amended and Restated Joint Exercise of Powers Agreement creating the SJHTCA or the F/ETCA,as appropriate. The amount of credit neither will be adjusted with subsequent revisions to the fee program nor will additional fees based upon such subsequent revisions be required once such credit is memorialized by agreement. This credit may be transferred in accordance with the provisions of Section XI to subsequent owners of the property from which the credits were generated. Payment of fees for residential multi-unit rental projects may be deferred for a period of five years from issuance of a building permit. The developer must enter into an agreement to pay the fee in effect at the time payment is due and provide a security in the amount of the fee plus 15%. Properties which are exempt from payment of property taxes will generally be exempt from payment of corridor fees. Governmental owned and constructed facilities and utilities will be exempt unless the facility is used for commercial or revenue generating purposes. Portions of seventeen cities are included within the benefit areas for the SJHTC and F/ETC in addition to portions of the unincorporated County of Orange. The County may adopt a fee 223512_2.DOC 2 program only within the unincorporated areas. Participation by cities,therefore, is an important ingredient to a successful program that does not create inequities to property owners within differing jurisdictions. City and County cooperation is not only required in the adoption of a program and collection of fees, but should extend to decisions regarding expenditure of the funds. Joint Powers Agencies consisting of City and County members have been created to plan, design, finance, and construct the Corridors, and to determine the order of phasing of construction of corridor segments when developers are required to construct corridor improvements in lieu of payment of fees. All fees collected under this program will be deposited in accounts specifically for the transportation corridors to accomplish this purpose. 223512_2.DOC 3 MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS I. BACKGROUND Government Code Sections 50029 and 66484.3 permit the establishment of local ordinances to require payment of fees as a condition of approval of a final map or as a condition of issuing a building permit for purposes of defraying the actual or estimated cost of constructing bridges over waterways,railways, freeways and canyons, or constructing major thoroughfares in Orange County. Pursuant to the above provisions of the Government Code,the Board of Supervisors adopted Section 7-9-316 of the Orange County Codified Ordinances providing for the establishment of major thoroughfare and bridge construction fees to be paid by subdividers and building permit applicants in the County of Orange. On April 21, 1982,the Board of Supervisors,by Resolution 82-598, directed the Environmental Management Agency (EMA)to begin analyzing potential Areas of Benefit, and to proceed with the establishment of a fee program. The Board, furthermore,determined that developers of subdivisions which contain portions of any transportation corridor,would dedicate right-of-way, grade and construct necessary portions of the corridor and participate in any established corridor fee program. On February 15, 1983,the Board of Supervisors, by Resolution 83-239, identified interim Areas of Impact for the San Joaquin Hills and Foothill/Eastern Transportation Corridors and directed EMA to require subdividers to enter into contracts to participate in corridor implementation pending establishment of a fee program. On January 30, 1984,the Orange County Planning Commission adopted Resolution No. 45-83 recommending that the Board of Supervisors adopt Major Thoroughfare and Bridge Fee Programs for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridor. On October 3, 1984, the Board of Supervisors,by Resolution No. 84-1462,adopted Areas of Benefit and Major Thoroughfare and Bridge fees within unincorporated Orange County for the San Joaquin Hills and Foothill/Eastern Transportation Corridors. Subsequent cooperative analyses of the fee program by Orange County, Orange County Transportation Commission,the Building Industry Association of Southern California, Orange County Region, and cities within these Areas of Benefit 223512_2.DOC 4 have led to the Fee Program defined within this report, and the formation of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency to implement such Fee Program and plan, design, finance and construct such corridors. The County and various cities within the Area of Benefit of the San Joaquin Hills and Foothill/Eastern Transportation Corridors formed two Joint Powers Agencies known as the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. Necessary ordinances and resolutions to effect the Fee Program have been adopted by all parties of the Agency,and such program is now being fully implemented. II. DESCRIPTION OF CORRIDOR A TRANSPORTATION CORRIDOR is a high-speed,high volume, access- controlled multimodal facility with a median of sufficient width to be utilized for transit considerations such as fixed rail or high-occupancy vehicles,and facilities necessary for collection of tolls. The corridors will provide for high speed movement of vehicular traffic where projected volumes exceed major arterial highway capacities. These routes will function similar to freeways and expressways and should eventually be incorporated into the State Highway System. They are, therefore, designed to meet minimum State and Federal standards. In addition to the need for major transportation corridors generated by existing development,the relatively rapid growth and planned future development in Orange County also contributes directly to such need. Three such corridors(Foothill, Eastern and San Joaquin Hills) are included on the Master Plan of Arterial Highways (MPAH),and are a component of the Transportation Element of the Orange County General Plan and the Transportation Elements of the General Plans of all city Parties within which such corridors have been planned to be located. Transportation corridors are depicted on the MPAH map as either conceptually proposed or established alignments. These facilities are part of a planned traffic circulation system necessary to support development of the County in accordance with existing General Plan Land Use Elements of the County and City Parties. These facilities will also relieve recurrent congestion on major arterials and freeways in Orange County. The SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR is planned as a high-speed, high capacity, access-controlled transportation facility to serve local and regional traffic and transit needs. Its alignment was established in 1979 as part of the MPAH and Transportation Element of the Orange County General Plan. That alignment includes the Corona Del Mar Freeway(Route 73) in the Cities of Costa Mesa,Newport Beach and Irvine and extends southeasterly approximately 15 miles to 223512_2.DOC 5 join the San Diego Freeway (I-5) between Avery Parkway and Junipero Serra Road near the City of San Juan Capistrano (see Exhibit I). It will be designed to comport with scenic highway standards and provide approximately six to ten general purpose travel lanes, with a median of sufficient width to accommodate future high-occupancy vehicle (HOV) lanes and special transit facilities, if required in the future. The central segment of the corridor will carry the greatest amount of traffic because there are a limited number of alternative parallel highway facilities. Traffic volumes on the south end of the corridor are lowest along the route as a result of countywide traffic orientation, which is generally to the north. Access to the corridor will be limited to approximately 12 grade-separate interchanges with arterial highways as well as provisions for future additional interchanges with arterial highways plus provisions for future additional exclusive interchange ramps for HOV lanes. Additional bridges may be required as the corridors cross substantial canyons and water courses. The EASTERN TRANSPORTATION CORRIDOR is currently shown as a set of alternative preferred alignments and included in the Transportation Element of the Orange County General Plan. The preferred alternatives will be studied further as the environmental review process continues. The FOOTHILL TRANSPORTATION CORRIDOR is an established alignment between the Eastern Corridor and a point northerly of Ortega Highway and a conceptual alignment between that point and the San Diego Freeway(I-5). As depicted on Exhibit I,the Eastern Transportation Corridor will intersect the Riverside Freeway(Route 91)between Weir Canyon Road and Gypsum Canyon Road extending southeasterly approximately 13 miles to a point southerly of the Santa Ana Freeway(I-5)in the Cities of Tustin and Irvine. The Foothill Transportation Corridor will originate at the Eastern Corridor between Santiago Canyon Road and Irvine Boulevard and extend southeasterly approximately 32 miles to the San Diego Freeway(I-5) below San Clemente in San Diego County. It is anticipated the Eastern Corridor will be a landscaped, grade separated scenic corridor which includes approximately six general purpose travel lanes and the Foothill Corridor,a landscaped corridor which includes four to six general purpose travel lanes with medians or other areas wide enough to accommodate HOV/Special Transit requirements if necessary. Access to the corridor will be limited to grade- separated interchanges with arterial highways plus provisions for future exclusive interchange ramps for HOV lanes. III. CORRIDOR PLANNING The level of facility planned in this report will support currently adopted land use plans of the County and Cities surrounding the corridors. In the event the Cities and County subsequently amend their existing General Plan Land Uses Elements, particularly in areas serving the Foothill and Eastern Corridors,those facilities may require adjustments in lanes to accommodate that growth. It is intended that the fee adopted under this program will be reevaluated if an additional level facility is needed 223512_2.DOC 6 to serve increased intensities planned in adopted land use Elements of their General Plan. In the event that such intensities are decreased, and reduction in the level of facility then is still feasible in view of rights of way then acquired,planning, design, engineering and construction then completed and financing commitments made, such fee also will be re-evaluated. The majority of the length of corridor alignments fall within relatively undeveloped areas of the County. Exceptions to this are either end of the San Joaquin Hills Transportation Corridor and the central segments of the Foothill/Eastem Transportation Corridors. Each corridor traverses areas of hilly terrain. A majority of the areas traversed by the corridors is zoned Planned Community with tentative tracts in various stages of approval. An alignment was selected by the Board of Supervisors for the San Joaquin Hills Transportation Corridor on November 28, 1979 and the northwesterly segment of the Foothill Corridor on May 25, 1983. More detailed engineering work is currently underway on the San Joaquin Hills Transportation Corridor to refine the selected alignment and determine right-of-way requirements. Similar detailed engineering is also in progress for the northwesterly segment of the Foothill Transportation Corridor. Alignment selection studies also are underway on the Eastern Corridor and the southerly end of the Foothill Corridor between about Oso Parkway and I-5. It is proposed that all corridors will eventually be added to the State Highway System. State legislation(AB 86)has been signed into law which redescribes State Route 73 (Corona Del Mar Freeway)to include the San Joaquin Hills Transportation Corridor. Legislation(SB 2048 and SB 2049), Chapters 1363 and 1364, respectively, of the Statutes of 1988 also have been enacted which designates the Eastern and Foothill Transportation Corridors as State Routes 231 and 241, respectively. IV. ESTIMATED COSTS The construction costs include estimates for all corridor grading and general travel lane improvements including bridges, structural section, interchanges,partial landscaping, and arterial highway realignments dictated by the corridor alignments. The cost of grading general High-Occupancy Vehicle(HOV) lanes is included but not the cost of HOV structural section, bridges,median barriers or special access ramps. It is intended that implementation of any transit guideway or HOV facilities, if needed, would be provided from other funding sources. Other costs included for both Corridors include engineering design, administration, construction inspection, right-of-way acquisition and some financing costs. It is proposed that developers will dedicate the majority of right-of-way for the transportation corridors. The cost estimate includes a cost for the portion of the right- of-way which would exceed a standard major arterial highway constructed along the corridor alignment excluding slope easements. The portion of right-of-way 223512_2.DOC 7 equivalent to a major arterial highway is excluded from the estimate to maintain a policy consistent with other arterial highway dedications. The cost of slope easements is excluded because of the wide variations between the natural terrain conditions and final development of adjacent lands, the inability to estimate the easement areas with certainty, and for consistency with existing arterial development policy. Right-of-way required to realign any intersecting arterial highway was also excluded from the cost estimate on the assumption that it will be dedicated in accordance with established development policy. The right-of-way to be included as part of the corridor cost was assumed to have a value of$50,000/acre, to be adjusted by the Agency in accordance with the California Construction Cost Index,or other comparable index selected by the Board. A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR(SJHTC) The originally estimated cost of constructing the SJHTC to the standard of improvement as described in the previous section was based on the following estimates prepared for the County during the Phase II SJHTC study work, to be adjusted by the Agency in accordance with the California Construction Cost Index, or other comparable index selected by the Board. TABLE IV-1 SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR COST Construction: $259,736,000 Engineering& Admin.: 38,960,000 Contingencies: 25,974,000 Right Of Way(in excess of Major Arterial Hwy): 16,990,000 Total (for purposes of Fee Program): $341,660,000 As of December 1990,the remaining cost of constructing the SJHTC,exclusive of costs incurred to August 31, 1990,as estimated by Public Resources Advisory Group ("PRAG")and as set forth in the"Transportation Corridor Agencies Draft Final Report,Update of the Major Thoroughfare and Bridge Fee Program for the San Joaquin Hills, Foothill and Eastern Transportation Corridors, December 5, 1990"(the"Deloitte Report")was $746,920,000. The Statement of Facts in Support of Findings of the Board of Directors of the San Joaquin Hills Transportation Corridor Agency Regarding"Resolution of the San Joaquin Hills Transportation Corridor Agency Approving an Annual Adjustment in the Area of Benefit Fees and Making Certain Findings Related to Annual Adjustment of the Area of Benefit Fees(S97-05)"(the"1997 SJHTCA 223512_2.DOC 8 Findings")provides updated estimated cost information for constructing the SJHTC, as of June, 1997. B. FOOTHILL/EASTERN TRANSPORTATION CORRIDORS (F/ETC) The cost for constructing the Foothill/Eastem Transportation Corridors was originally estimated from information obtained from the Weir Canyon Park Road Study dated October, 1982, the Foothill Transportation Corridor Route Location Study dated December, 1982, and projection of costs from the San Joaquin Hills Transportation Corridor. Unit prices used in the cost estimates are considered to adequately estimate the cost in 1984 dollars. The original estimated costs,to be adjusted by the Agency in accordance with the California Construction Cost Index, are as follows: TABLE IV-2 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS COST Foothill Eastern Total Construction: $233,557,000 $143,526,000 $377,083,000 Eng. & Admin.: 35,033,000 21,528,500 56,561,500 . Contingencies: 35,033,000 21,528,500 56,561,500 Right Of Way (in excess of Major Art. Hwy.): 14,151,000 11,790,000 25,941,000 Total (for purposes of Fee Program): $317,774,000 $198,373,000 $516,147,000 As of December 1990,as set forth in the Deloitte Report, PRAG estimated the remaining cost of constructing the F/ETC, exclusive of costs incurred to August 31, 1990,to be$1,699,240. The Statement of Facts in Support of Findings of the Board of Directors of the Foothill/Eastem Transportation Corridor Agency Regarding"Resolution of the Foothill/Eastem Transportation Corridor Agency Approving an Annual Adjustment in the Area of Benefit Fees and Making Certain Findings Relating to Annual Adjustment of the Area of Benefit Fees(F97-05)"(the"1997 F/ETCA Findings")provides updated estimated cost information for construction the F/ETC, as of June, 1997. 223312_2.DOC 9 Foothill/Eastern: $516,147,000 $250,228,066 48.5% As of December 1990, estimated corridor costs, subject to adjustment as previously stated, and the portion allocated to new development through the MT&B fee program were: New Development Fees Fees Approximate Collected to be Total Cost Share of Cost % to 8/31/90 Collected San Joaquin Hills: $ 746,920,000 $ 361,810 48.44 $39,510,000 $322,300,000 Foothill/Eastern: $1,699,240,000 $828,790,000 48.48 $74,160,000 $749,630,000 The 1997 SJHTCA Findings and the 1997 F/ETCA Findings set forth additional facts related to the estimated corridor costs and the portion allocated to new development through the MT&B fee program, updated as of June, 1997. In accordance with current Agency policy,new developments within the path of the transportation corridors will be conditioned to dedicate right-of-way and grade the corridor within the boundaries of the development, construct arterial overcrossings for internal arterial highways and construct corridor travel lanes and interchange ramps required immediately for access to the development or for closure of short gaps in the transportation system. The estimated cost of these improvements including the estimated value of R/W dedication in excess of that required for a standard major arterial highway (excluding slope easements)will be considered as a credit against the required MT&B fees to the extent that these costs are included in the fee program. VI. AREA OF BENEFIT In order to establish a MT&B fee program, an Area of Benefit(AOB)must be identified within which fees may be required upon issuance of building permits or recordation of final maps to defray the cost of the major thoroughfares and bridges. Construction of the transportation corridors will provide key facilities to ensure that the County's transportation system is in balance with both existing and future land uses. The benefits,therefore, accrue not only to those properties which generate a high demand for use of the corridor but those which will benefit from less congestion and delay on the arterial highway and freeway system serving the property. Implementation of a balanced transportation system, including the corridors,will, furthermore,benefit undeveloped properties by allowing approval of land use to the level in County and City General Plans. It is clear that both existing developed properties and undeveloped properties will benefit from construction of the transportation corridors. Development fees are 2235 12_2.DOC 11 proposed to finance a portion of the corridors proportional to the traffic demands, measured in trip ends,created by new growth. The portion of cost based upon existing trip ends represents the benefit to developed properties. Revenue for the cost allocated to existing development will be provided form public funding sources identified in Section V, "Overall Financing,"of this report and,therefore, will not be assessed to individual properties. The methodology used to determine the AOB consisted of determining the influence the corridor had on trips made within the County. The analysis was conducted with a system of computer programs known as UTPS'(Urban Transportation Planning Systems). The computer programs were tailored for specific Orange County application and are commonly known as the SOCCS"travel demand model. The model subdivides Orange County and portions of adjacent Los Angeles County into more than 500 traffic analysis zones (TAZ). The model estimates the number of person trips each TAZ generates based on socioeconomic variables such as population, employment, income and number of housing units. These trips are then distributed from each zone to all other zones by a well-established procedure. The model then determines how many of these person trips will travel by auto, and finally assigns these auto trips onto a highway network. The socioeconomic data used in the AOB analysis is from the San Joaquin Hills Transportation Corridor Study and the Foothill Transportation Corridor Study. Using the trip-making data described above,a select link analysis (program UROAD')was performed to determine the number of corridor related trip ends which originate in,or are destined for,each traffic analysis zone (TAZ). These corridor TAZ trip ends were used in conjunction with the total TAZ trip ends (arterial highways plus corridor) to compute the percentage of trip ends by TAZ which use the corridor. The resulting percentages were posted on TAZ maps in 2% increments (Exhibits III and IV). The influence area for each of the corridors is quite pronounced at the 4%and greater trip use level as shown on the exhibits. The pattern of corridor usage becomes erratic below the 4% level. The determination of the AOB for each of the transportation corridors was based primarily on the above corridor influence areas. However,the following additional 1 UTPS is a battery of sophisticated computer programs developed and sponsored by the Federal Urban Mass Transportation Agency(UMTA)for forecasting travel demand. 21 South Orange County Circulation Study(SOCCS)travel demand forecasting model developed by EMA/fransportation Planning Division. 3, UROAD is one of the computer programs in UTPS. It is a comprehensive flexible highway assignment and analysis program. 223512_2.DOC 12 criteria were used to supplement the percent of corridor use data to analyze relative benefits: 1. Corridor trip ends exceed 1.75 trip ends per gross acre of the TAZ. 2. Total corridor trip ends per TAZ exceed 2,000. 3. Trip end growth within each TAZ exceeds 45%. 4. Perceived direct and indirect benefits to the transportation system. Identifiable physical and planned features closely approximating the pattern of corridor usage were used to describe the boundaries of the benefit areas. Within each Area of Benefit, some lands were judged to receive more benefit than others from the construction of the corridors. Developments which create relatively high demands for use of the corridors were placed in a different fee zone within the Area of Benefit than other developments with less direct use. The boundaries between the fee zones were determined utilizing the TAZ data on Exhibits III and IV. Traffic analysis zones where the percentage of corridor trip ends equals or exceeds 8%were defined as Zone A. Traffic analysis zones with less than 8% use were defined as Zone B. Zone A and B are depicted on Exhibit I. VII. DESCRIPTION OF AREA OF BENEFIT(AOB) The AOB's for the San Joaquin Hills and the combined Foothill/Eastern Corridors include both incorporated and unincorporated territory and generally encompass the southeasterly half of Orange County as illustrated on Exhibit 1. A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR A more detailed map of the San Joaquin Hills Transportation Corridor AOB is shown on Exhibit V. This AOB contains approximately 122 square miles. All or portions of the following cities are within this AOB: TABLE VII-1 SAN JOAQUIN HILLS AOB BY LOCAL JURISDICTION City Area Included in AOB Costa Mesa 3.2 sq. miles Dana Point Irvine 22.2 Laguna Beach 5.6 Laguna Hills Laguna Niguel Mission Viejo 223512 2.DOC 13 Newport Beach 8.3 San Clemente 3.8 San Juan Capistrano 8.2 Santa Ana 2.8 City Subtotal 54.1 Unincorporated Territory 68.3 ** Total 122.4 sq. miles * Included in the"Unincorporated Territory"area. ** Including the area within the new incorporated Cities of Mission Viejo,Dana Point,Laguna Hills and Laguna Niguel The AOB is bounded by the Pacific Ocean: beginning at the easterly boundary of the City of Newport Beach of the Pacific Ocean; thence along said external boundary defined by annexation nos. 843,64, 897, 84 and 585 to its intersection with an extension of Fifth Avenue;thence northwesterly along said extension to Fifth Avenue;thence northwesterly along the centerline of said Fifth Avenue to Coast Highway; thence northwesterly along the centerline of said Coast Highway to the crossing of the Upper Newport Bay; thence along a line northerly through said Upper Newport Bay to the point where the Santa Ana-Delhi Channel (Facility FO I) enters said Upper Newport Bay; thence along the centerline of Santa Ana-Delhi Channel from Upper Newport Bay to University Drive;thence westerly along the centerline of said University Drive to Santa Ana Avenue; thence northerly along the centerline of said Santa Ana Avenue to Corona Del Mar Freeway (State Route 73); thence northwesterly along the centerline of said Corona Del Mar Freeway to the San Diego Freeway (Interstate Route 405);thence westerly along the centerline of said San Diego Freeway to Harbor Blvd.;thence northerly along the centerline of said Harbor Blvd. to MacArthur Blvd.;thence easterly along the centerline of said MacArthur Blvd.to Main Street;thence northerly along the centerline of said Main Street to Dyer Road;thence easterly along the centerline of said Dyer Road to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Flinger Avenue; thence easterly along the centerline of said Edinger Avenue to the Newport-Costa Mesa Freeway(State Route 55);thence southeasterly along the centerline of said Newport-Costa Mesa Freeway to Warner Avenue; thence southeasterly along the centerline of said Warner Avenue to Red Hill Avenue;thence southwesterly along the centerline of said Red Hill Avenue to Alton Avenue; thence northwesterly along the centerline of said Alton Avenue to Newport-Costa Mesa Freeway; thence southwesterly along the centerline of said Newport-Costa Mesa Freeway to the San Diego Freeway(Interstate 405);thence southeasterly along the centerline of said Interstate 405 to Interstate 5; thence southerly along the centerline of said 223512_2.DOC 14 Interstate 5 to its intersection with the prolongation of the southerly boundary of Rancho Mission Viejo (approximately at Via Escolar); thence southeasterly along the Rancho Mission Viejo boundary line as described by Record of Survey 9/15- 18 to the easterly comer of Tract No. 6381; thence westerly along the southerly line of said Tract No. 6381 to the easterly boundary at Parcel Map No. 80-851; thence southerly along said easterly boundary of Parcel Map No. 80-851 to Rancho Viejo Road;thence southerly along the centerline of said Ranch Viejo Road to Ortega Highway; thence easterly along the centerline of said Ortega Highway to La Novia Avenue; thence southerly along the centerline of said La Novia Avenue and its proposed extension to Tentative Tract No. 11648;thence southerly along the easterly boundary of said Tentative Tract No. 11648 to the boundary of Tentative Tract No. 11832; thence southerly along the easterly boundary of said Tentative Tract No. 11832 to the northerly boundary of Tract No. 8087; thence easterly and southerly along the boundary of said Tract No. 8087 to the boundary of Tract No. 9784; thence easterly along the northerly boundary of said Tract No. 9784 and the prolongation of said boundary to the boundary of the City of San Juan Capistrano;thence southeasterly along said city external boundary defined by Incorporation boundaries of April 19, 1961 and annexation nos. 105 and 24 and deannexation per City resolution 62-11-12-2 to Interstate 5;thence southerly along the centerline of said Interstate 5 to its intersection with the Orange/San Diego County line; and thence southerly along said County line to the Pacific Ocean. Zone A Zone A is bounded on the south by the Pacific Ocean and is described as follows: Beginning at the intersection of the total Area of Benefit westerly boundary with the Pacific Ocean; thence along said total Area of Benefit boundary to Marguerite Avenue; thence northerly along the centerline of said Marguerite Avenue to San Joaquin Hills Road;thence easterly along the centerline of said San Joaquin Hills Road to Spyglass Hill Road;thence northerly along the centerline of said Spyglass Hill Road to San Miguel Drive;thence northerly along the centerline of said San Miguel Drive to Ford Road;thence northeasterly along the centerline of said Ford Road and its proposed northeasterly extension as shown on the Orange County Master Plan of Arterial Highways dated August 8, 1984,to Bonita Canyon Road; thence easterly along the centerline of said Bonita Canyon Road to the proposed southerly extension of Sand Canyon Avenue as shown of said Master Plan of Arterial Highways; thence easterly along the centerline of the proposed extension of Sand Canyon Avenue to the westerly extension of Bake Parkway as shown on said Master Plan of Arterial Highways;thence easterly along the centerline of the proposed extension of said Bake Parkway to Laguna Canyon Road; thence southerly along the centerline of said Laguna Canyon Road to the proposed westerly extension of Santa Maria Avenue as shown on said 223512_2.DOC 15 Master Plan of Arterial Highways; thence easterly along the centerline of the proposed extension of Santa Maria Avenue and Santa Maria Avenue to Moulton Parkway;thence southerly along the centerline of said Moulton Parkway; thence southerly along the centerline of said Moulton Parkway to El Toro Road,thence northeasterly along the centerline of said El Toro Road to Paseo de Valencia; thence southeasterly along the centerline of said El Toro Road to Paseo de Valencia; thence southeasterly along the center line of said Paseo de Valencia and its easterly prolongation to intersect Interstate 5 which is also the easterly boundary of the total Area of Benefit; thence southerly along said easterly boundary of the total Area of Benefit boundary to where it again intersects Interstate 5 in the vicinity of Camino Las Ramblas; thence northerly along the centerline of said Interstate 5 to San Juan Creek Road; thence westerly along the centerline of said San Juan Creek Road to Camino Capistrano; thence northerly along the centerline of said Camino Capistrano to Del Obispo Street;thence westerly along the centerline of said Del Obispo Street to Alipaz Street;thence southerly along the centerline of said Alipaz Street to Camino Del Avion;thence westerly along the centerline of said Camino Del Avion and its proposed westerly prolongation as shown on said Master Plan of Arterial Highways,to Crown Valley Parkway; thence southerly along the centerline line of said Crown Valley Parkway to Monarch Bay Drive; thence southwesterly along Monarch Bay Drive and its southwesterly prolongation to-the Pacific Ocean. Zone B Zone B is described by the total San Joaquin Hills Area of Benefit excluding Zone A as described above. B. FOOTHILL/EASTERN TRANSPORTATION CORRIDORS A single Area of Benefit was selected for the combined Foothill and Eastern Transportation Corridors because of corridor usage patterns. A more detailed map of the Foothill/Eastern Corridors AOB is shown on Exhibit VI. This AOB contains approximately 291 square miles. All or portions of the following cites are included in the AOB: TABLE VII-2 FOOTHILL/EASTERN AOB BY LOCAL JURISDICTION city Area Included in AOB Anaheim 14.1 sq. miles Irvine 18.9 Lake Forest Mission Viejo 223512_2.DOC 16 Orange 10.6 San Clemente 13.5 San Juan Capistrano 5.0 Santa Ana 2.8 Tustin 11.1 Villa Park 2.1 Yorba Linda 17.7 City Subtotal 95.8 Unincorporated Territory 194.7 Total 290.5 sq. miles * Included within the"Unincorporated Territory"area. ** Including the area within the newly incorporated Cities of Mission Viejo and Lake Forest. The AOB is bounded generally by the northerly boundary of the San Joaquin Hills Transportation Corridor AOB from the San Diego County Line to the intersection of the San Diego Freeway(State Route 405)and the Newport-Costa Mesa Freeway (State Route 55); thence northeasterly along the centerline of State Route 55 to Alton Avenue;thence southeasterly along the centerline of said Alton Avenue to Red Hill Avenue;thence northeasterly along the centerline of said Red Hill Avenue to Warner Avenue; thence northeasterly along the centerline of said Warner Avenue to State Route 55; thence northeasterly along the centerline of said State Route 55 to Edinger Avenue;thence westerly along the centerline of said Edinger Avenue to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Seventeenth Street; thence easterly along the centerline of said Seventeenth Street to State Route 55; thence northerly along the centerline of said State Route 55 to the Riverside Freeway (State Route 91);thence northwesterly along the centerline of said State Route 91 to Tustin Avenue; thence northerly along the centerline of said Tustin Avenue to Jefferson Street; thence northerly along said Jefferson Street to the southerly city limits of Placentia; thence along the external boundary of said city limits defined by annexations nos. 69-1, 76-1, 71-01, 65-4, 63-3, 6401,65-7, 63-4,63-2,64-4, and 72-2 to its intersection with Imperial Highway; Placentia to Imperial Highway; thence southwesterly along the centerline of said Imperial Highway to Valley View Avenue;thence northerly along the centerline of said Valley View Avenue and its prolongation to the southerly boundary of Chino Hills State Park;thence easterly along the southerly boundary of Chino Hills State Park to its intersection with the Orange/San Bernardino County line; thence southeasterly along the Orange County line to the boundary of the San Joaquin Hills Transportation Corridor Area of Benefit. 223512_2.DOC 17 ZONE A Zone A begins at the Orange/San Bernardino County line where said County Line intersects the centerline of the proposed extension of La Palma Avenue as shown on the Orange County Master Plan of Arterial Highways dated August 8, 1984; thence westerly along the centerline of said proposed La Palma Avenue to the proposed extension of Gypsum Canyon Road as shown in said Master Plan of Arterial Highways;thence southerly along the centerline of said proposed Gypsum Canyon Road to the Riverside Freeway (State Route 91);thence westerly along the centerline of said State route 91 to the northwesterly prolongation of the easterly boundary of the Wallace Ranch as shown in Orange County Record of Survey 2-5; thence southeasterly along said prolongation of the easterly boundary of the Wallace Ranch and continuing southeasterly along said easterly boundary to the northeasterly corner of the Oak Hills Ranch as shown in said Record of Survey 2-5;thence southeasterly along the easterly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 and continuing southwesterly along the southerly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 to the proposed southerly extension of Weir Canyon Road as shown on said Master Plan of Arterial Highways; thence southerly along said Weir Canyon Road to the north boundary of Tentative Tract No. 13627 in the City of Tustin;thence southerly along the centerline of Jamboree Road within Tentative Tract No. 13627 to Tustin Ranch Road;thence southerly along the centerline of Tustin Ranch Road within the Tentative Tract No. 12870 to Irvine Boulevard, thence easterly along the centerline of said Irvine Boulevard to Sand Canyon Avenue;thence southerly along the centerline of said Sand Canyon Avenue to the proposed realignment of Trabuco Road as shown on said Master Plan of Arterial Highways;thence easterly along the centerline of said proposed realignment of said Trabuco Road to the proposed northerly extension of Muirlands Boulevard; thence along said Muirlands Boulevard to the centerline of Alton Avenue,thence northerly along the centerline of said Alton Avenue to Jeronimo Road;thence easterly along the centerline of said Jeronimo Road to Bake Parkway;thence northerly along the centerline of said Bake Parkway to Trabuco Road;thence easterly along the centerline of said Trabuco Road to Impressa Street;thence northerly along the centerline of said Impressa Street to Santa Margarita Parkway; thence easterly along the centerline of said Santa Margarita Parkway to the Proposed Antonio Parkway as shown on said Master Plan of Arterial Highways; thence southerly along the centerline of said Antonio Parkway to Ortega Highway; thence southwesterly along the centerline of said Ortega Highway to the proposed easterly extension of Avery Parkway as shown on said Master Plan of Arterial Highways;thence westerly along the centerline of said proposed extension and Avery Parkway to the Santa Ana Freeway where it intersects the common boundary between the Foothill/Eastern and the San Joaquin Hills AOBs; thence southeasterly along said common AOB boundary to the Orange/San Diego 223512_2.DOC 19 County line; thence northerly along the Orange County line to where it intersects the centerline of the proposed La Palma Avenue as shown on said Master Plan of Arterial Highways. ZONE B Zone B is described by the total Foothill/Eastern Area of Benefit excluding Zone A as described above. VIII. FEES In order to establish a corridor fee, it is necessary to determine who is to pay the fee, the facility cost to be supported by fees and a basis or unit of measure for the fees. As has been previously stated, it is proposed that fees be paid by future development within the defined Areas of Benefit in reasonable proportion to the benefit derived. The corridor facilities will, of course, also benefit existing development within the Areas of Benefit. The share of corridor cost attributable to benefits derived by existing development is proposed to be funded from other sources. The following discussion describes the methodology used to arrive at the fee program's original fee amounts. As explained above,those amounts have been periodically reviewed and updated based upon revised data. A. Determination of Fee Program's Share of Corridor Cost The first step in calculating the fee program share of the corridor cost was to determine the percentage of corridor user trip ends that originate or end within the Area of Benefit which are attributable to new growth. Trip information derived from the SOCCS travel demand model was used for this analysis. This percentage was established as the developers share and multiplied by the total corridor cost to determine the fee program share of costs as shown in Table VIII-1. The fee program share of corridor cost was then separated into amounts representing direct and indirect benefits to the benefit zones(A&B Zones) based upon peak hour and non-peak hour travel characteristics. Approximately sixty-one percent a (61%)of corridor trips are expected to occur during non- peak travel hours,thus representing a measure of the direct benefit from the corridors. Approximately thirty-nine percent"of corridor trips are expected to occur during peak hours of travel,thus representing lessened congestion on the remaining transportation system. This system relief is defined as indirect benefit. 4Caltrans,LARTS 1976 Urban Rural Survey. 5 ibid. 223512_2.DOC 19 The direct and indirect factors were used to identify the relative benefits between the A and B zones. The portion of fee program share representing direct benefit was divided between the A and B zones based upon the percentage of corridor user trips due to growth within each zone. The portion of developers share representing indirect benefit was distributed between the A and B zones based upon the percentage of total trip ends on the transportation system within each zone. The fees for the A and B Zones,therefore, include a measure of both direct and indirect benefits received by each zone. Exhibits VII and VIII show the method in which these calculations were made. The fee program share of the original estimate of Corridor Cost shown below represents an estimate of the share attributable to new development. It is expected that this share may change as future revisions are made to the fees. (As of January, 1991, shares were 48.44% for the SJHTC,and 48.48%for the F/ETC. The 1997 SJHTCA Findings and the 1997 F/ETCA Findings set forth additional facts related to the estimated corridor costs and the portion allocated to new development through the MT&B fee program, updated as of June, 1997.) 223512_2.DOC 20 TABLE VIII-I FEE PROGRAM SHARE OF CORRIDOR COST Total Corridor Cost ($) Developers Share (%) Share ($) SJHTC Zone A 28.6% $97,856,775 Zone B 19.8% $67,643,330 Total $341,660,000 48.4% $165,500,105 F/ETC Zone A 25.8% $133,096,099 Zone B 22.7% $117,131,975 Total $5I6,147,000 48.5% $250,228,066 B. Determination of Base Fee The cost attributable to future development must be reduced to a fee so that it may be apportioned in an equitable manner to specific types of development. Allocation of the cost on the basis of trip end generation by general land use category is proposed,where: cost apportioned to future development in the AOB zone = cost/trip end trip end growth in the AOB zone SJHTC F/ETC Zone A $97,856,774 = $74/TE $133,096,091 =$80/TE 1,321,160 1,665,922 Zone B $67,643,330 =$46/TE $117,131,975 = $43/TE 1,462,093 2,730,730 The data used in computing the average cost per trip end are summarized in Exhibit IX and X. The trip end generation factors used in the calculation were derived from the EMA Trip Generation Rates, shown in Exhibit XI. The projected growth in dwelling units was taken from the respective San Joaquin 223512 2.DOC 21 Hills and Foothill Transportation Corridor studies. Projected growth in industrial/commercial floor space was generated from MMTS II'employment projections. C. FEE DISTRIBUTION Various land uses within the Area of Benefit have been grouped into three major categories for the purposes of distributing fees to individual developments. The three general categories used include residential single-family dwelling units, residential multi-unit dwellings, and non-residential land uses. The trip ends calculated for the non-residential land use category were a summation of more specific non-residential categories such as manufacturing,retail regional, neighborhood/community commercial,and office uses. The trip generation rates used to calculate the trip ends for each of these more specific non- residential land uses were averages of rates shown in Exhibit XI. Prior to the summation of the trip ends from each of the more specific non- residential land uses, an adjustment was made to the projected trip ends for neighborhood/community commercial land uses. This adjustment was an attempt to reflect the benefits to residential land uses which accrue from construction of neighborhood/community commercial development. Neighborhood/community commercial primarily benefits local residents by providing an opportunity to shop close to home. Many of the trip ends typically assigned to local retail uses are accounted for by these short trips arriving from and returning to residences. These residential-related trip ends actually provide savings in travel cost due to the short nature of the trip. Additionally, neighborhood/community commercial development tends to reduce energy consumption and traffic impacts. Residential land uses receive sufficient benefit from construction of neighborhood/community commercial development to distribute a portion of the trip ends attributable to neighborhood/community commercial development to residential land uses. For this reason, 601/6 of the trip ends attributable to neighborhood/community commercial development were reassigned to single family residential and multi-unit residential land uses as a measure of this increased benefit. The reassigned trip ends were split between single family and multi-unit residential land uses based upon their respective trip ends due to growth. The adjusted trip ends are as follows: 6 Employment projections adopted by the Orange County Transportation Commission. 223512_2.DOC 22 TABLE VIII-2 ADJUSTED AOB TRIP ENDS Land Use Category Zone A Zone B Generated Adjusted Generated Adjusted Trip Ends Trip Ends Trip Ends Trip Ends SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Single Family Residential Units 379,452 557,635 139,368 254,936 Multi-Unit Residential Unit 193,956 285,053 240,723 440,312 Neighborhood/Community Coral 448,800 179,520 525,262 210,105 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Single Family Residential 666,024 897,960 643,812 1,143,880 Multi-Unit Residential Units 160,377 216,238 248,906 442,221 Neighborhood/Community Coml 479,662 191,865 1,155,638 462,255 Once this adjustment was made,the fee program share of the total corridor cost for each of the three generalized land use categories was determined. The single-family residential and multi-unit residential share of the corridor cost was calculated first by multiplying the adjusted trip ends shown above by the appropriate cost per trip end as developed in Exhibits IX and X. The non- residential share of the corridor cost was calculated by using the difference between the total fee program share and the total residential share of the corridor cost. The fee program share of corridor cost by generalized categories is: 223512_2.DOC 23 TABLE VIII-3 FEE PROGRAM SHARE BY LAND USE CATEGORY Single Family Multi-Unit Total Developer's Residential Residential Non-Residential Share SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A $41,264,990 $21,093,922 $35,497,862 $ 97,856,774 Zone B $11,727,056 $20,254,352 $35,611,922 $ 67,643,330 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Zone A $71,836,800 $17,299,040 $43,960,251 $133,096,091 Zone B $49,186,840 $19,015,503 $48,929,632 $117,131,975 Once the fee program share of corridor cost by the three generalized land use categories was determined, a fee for each of these categories was determined by dividing each share by the appropriate number of residential units or areas of buildings, shown in Exhibits IX and X. Following is the final fee calculation for each of the three general land use categories for both A and B fee zones. 223512_2.13OC 24 TABLE VIII-4 AREA OF BENEFIT FEES Current Fee' Original (As of Land Use Original Fee Calculation Original Fee Rounded Fee 6/12/97 • The following current fee rates increase on July 1,1998,and annually thereafter,by 2.667%without further action by the Board. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A Single-Family $41,264,990+31,621 units $1,305/unit $1,305/unit $3,133/unit Multi-unit $21,093,922+27,708 units $761/unit $760/unit $1,824/unit Non-residential $35,497,862+20,021,185 sf $1.77/sf $1.75/sf $4.20/sf Zone B Single Family $11,727,056+ 11,614 units $1,010/unit $1,010/unit $2,426/unit Multi-unit $20,254,352+34,389 units $589/unit $590/unit $1,416/unit Non-residential $35,661,922+27,700,559 sf $1.29/sf $1.30/sf $3.1 Lsf Current Fee' (As of Land Use Fee Calculation Original Fee Rounded Fee 6/12/97) ••The following current fee rates increase on July 1, 1998,and annually thereafter,by 21060/6 without further action by the Board. FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Zone A Single-Family $71,836,800+55,502 units $1,294/unit $1,295/unit $3,673/unit Multi-unit $17,299,040+22,911 units $755/unit $755/unit $2,144/unit Non-residential $43,960,251 +24,231,767 sf $1.81/sf $1.80/sf $5.10/sf Zone B Single Family $49,186,840+53,651 units $917/unit $920/unit $2,612/unit Multi-unit $19,015,503 +35,558 units $535/unit $535/unit $1,520/unit Non-residential $48,929,632+46,616,669 fees $1.05/sf $1.05/sf $2.96/sf 223512_2.DOC 25 D. APPLICATION OF FEES When development fees are collected at the time of building permit issuance, the number of residential units or area of non-residential buildings will be known. The fees for each development will simply be calculated by multiplying the number of residential units or gross floor area of non-residential buildings times the appropriate land use category and the fee zone. Gross floor area shall be defined as total floor area including each floor of multiple story buildings within the outer footprint of the building as described on the building permit. Adjustments will not be made to traffic generation rates to reflect anomalies due to project design or other conditions. All land uses will be determined to be within the most appropriate of the three general land use categories. In the event an existing non-residential building is proposed to be expanded,the fee will be determined by the net increase of building area. If a non-residential building is converted to another non-residential use with no net increase in building area, no fees shall be required. Parking structures shall also be exempt from payment of fees since they do not generate a vehicular attraction in and of themselves. The following categories which receive exemptions from payment of property taxes will also be generally exempt from paying transportation corridor fees: (1) Church; (2) Religious; (3) College; (4) Welfare;(5) Wholly Exempt; (6) Other. The final determination of whether a property is exempt will be based upon verification of a property tax exemption for those specified categories on the latest Assessor's roll as define for Orange County by the State of California. Government-owned facilities or utilities shall be exempt from payment of fees to the extent that the facilities will not be used for generating revenue or commercial purposes. Examples of exempt public uses are city halls, park buildings,and other public buildings. Privately owned utilities will not be exempt from payment of corridor fees. Notwithstanding property tax exemptions, governmental-owned or constructed facilities(including but not limited to counties, cities and redevelopment agencies) which will generate revenue or be leased for commercial purposes shall pay fees in accordance with the established fee schedules. Examples of this include the revenue generating portions of airports,train stations, stadiums, sports arenas,convention centers,bus terminals,hotels, or concessions on public lands. In the event construction of these facilities is an expansion of an existing use,the fee shall be determined based upon the net increase of building area. 223512_2.DOC 26 All disputes over application of fees to specific projects or disputes over exemptions of projects from fee requirements shall be presented to the Joint Powers Agency described in Section XIII of this report for resolution. Examples of fee calculations: 1. The fee for a development consisting of 100 single-family detached units, 300 condo units and 25,000 s.f. of office and Neighborhood Shopping Center uses,calculated upon original rates, would be: San Joaquin Hills AOB (Zone A): (100 D.U. x$1305/D.U.) _ $130,500 (300 D.U. x$760/D.U.) _ $228,000 (25,000 S.F. x$1.75 S.F.) _ $ 43,750 Total fee for development if located in Zone A of SJHTC AOB = $402,250 Foothill/Eastem AOB (Zone B): (100 D.U. x 920/D.U.) _ $ 92,000 (300 D.U. x$535/D.U.) _ $160,500 (25,000 S.F. x $1.05/S.F.) _ $26,250 Total fee for development if located in Zone B of Foothill/Eastem AOB = $278,750 2. Total fee for reconstruction of a 10,000 s.f. office building to a 15,000 s.f. Neighborhood Shopping Center would be calculated as follows: San Joaquin Hills AOB (Zone B): (5,000 s.f. x$1.30/s.f.) _ $ 6,500 Total fee for development if located in Zone A of SJHTC AOB = $ 6,500 Foothill/Eastern AOB (Zone A): (5,000 s.f. x$1.80/s.f.) _ $ 9,000 Total fee for development if located in Zone A of Foothill/Eastern AOB — $ 9,000 223512_2.DOC 27 IX. DEFERRAL OF FEES Fees may be deferred by the Parties for residential multi-unit rental projects or projects which include State or Federal requirements to provide units affordable to families with incomes less than 80% of the median income (Section VIII housing). The deferral may be for a period of five years from the issuance of building permits or the period of the State/Federal funding requirements beginning upon issuance of the first building permit. The fees to be paid shall be those in effect at the time of payment and shall be secured by an agreement and renewable letter of credit held by an escrow company,or cash or time certificate of deposit in the amount of fees plus 15 percent in anticipation of inflationary increases. X. CRITERIA FOR COLLECTION OF FEES The enabling ordinance provides for collection of fees as a condition of final map approval or issuance of building permits. Fees shall be collected prior to issuance of all building permits for new residential structures and commercial/industrial structures which establish new and enlarged floor space. Fees will not be required for remodeling or reconstructing existing structures to the same number of residential dwelling units or equal commercial building area. Fees will not be required for construction of retaining walls, patio covers, swimming pools or other non- inhabitable residential structures. XI. DEVELOPMENT EXACTIONS & CREDITS Development projects containing portions of transportation corridors within their boundaries shall be required by condition of approval of the Cities or County Parties to accomplish the following: 1. Dedicate right-of-way in accordance with schematic plans approved by the applicable Agency. 2. Grade corridor right-of-way in accordance with schematic plans approved by the applicable Agency and shown on the Tentative Tract Map and rough grading plans. 3. Construct arterial overcrossings for internal arterials as determined by the applicable Agency. Width of overcrossing structure(i.e., number of travel lanes) is to be determined based upon vehicular and pedestrian traffic generated by the proposed project. 4. Construct corridor travel lanes and interchange ramps required immediately for access to proposed development or system continuity (closure or short gaps) in accordance with the corridor construction phasing plan adopted by 223512_2.DOC 28 1 the applicable Agency, or as otherwise approved by the applicable Agency. Number of lanes required is to be based upon traffic generated by proposed project. 5. Participate, among other designated beneficiaries, in the San Joaquin Hills or Foothill/Eastern Transportation Corridor fee program. Subdivision in which right-of-way,grading and improvements are required for the transportation corridors will be eligible for credit toward payment of the MT&B fees to the extent that the costs were included in development of the fee program. Except when otherwise provided by an agreement entered into by a Party prior to the effective date of this First Amended and Restated Agreement,whenever subdivision approvals are conditioned upon requirements to grade or improve portions of transportation corridors or dedicate right-of-way in excess of Major Arterial Highway Standards, and these costs exceed fees that would otherwise be due,the developer shall enter into an agreement with the applicable Agency and county or applicable city prior to recordation of final tract or parcel maps to identify the difference in the dollar amount between the estimated costs of the grading, improvements,and/or right-of-way, and the calculated fees. Such agreements will establish the amount of reimbursement for which the developer is entitled. A developer shall be entitled to reimbursement after acceptance of improvements by the applicable Agency to the extent major thoroughfare and bridge fees are available for reimbursement after satisfaction of all other obligations of the applicable Agency for which major thoroughfare and bridge fees are required. Satisfaction of such reimbursement obligations, however, in the event funds used to construct corridor facilities in excess of fee obligations are derived from Assessment District or Mello-Roos Community Facilities District bonds shall be made to such districts in a manner which will reduce the amount of such bonds in proportion to the reimbursement payment made by Agency. Except for the initial issuance and sale of bonds by Agency,repayment of all existing reimbursement agreement obligations by Agency shall be funded by any subsequent bond issue and satisfied upon receipt of bond proceeds. If the estimated costs of the grading, improvements, and/or excess right of way are less than the calculated fee, a developer may relinquish credits in lieu of paying fees until credits are fully utilized with the remainder of the fee to be collected prior to issuance of building permits. In the event a development not requiring subdivision is conditioned to construct or grade portions of the transportation corridors or dedicate right-of-way, reimbursement agreements shall be executed prior to issuance of any building permits within the project boundaries. Developers will be allowed to apply credits earned on one project to another project within the same Area of Benefit owned by the same developer. In the event title to the land of a project changes,credits can be transferred to another developer with the 223512_2.DOC 29 title to the land upon written notification to the appropriate legislative body and applicable Agency that is a party to the reimbursement agreement. Credits will otherwise be non-transferable from one developer to another. Credits can be used for the purpose of reducing fees prior to completion and acceptance of grading, improvements or right-of-way dedication. However, except as otherwise provided herein, no reimbursements shall be made until all grading, improvements or dedication are completed and accepted by the Agency and funds are available for reimbursement as determined by the Agency. The guidelines for determination of fee credits are as follows: 1. General Credit for right-of-way dedication, grading,and other improvements will only be given to the extent that the cost of such right-of-way or improvements are included in the calculation of fees in the Major Thoroughfare and Bridge Fee Program. 2, Right-of-Way Credit will be given for right-of-way dedication at the rate of$50,000 per acre, adjusted as hereinafter provided. As of June 12, 1997,the fee credit rate is $61,981 per acre for the SJHTC, and$58,262 per acre for the F/ETC,except for slope easements and a 120-foot-wide strip along centerline of the transportation corridor which would normally be required for arterial highway dedication(the "Creditable Acreage"). Beginning July 1, 1998,and annually thereafter,the foregoing fee credit rate for the SJHTC shall be increased by 2.667%, and the foregoing fee credit rate for the F/ETC shall be increased by 2.206%,without further actions by the Boards. Additional credit will be given for the Creditable Acreage in the amount of the difference from time to time existing between $75,000 and the then existing fee credit rates ("Supplemental Credif). Notwithstanding the foregoing, Supplemental Credits may not be used by developers to offset Development Fees until such time as the completed Corridor is opened to traffic, and all rights to reimbursement arising out of Supplemental Credits shall be subordinate to the liens of any holders of bonds issued by the TCA. Beginning on the date the entire Corridor is opened to traffic,interest on the value of the Supplemental Credits shall be calculated at the co-mingled rate earned by the Orange County Treasurer on general funds. 3. Grading Credit will be given for earthwork, road and slope drainage,buttressing, stabilization,hydroseeding and erosion control within the right-of-way (hinge point to hinge point) excluding slope and drainage easements in an amount to be 223512_2.DOC 30 determined on a case by case basis according to current design and grading plans. 4. Drainage Credit will be given for drainage structures in accordance with lengths of pipe and unit prices estimated as costs in the fee program or for as-built structures which the Director, EMA or his designee determine are reasonable equivalents of the structures in the fee program cost estimate. Unit prices for as-built drainage structures in the fee program cost estimate. Unit prices for as-built drainage structures will be those used in the latest fee program cost estimate. Engineering and administration credit of 15%of the drainage structure credit will be added. Contingency credit of 10%of the drainage structure credit will be added. Terrace drains,downdrains and temporary drainage facilities or erosion control facilities are included in the average unit cost of grading. 5. Other Improvements Credit will be given for other improvements at the rate at which the improvement was estimated in the fee program plus 15% for engineering and administration plus 10% for contingencies. The credit rates specified above will be revised whenever the corridor costs estimates are revised for the purpose of adjusting fees. Once fee credits are established by an executed reimbursement agreement, no further adjustments will be made to those credits because of revisions to the corridor cost estimates or fee adjustments. XII. ANNUAL FEE ADJUSTMENT It is intended that annually the fee programs be automatically adjusted by the Agencies as provided above, and further adjusted by the Agencies to reflect updated project cost estimates, substantial changes in general plan land use elements,or other pertinent information. In the event an annual evaluation of the fee programs causes fees to be reduced for any reason,reimbursements will not be considered for fees already paid. XIII. JOINT POWERS AGENCIES There are seventeen different cities within the proposed Areas of Benefit for the Foothill/Eastern and San Joaquin Hills Transportation Corridors. Joint Powers Agencies ("Agencies")consisting of City and County Parties have been formed for the purposes of planning,designing, financing and constructing the San Joaquin Hills and Foothill and Eastern Transportation Corridors. Fees collected by such Cities and 223512_2.D0c 31 the County will be deposited with the Agencies for such purposes. The Agencies will be responsible for administering fees collected under this fee program including any credits reimbursements called for in reimbursement agreements identified in Section XI of this report. 223512 2.DOC 32 1 A44 AW MKfJr vp •1 ' J"�ItK LECENO AREA Or UNUIT ,F' SAN .IOAOUN HLLS •n w 6..w av+ /♦ x w V ►OOIHLL/EASTERN "" """ """' 111H CITY so"ARIES Tµ{ypgfAigN COAFtiPPRi r.r.. ti«.'� ItMlul I t�.r 1 2 EXHIBIT II 3 RESOLUTION OF THE BOARD OF SUPERVISORS OF A ORANGE COUNTY, CALIFORNIA y April 21, 1982 6 on motion of Supervisor Rieder, duly seconded and carried, the 7 following Resolution was adopted: s WHEREAS, development of lands is occurring which contributes 9 directly to the need for transportation corridors; and 10 «Rv1e• said development may obstruct future right-of-way. for 11 the transportation corridors; and 12 WHEREAS, development benefitting from implementation of the 13 transportation corridors should contribute toward the cost 9enera:L15 14 is Proportion to the need generated; and 15 WBEREXS• right-of-vay for the transportation should be protects 16 as development occurs; and �� 17 WHEREAS, grading should be accomplished, whenever possible, in Y IS conjunction with the grading and development of surrounding propertm 19 and 20 WHEREAS, implementation oflogical increments of the corridor 21 should occur in conjunction with the land development process when, . 22 the transportation needs of that development require those _acjlitia 23 for Access;-Aad 24 WHEREAS, development policies for the implementation of the 25 transportation corridor will provide a basis for planning of future 26 development and serve as notice to the public as to the future 27 locations of the corridors; 28 'cG:dh Resolution No. 82-598 Transportation Corridors Development Policy 34 NOS.', TH'._(Lr'ORE, HE IT RESOLVED that as a condition of aFprov 2 of subdivisions containing within their boundaries portions of 3 transportation corridors shown on the Transportation Element of 4 County General Plan the developer shall: s 1. Dedicate right-of-way to County. 6 2. Grade corridor right-of-way in accordance with schematic 7 plans approved .on "the tentative sup and rough grading plans appro, by the Director, 1242L. 9 3. construct arterial overcrosaings for internal arterials. 10 Width of overcrossing structure (i.e., number of travel lanes) is II be determined based upon vehicular and pedestrian traffic generatt 12 by the proposed project. 13 4. construct corridor travel lanes and interchange ramps 14 required immediately for access to proposed development or system 15 continuity (closure of short gaps) . Runber of lanes required is` tea" 16 based upon traffic generated .bYproposed project. a2 17 S. Participate, among other designated beneficiaries; .:in aaro established corridor develop=ant fee program. Costs incurred purl 19 to-Conditions 2 through 4 shall be creditable against fees. Costs 20 incurred pursuant to Condition 1 shall be creditable against fees 21 the extent that the develor_r=t fe: -program includes said right-o. 22 cost. 23 BE IT FURTNER RESOLVED that EKA is hereby directed to amend 24 appropriate sections of the Subdivision and Zoning Codes to impiea 23 this policy- tL : 26 BE IT FURTHER RESOLVED that EMM is hereby directed to incorpc 27 in General Plan amendment elements, zoning actions, area plans ani 28 site plans recommendations appropriate for implementing this po1'- 35 I bE IT kESOLVED that EYd% is hereby directed to begin 2 analyzing potential areas of benefit as an adjunct to the Orange Co 3 Orange County Transportation Commission Transportation Finance Stud, 4 Et IT FURTHER RESOLVED that affected cities be requested to ad( S similar policies. 6 ISE IT FURTFIER RESOLVED that EHA is hereby directed to proceed 7 expeditiously -with the establishment of a fee program_ i 9 10 - II - 13 13 1< i- lit v I6 _ - _ - - 3� 17 la AYES: SUPEP.YISORS Wag== IL XMM, RALPH S. CLARK, AND ROGER- F sTASTox 19 ROES: SUpEP.YISOM IRCsICE '1O ABSENT: SUPERVISORS 3"= FIDE AM Ti1OWLS F. RILEr 21 22 STATE OF CALIFORNIA ) 23 COUX" OF ORANGE I, JUNE ALEXANDER, Clot of the Board of Supervisors of Orange County. Cali 24 hereby certify that the above and foregoing Resolution was duly af%l rkgglar3 adoot the said Board at a regular meeting thesaof hall as the 21st . diy'"of _:i_ 2S ttsa i9 a2 and passed by a nima� vote of said -� t 26 IN U TNES5 UHEREOF, I have berevnto set any band ae+d meal this 21st Qay 27 ADL il 19 fit 28 --- JUNE ALEXAIMP Clerk of-i)%e;Board of SuoervI`ar of Oranye'Coui�t�r�_C;ttforc►�r 36 IN �L��/r��e,,� ��jam •� , c.'�1��1_°D;��'��' � ;.641�a•i�''.ti �� .��,,��,;:Q��s'�f®cj�43s1 (�D��• ��$r.�{�� . ^f1�j.�.I:t�i ��Q'i��j� ,�)+ iii ''fit r �� .: al, aj ; t�: � ; ► .Sd�r)G1� 1cp ��1y µ AREA OF INFLUENCE 8 AN . . FOR CORRIDOR USERS TRANSPORTATION CORRIDOR IMBIT III ON PSAC-ENTA04 Of U41A TWO dJ rr r.�� s -f � � -•nr •v. �i[�•i •.; Iin iv.Imo... . •liq '•f. I'��V\y. ; . •: ' :'� �'�;.. 'r`C,,�'• •�1I "Iei Ii10)V : •.. 1?l.) �I.�.`�1•..1) ••' : ti�1 \,A,(=\', ��'j'►µ;'; �;Tfi�y .jjl.r ''JI ;j��7�� ••,. :•�: �'�'�J �,`- •l � • :'SII � P� , i...l.'11 I,IY �'� �6C"��'J��I� :•��. , " �1 li lli��:l��. nQf.' i� ,i�.�a14i�, • ��'n P. MIA 101 MAP 'A`r► ft�► .�u�l: }NJ4r�ri1�1',�;. ,;,�I .�!` APAy�rr.%'4�� FOOTHILL/EASTERNOF INFLUENCE CORRIDORAREA ION FOR CORRIDOR USERS TRANSPORTAT oY.Y,Y EXHIBIT IV (aAago ON F&AcgwAcll 00 U$1111 TWO ��, ,r �• ' ;�• ` � � A7AaMN WJS AREA-Of &r#Vlr • M ol • 1( Q ' • . , LECEIO /( �Yili/y�� yW JOA" Nlli M M.• MMM of AAEA M IT ��.. M.. .i...e.... TAAII"TA104 CCftA W �.... ,u �., •.•.r. C>JIIIII r 1 MA 97ZI9IT VII Psge 1 of 2 T= rRoGRA.`i sumtE Of TOTAL OORRSDOQ NST - - SAM JWIQUIM EIL1S TRAItSPORTATICH NRRIDOR Outside Zone A Zone E AM Corridor User Tr1P4..;-. with One or both Ends In Zoos Trips beginning and ung in moos (Trips due to growth) 27,109 5,890 9.116 (Total trips) 298047 9,811 22,195 in/Out Trips (Trips Bus to growth) 40,145 25,834 49,798 (Total trips) 78,920 35,345 69,894 OatAn trips (Trips due to growth) 57,362 28,141 50,274 (Total trips) 73,274 38,582 72,203 Trip Sod Analysis (trip ands due to growth) 171,725 65,735 118,304 crotal trip mf) 210,198 93,549 166,461 (Pireent corriaoc TE doe to g=owth)1 91.70% 70.291 63.4( (Percent aosridoc as*" = by"yooi)2 42.88% 19.081 38.Ck (lecomt corridor "sacs 22 am*to-growth)3 35.03% 13.41% 24.1_ lTeraeat cacridor a &as to growth - tr1P earls due to growth Sotal Trip Rrds 2peromt corrlder asacs Tz by moos • Total trip ends per mono 9umsation of total trip ends alar+ ent corridor users Ts due to growth Percent TL due to growth z psccmt mcridoc users TE by zone Dr2o-19 41 '.:,sten VII Ps" 2 of 2 i rn tROGMM SRAR3 OP TOTAL CORRIDOR COSH' SM MQUIN Mtbtd Tma o"ATICH CORRIDOR 1 corridor Users Te Direct IndirectrN�oqra Growtrip hnin fee in tone Due to Growth DOW It Benefit A 3s.o31 # 7300ot,f3/ # 24e11lei/l # !7,156,775 11321,1tO B 13.411 # !70!11,1!0 / 390t9S0200 # 47,413,330 10462,of3 Total 10.111 #100015!0041 # 4105/50041 #14505000105 20783,253 $Sf/'iE (Ar+• 1, Total Corridor Cost • $34116600000 V " N 2, fee Program share • 48.111 x #34104400000 • #165,5.000105 3, Direct Benefit 611 x $16505000109 • #10009550064 1. Indirect Benefit 391 x $1650x000105 • $6405450041 5, Lone A Share Direct Benefit 35.031 x $341,6400001 x tl1 • # 73,00605]4 Indirect Benefit 38.S1* x $6/,51500/1 • 21 tN a/1' Subtotal 970154,775 6. Lone B Share Direct Benefit U./ll' x 0341046/000 x 611 • # 2709410130 Indirect Benefit 41.516 it #4405/%141"n 1 39#4930200 Subtotal 470443,330 Total fee trogroo-Share #1454000105 01 Total system trip ends within A t 8 Sanas y^r 1=1zrr Vill Faye 1 of 2 !LZ PROGRA:i SHARE OT TOTAL CORRIDOR NST ZOOTHILL/LLSTMW TRANSPORTATION CORRIDOR Outside Ione A Zona B AOg Corridor User Trips With One or Both rads In Zone Trips beginning and ending in sono (Trips due to growth) 27,922 9,122 20,555 (Total trips) 24.200 11,657 37,307 ZA/O t Trips (Trips due to growth) 64,629 310320 64,217 fiber trips) 60,763 46,004 48,512 oat/In Trips (Trips due to growth) 75,119 33,644 55,069 (Total trips) 49,423 15,760 79,696 Trip Zmd Analysis (Trip eoda .doe to growth) 119,922 63,612 160,396 CTotal trip sods) 226,966 115,074 242,622 (Percent corridor TE due to growth)l 44.081 72.(6% 66.05% (Percent corridor wars ZE by Some)-2 34.161 2.9.64% 41.52� (Percent corridor users TZ doe to growth)3 34.18% 14.30% 27.12( lteroeat corridor*TZ doe to`46owth - trip ends due to growth Total Trip Znds 2Pacosat cocridec users 21 by some - Total trip ends per some laiatinm at total trip ends 3Percent cc ridoc uss s Tb .dw to growth Percent TL due to-growth z percent corridor usera TE by same D220-19 43 Mat? VIII Page 2 of 2 PEE PROGRAM SPARE or TOTAL CORRIDOR ODS? POOMILL/EASTM TRAMSPORTATION CORRIDOR 1 Corridor user/ TE Direct Indirect Pee Program Growth in Lone Duo to Growth. benefit Benefit Share Trip ands Pa• A 34.101 11070615,117 t 2904/0,474 11331096t091 1t Me 922 w/" B 14.201 1 45t023t503 1 72,10/,172 1117,131,975 ' 2,730,731 143/72 Total 41.411 1152,4390120 1 97,$110946 $250022/,066 4t3960653 t57/M (Are.) • iR r; 1. Total Corridor Cat ■ 15160147,000 2. fee Progra>a share • 410.411 x 1516,147,000 ■ 1250,22/0066 3. 0icaat Bedeflt $11 x 1250#2210066 ■ 1132,6390120 4. Indirect benefit: 391 x 12500221,011 191,5610946 S. Lona A Share 01cect benefit 24.111 x 1516#147,000 x 611 1107#6120617 Indirect Benefit 24.111* x 197#5/1#946 a $ 25.410.474 Subtotal 1133#096,091 4. Ione B share Diraot benefit 14.301 x 1$140147#000 x 611 $ 4S#023,$02 Indirect Benefit MAW x 197#5140941 ■ 1 12ol0t,472 Subtotal 7#131097S Total Pea Program Ohaoe 125002260066 it Total system trip ends within A A Loner 31.01132? IX COQ? PER TRIP END ANALYSIS OAS JOAQOIM R26L1 fon• A Tone D Proieoted Growth In Dwelling Units single Dwelling finite (soil) 31,621 11,611 Multiple Dwelling Unita (MD(1) 27,701 ]I,3ef Proieeted_Qrowth 1n 1ndugtv1+11Deewgt41+1 P oor dp+ce Manufacturing Floor Epees (sq# Fe,j S,6S90161 1,701,072 Retail-Regional Floor apace (Sq, Ft.) 1,191,000 5,/26,375 Ret+ll-Locale Floor #pave (Sq, h,) /,488,000 5452,625 F office/ocher Floor space (sq. rt,) /078,017 9020,487 Total Floor space (sq. f!.) 200211195 27,700,559 Trla End Oro!fth ft Lenduse ?ria Ratt raccwl Sotr (12 I.S./D.C.) 379,452 139,366 MOU (7 .T.R./D,G.) 1930156 240,723 Manufacturing (10 T.E./kaf) 56412 67,011 Retell-Reglon+l (50 ?.E./Ref) 74,100 211,319 Retail-Locale (100 S.E./kef) 111,100 525,262 office/Other (20 T.E./ksf) 117,560 191,410 Total Trip ends 103210161 1,442,0f3 New Daral2mnt share of Total Coerldor Coate $ 97,851,77/ = 67,61],330 Aver+ce Cost-per JCIR End Cort In 1984 Dollars 74(1) $ 16 (2) ASAA4 as neighborhood/comunity oomserolal (1) $91,856,774 r 1,321,160 TE • 174,07/frlp 3nd1 'say $74/Trlp End (2) $67,60,330 r 1,462,093 TE a $46.25/"rlp 3n01 say $46/Trip End .J ExxietT x Cour tat TRtF Ela mtysts FooltitLL/EAatERt6 ' t«t. �► son• e Ftoleoted Growth to owelling Units Single Dwelling Units (Std SS,S02 S3,6S1 Multiple Dwelling units (!Ralf) 220911 350551 Frolected arowth_In tndustrlal/L`m rcial Floor Spece Manufacturing Floor Space (Sq. Ft.) 7,6900191 13,/39./69 Retail-Regional Floor Space (Sq, Ft.) 115le,115 3,/92,126 Retail-Locals floor Space (Sq, Ft.) 1,7!6,625 11,556,375 F off(oe/Othor Floor space (Sq, Ft.) 100193,260 '17,769,70/ Total Floor Space (Iq• Ft•) 2/0231,767 16,616,66! Trip Ind Growth Or Landow Trip,.Rate FaclArj AM (12 T.it,/D,U,j " 6660021 RI],f12 MDU (7 T.R,/140.) 1600277 2110906 Manufacturing (10 T,]t./kep 76,110 1310395 Retail-Regional 130 T•2,/Mf) 710911 192,606 Retail-Local• (100 T,E•/kaR) 1190662 10195,639 Office/Other (20 T,e,/kat) 203,105 3550374 Total Trip Ends 1,6690922 2,130,731 Novoeve�n!Share of Tofol Corridor Costa $13300960091 $117,.131,973 Average Cost pa rip End Cost In 1912 Dollars ; ; 79(1) 6 11(2) algae as neighborhood/ooanunity caaresrcial (1) $133,096,091 * I►663,122 a 671,/1/Trip Endi gar $10/Trip End (2) $117,131,975 Y 2,730,731 a $/2./!/'!tip Endi say W/lrip End zixlarr u ' Paye 1 of 2 DAII.I VMCLL TRIP CEIMPAIMS RhTES OKAY-Gr MONTY ZNnR0HMMAL MAHAGZM" AGMCY August 1992 The following is a listing of vehicle trip generation rates used for planning purposes by the Lnvironmental Management Agency. These rates have been compiled from a variety of sources, including County conducted studies, and are deemed representative of land uses within Orange County. '=/Lsf• is an abbreviation for trip ends per thousand square feat of gross bull-ding floor area. 'TZ/Acre" refers to trip sada per developed acre. Land Use TE/Lsf TE/Aere TE/Other n DOSTI At Light Industrial/Imdu:trial lark 13 1716 warehouse S 92 RrSmENTrAL single isisuy Detached 12 TL/Du single lazily Detached-Lstate 1S 2y/Dn Multiple Unit (Apartments, Condos) 7 TL/Da Mobile Nome S TE/Dn Retirement Community 4 TL/Du LCCKM tG notal 10- T91Roa hotel_ q 9 waom Resort Notal (TIC Use) 300 1E TL/Roc*" Rs�rATlaia►L 7teighbocbood Park 6 Regional Park S state Park 1 Karina 4 TE/ilerth Keach 350 TL/1000' Golf Course 9 Caw2ground S TE/Campe Segni! Ciab 43 ZS/Court Ragnatball Club 26 31 TE/Court 2-ttSSITVlTQt Llucatary school 47 1.0 TE/Stud, Junior Nigh school 60 0.9 2g/stud, Nigh school 60 1.4 TC/Stud, Junioc College so 1.5 TE/Stud' Church - weekday l9 Go t. Church - Sunday 44 135 Library 42 310 47 EXHIBIT zI Paye 2 of 2 • Land Use TL/ksf TE/Dere TE/Other KEDICAL IIoapital 18 200 14 TE/Bed Nursing Hove 3 TE/Bed O£IICE General Office 15 240 Medical Office 75 Research Center 10 40 RLSAIL Discount store 65 Eardrare/Some Improvement so 550 Sboppiay Center - ]tayional so Sao ( 30 Acres) Shopping Center - Caeacmity 70 900 (10-30 Acres) Sbopoing Center - Naighborhood 135 1250 ( 10-Acres) Restaurant - Quality (i.e., Velvet Turtle, 110 sungry Tiger, etc.) Restagrant - Eigh Turnover (La., Dob`a, 350 Denny s, etc.) Restaurant - rest rood (i.e., MacDonald•s, 900 Carlos Jr., etc.) Automobile Sales 400 Service station 750 TE/Static Supeaarket 125 Convenience ]tasktt (i.e., 7-11, 550 Stop i Go, eta.) SLRTrM sank - walk In 1t0 Bank - Drive In 335 Savings and Lola - Walk In 65 ' Savings and Loan - Drive In 75 tRS:desDT20-22 6/11,/65 48 7. STATUS OF NEW DEVELOPMENT APPLICATION RECEIVED AND FILED. (440.10) 8. CLAIM OF PAULINE HOLMES DENIED BASED UPON THE INVESTIGATION AND RECOMMENDATION OF THE CITY'S INSURANCE ADJUSTER,CARL WARREN & COMPANY. (170.70) PUBLIC HEARINGS: None RECESS AND RECONVENE Council recessed at 7:29 p.m. to convene to the San Juan Capistrano Community Redevelopment Agency and Capistrano Valley Water District meetings and reconvened at 7:31 p.m. ADMINISTRATIVE ITEMS H1. CITY MANAGER a. AMENDMENTS APPROVED TO THE JOINT POWERS AGREEMENTS RELATED TO CONSOLIDATION OF THE SAN JOAQUIN HILLS AND FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCIES (60q,50) Project Description: The Foothill Eastern Corridor has consistently exceeded its revenue projections running at 107% above revenue projections. The San Joaquin Hills Corridor has not met it's revenue projections and is at 77% of its revenue projections. One of the agencies that rates the Transportation Corridor Agencies bonds had downgraded the San Joaquin Hills Corridor bonds to a non-investment rating. Following the bond downgrade the San Joaquin Hills Board hired two independent financial consultants to assist the board staff to independently evaluate all financial options available to the agency to establish better long term financial stability and the final conclusion was to consolidate the two agencies. Staff recommends approval of the proposed amendments to the existing joint powers agreements, authorizing consolidation of the San Joaquin Hills Transportation Corridorand the Foothill/Eastern Transportation Agency,forming a newjoint powers authority. Adoption of the proposed amendments does not create the consolidated agency, but does establish the legal framework for creation of a new, consolidated agency. The consolidated agency would form, if the San Juan Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency boards vote to proceed with consolidation next year. Written Communication: Report dated November 19,2002, by Julia Silva,Assistant City Manager. - City Council Minutes 4 11-19-02 11/19/2002 AGENDA ITEM H 1 a TO: George Scarborough, City Manager FROM: Julia Silva, Assistant City Manager SUBJECT: Consideration of Proposed Amendments to Joint Powers Agreements Related to Consolidation of the San Joaquin Hills and Foothill/Eastern Transportation Corridor Agencies RECOMMENDATION: By motion, Approve Amendments to existing Joint Powers Agreement to Authorize the Consolidation of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency into a new Joint Powers Authority. BACKGROUND: About the TCAs and The Toll Roads The Transportation Corridor Agencies are two joint powers authorities responsible for building and operating Orange County's 51-mile public toll-road system. The system includes state routes 73, 241, 261 and a portion of the 133. The San Joaquin Hills Transportation Corridor Agency (SJHTCA) oversees the 73 Toll Road, which runs 15 miles from Newport Beach at Jamboree Road to the 1-5 in San Juan Capistrano. The Foothill/Eastern Transportation Corridor Agency(F/ETCA)oversees the 241, 261, and 133 Toll Roads, a 36-mile system that runs from the 91 Freeway in Anaheim Hills and ends in Irvine (261) and at Oso Parkway near Rancho Santa Margarita (241). As part of the state highway system, The Toll Roads are owned and maintained by the California Department of Transportation(Caltrans).The California Highway Patrol enforces public safety and toll-payment laws on The Toll Roads. The Formation of the Joint Powers Authorities In the 1970s, county traffic studies identified the need for two major highways --one near the coast and one in inland Orange County -- to help meet the needs of a fast-growing population and economy. The San Joaquin Hills and Foothill/Eastern Transportation Corridors were sketched out on county road plans as freeways, but with shrinking state and federal transportation funds, local officials needed to find alternative funds for new roads. FOR CITY COUNCIL AGENDA. Agenda Item November 19, 2002 Page 2 In the 1980s, local elected, appointed, and business leaders led the effort to form joint powers authorities to plan, design, finance and construct the planned corridors. The San Joaquin Hills Transportation Corridor Agency (SJHTCA) and the Foothill/Eastern Transportation Corridor Agency (F/ETCA) were created in 1986. Formation of the TCAs required approval by the County of Orange and each city in the area benefitted bythe corridors tojoin one or both of the Joint Powers Authorities. In 1986, the County of Orange and 10 cities (Anaheim, Costa Mesa, Irvine, Orange, Newport Beach, San Clemente, San Juan Capistrano, Santa Ana, Tustin, and Yorba Linda) approved two Joint Powers Agreements (JPAs) to form the TCAs. Between 1988 and 2001, eight additional cities joined the TCAs(1988 Mission Viejo; 1989 Dana Point; 1990 Laguna Niguel; 1992 Lake Forest and Laguna Hills; 1999 Laguna Woods; 2000 Rancho Santa Margarita; 2001 Aliso Viejo). In 1987, the state legislature approved legislation that gave both agencies the authority to collect tolls. This meant that corridor construction would be funded through bonds backed by future toll revenues or user fees, an important turning point in the way infrastructure projects were funded since traditional tax dollars to fund transportation improvements were not available.Taxpayers and TCA member agencies are not liable for toll road debts. Once the bonds are repaid, the TCAs are mandated by legislation to be dissolved. At that time, the toll roads will become freeways. Eighteen cities and the three county Supervisorial districts are currently represented on the TCA Boards of Directors. The SJHTCA and F/ETCA Boards of Directors govern policy decisions affecting the toll-road system. A single administrative staff operates the roads as a system and serves both agencies, even though the agencies are legally and financially separate entities. The Toll Roads Today Today, because of the foresight of local elected, appointed, and business leaders, the 51-mile toll-road network is a critical piece of Southern California's regional transportation system. Nearly 250,000 trips are taken on The Toll Roads everyday, saving toll-road drivers an estimated 21 minutes per trip and significantly alleviating congestion on the 1-5, 405, SR-55, SR-91 freeways as well as major arterial roads. Seventy-five percent of the toll-road system is completed, with the final 16-mile segment of the 241, Foothill-South, in the environmental planning stages. Toll revenue bonds to fund construction of the San Joaquin Hills (73) Toll Road were issued in 1993. The 73 Toll Road opened in 1996. In 1997, the SJHTCA exercised its only opportunity under federal tax law to refinance a majority of the debt on a tax-exempt basis. This financing took advantage of changes in the project's risk profile and a historically low Agenda Item November 19, 2002 Page 3 interest rate environment. The result was more than $220 million in cash-flow savings and a stronger credit profile. After the 1997 refinancing, revenue and transactions continued to grow by more than 10% per year, but not at a sufficient level to keep pace with projections and an escalating debt service structure. The TCAs closely monitored the road's revenue performance, made changes to the marketing program, and kept rating agencies and investors apprised of the situation. In response, to further strengthen the SJHTCA's financial picture, the Board adopted a Revenue Stabilization Plan that included: - Defeasing $45 million in debt with funds received from the Orange County bankruptcy settlement (Feb. 2000) - Implementing a$1 transponder maintenance fee for accounts that did not attain$25 in monthly tolls (July 2000) - Implementing an unscheduled toll increase at all ramp plazas (July 2000) - Transitioning toll operations from Lockheed Martin IMS (Dec. 2000) - Implementing a scheduled toll rate increase at the mainline plaza (July 2001) - Implementing an unscheduled toll increase at the mainline toll plaza for cash customers and FasTrak peak-hour pricing (Feb. 2002). In addition, the TCAs' CEO has been implementing agency-wide cost-cutting measures since FY 2000 while continuing to be mindful of maintaining customer service. Today, revenue from the 73 Toll Road is at 77% of the revenue projections set during the 1997 refinancing. Phases of the Foothill and Eastern Toll Roads opened between 1993 and 1999. In late 1999, the Foothill/Eastern Transportation Corridor Agency exercised its only opportunity to refinance to also take advantage of an improved risk profile and lower interest rates. The Foothill/Eastern Corridor is currently running at approximately 107% of revenue projections established in 1999. This positive performance is due, in part, to the fact that the F/ETCA benefited from the experiences and lessons learned from the SJHTCA. In February 2002, Fitch Investor Services, one of the three ratings agencies that rates TCAs' bonds, downgraded a portion of the SJHTCA's bonds to a non-investment grade rating. Moody's Investors Service and Standard & Poor's have maintained their rating of SJHTCA's bonds as investment-grade. Immediately following the downgrade,the SJHTCA Board of Directors hired two independent financial consultants to work with staff and to independently evaluate all financial options available to the agency to establish long-term financial stability. Agenda Item November 19, 2002 Page 4 DISCUSSION: Consolidation: The Proposed Solution In early 2002, a group of TCA finance staff, bond underwriters, legal counsel, and the board's independent financial consultants analyzed more than a dozen financial options-- including seven ways to restructure the SJHTCA's debt, consolidating the agencies, requesting financial help from an outside government agency,or not pursuing any financial restructuring (keeping the status quo). Based on the analysis, which assumes that the SJHTCA's revenues increase at a conservative 4% annual growth rate, the agency would not generate enough revenue to meet debt-service coverage requirement past 2005 and would likely default on a portion of the annual bond payments in 2012. As a result, the SJHTCA board could lose control of its ability to set toll rates as early as 2005. Toll rates would be required to be set as high as necessary to maximize revenue. Toll-road patrons would be forced to bear the burden of higher tolls. A downgrade and ultimate default by the SJHTCA could also have a negative effect on other government agencies regionally. Default by a public agency makes the market skeptical about the willingness or ability of other local government agencies, especially related entities such as TCA member cities, the county, etc. to repay debt. Ultimately, a default by the SJHTCA could cost the F/ETCA and related jurisdictions access to the market, additional interest costs, or require other costly credit enhancements. The financial analysis also examined the possibility of a grant, loan or acquisition by an outside government entity, but concluded that such action would be highly unlikely.A loan or grant of at least $880 million would be needed to avoid a debt-coverage violation and default. A buyout would require the purchasing entity to pay off the SJHTCA's entire $1.8 billion outstanding debt, a significant amount for any state or local government agency to bear in this environment of tight tax revenues and budget shortfalls, especially for a road that is already constructed and operating. Furthermore, a default by SJHTCA would greatly impair F/ETCA's ability to finance Foothill-South, the final segment of the 241 Toll Road. Assuming the construction of that project requires an $800 million financing, the F/ETCA could face interest rate penalties between $10 million and $20 million per year for 40 years, a cost that would likely make the project infeasible to finance. After exhaustive analyses,the conclusion was that consolidating the SJHTCAand F/ETCA into a single agency was the only viable option for establishing long-term financial stability for the toll-road system and ensuring market access for the Foothill-South project. Agenda Item November 19, 2002 Page 5 Consolidation allows the two agencies to restructure debt payments on a tax-free basis, streamline operations to reduce costs, diversify the revenue base, and strengthen the agencies' ability to complete the toll-road system. In April 2002, the SJHTCA board unanimously agreed to ask that the F/ETCA consolidate into a single joint powers authority. In June 2002, the F/ETCA Board of Directors unanimously voted to proceed with the potential consolidation of the agencies as a way to ensure long-term financial stability for The Toll Roads and completion of Foothill-South. The Consolidation Process A number of steps must occur before the TCA boards make a final decision on whether or not to consolidate. The TCA boards took a major step in October 2002, by selecting a 21-member board structure to govern the consolidated agency, if it is created. The 21-member structure ensures that one representative from each city and county jurisdiction currently represented on the existing TCA boards will have a seat on the new board. The process of amending the Joint Powers Agreements and creating a consolidated agency involves the following remaining steps: - Nov 2002: SJHTCA and F/ETCA Review Amendment to Existing JPAs - Nov 2002- Jan 2003: Member Cities Approve Amendment - March 2003: Receive Results of Traffic & Revenue Study and Develop Consolidated Finance Plan - May 2003: New JPA Votes to Acquire Agencies Along with approving a board structure in October 2002, the TCA boards also authorized TCA legal counsel to draft amendments to the agencies'existing joint powers agreements that would specifically allow for the consolidation of the agencies. PROPOSED AMENDMENTS TO THE JOINT POWERS AGREEMENTS It is expected that on November 14, 2002, the TCA boards will review the proposed amendments to Joint Powers Agreements that would specifically authorize the creation of a new, consolidated transportation corridor agency (Attachments 1 and 2). The TCA Boards are also expected to recommend that TCA member agencies, including the City of San Juan Capistrano, adopt the amendments. Agenda Item November 19, 2002 Page 6 The amendments are designed to be simple and to leave the existing JPA provisions in place to the maximum extent possible. Amendments to the original JPAs must be approved by three-quarters of each TCA's member agencies. The proposed amended JPAs include new language to do the following: a. Specifically authorize the Boards of Directors of the SJHTCA and F/ETCA to join together to form a new joint-powers transportation corridoragency. Section 5.1 of the existing joint powers agreements state that the Board is authorized to make or perform any agreement to join with said agencies (other major thoroughfare and bridge agencies) in the planning and implementation of said thoroughfares and bridges, when for any purpose otherwise permitted by law, the Board deems it appropriate. While it appears with this language that the boards have the authority to create a new consolidated JPA, the TCA Boards and staff considered it appropriate to request specific authorization from the member agencies because of the required changes in the voting structure. The specific language providing for this authorization is included in Section 2.3(m) of the amended JPAs (Attachments 1 and 2). b. Establish a 21-member Board of Directors, maintain the current two-thirds quorum requirement for board meetings, and establish a voting requirement of the lesser of 16 or 77% of the board members present to approve an item. Section 2.3 (m) of the amended JPA also establishes the board structure, maintains the use of alternates, and specifies voting requirements of the proposed consolidated agency. Both boards unanimously approved this structure in October. The supermajority (2/3) voting requirement is necessary to ensure that the consolidated agency is not controlled by either existing agency as required by federal tax law. C. Provide for administration of the Development Impact Fee program by the consolidated agency if the existing agencies decide to delegate such duty to the consolidated agency. Development Impact Fees are an important source of revenue that will continue to be used by the consolidated agency, if created, to repay construction debt already issued and to fund toll-road improvements. The amendment, as stated in Section 4, does not change the current Development Impact Fee program, but clarifies that the consolidated agency will be responsible for the program if the amended JPAs are adopted. Simply stated,the amended JPA allows the joint Transportation CorridorAgency to manage the funds collected pursuant to the fee program. Agenda Item November 19, 2002 Page 7 d. Apply the indemnity, arbitration, and third-party beneficiary provisions of the existing Joint Powers Agreements to the consolidated agency. This means that member agencies will continue to be protected from debts,liabilities, and obligations of the joint transportation corridor agency, and that arbitration provisions outlined in the existing JPAs will apply to the consolidated agency. The indemnity provisions are stated in Section 8.2. The arbitration provisions are stated in Section 11.4. and the third-party beneficiary provisions are stated in Section 11.9. NEXT STEPS: Three-quarters of the member agencies of the SJHTCA and F/ETCA must approve the proposed amendments to the JPAs. Approval by member agencies would allow the SJHTCA and F/ETCA boards to move forward with the consolidation process. Approval by TCA member agencies does not create the consolidated agency, but it establishes the legal groundwork for the creation of a new, consolidated agency only/f the boards vote to proceed with consolidation next year. Before consolidation can occur, TCA staff must develop a viable financial plan based on the results of the traffic and revenue study, which is currently in progress. The traffic and revenue study will evaluate future projected traffic levels based on the latest socio- economic data, land-use plans, and historical toll-road traffic data to determine projected revenue for the agencies. The study will also take into account recent major land-use planning decisions such as the reuse of the EI Toro base, the donation of Irvine Co. land in east Orange to permanent open space, and the development of the Rancho Mission Viejo property. Once the traffic and revenue study is completed next spring, TCA staff will determine if a viable financial plan can be developed for a consolidated agency. Once a viable finance plan is developed, then the SJHTCA and F/ETCA boards will make the final decision on whether to form a new, consolidated agency. The board of the consolidated TCA will then consider the finance plan and decide whether to acquire the assets of the existing SJHTCA and F/ETCA. The rating agencies and financial markets are watching the TCAs for progress toward a long-term financial solution. While downgrades in and of themselves don't immediately affect toll-road drivers, they signal a loss of confidence by the market and can ultimately negatively impact the ability of the TCAs and possibly its member agencies to access the market to finance future projects. By approving the proposed amendments to the JPAs, member agencies are sending a strong signal to the markets that they are committed, along with the TCAs, to a long-term financial solution for the toll-road system. FIRSTSECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY ATTACHMENT 222571 i6.DOC uDratt 10/1430/02-s3:a+!24 PM FIRSTSECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY THIS #tRS 1=SECOND AMENDED AND RESTATED AGREEMENT is made and entered into, pursuant to Sections 11.1 and 11.3, by and among the following public agencies as of the 4-7-#---- day ofe+____, 45,200 ,the date on which sixten or more of the following public agencies executed this Second Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency: a. County of Orange b. City of, disoVieio C. i3-City of Costa Mesa d. City of Dana Point e. City of Irvine f Cit�of_Launa Hills fl. City of Laguna Niguel h. City of Laguna Woods i. 4-City of Mission Viejo L t-City of Newport Beach k. f-.-City of San Clemente 1. e-City of San Juan Capistrano ML. 4-City of Santa Ana RECITALS A. The California State Legislature adopted Chapter 708, Statutes 1984, adding Section 66484.3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways, railways, freeways, and canyons or constructing major thoroughfares. B. The Parties to this Agreement have territorial jurisdiction within the Area of Benefit of the San Joaquin Hills Transportation Corridor, and desire to impose such a fee 222_571._6_DOC 1 pursuant to Government Code Section 66484.3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the SAN JOAQUIN HILLS Transportation Corridors. The Parties hereto have the common power to conduct such transportation planning, financing and construction. C. It has been determined by the Parties hereto that it is in the best interests of the respective Parties to join together to administer the funds provided by these fee programs, and to plan, acquire and (-,•ice :.,-w1construct said thoroughfares and bridges. D. Each of the Parties is authorized to contract with each other for the joint exercise of any common power under Article 1, Chapter 5, Division 7, Title 1 of the Government Code of the State of California-(the "Joint Powers Act's With the adoption of Chanter 649 Statutes 1999. the California State Legislature amended the Joint Powers Act to authorize any joint powers authority formed mrsuant to the Joint Powers Act to enter into anagreement with other "public agencies" (as defined in the Joint Powers Actl to jointly exercise anv Hower common to the contracting Parties. E. The Parties have determined that is in their best interest to authorize the Agency to int Powers Act to enter into agreement with other pubic agencies for the purpose of jointly exercising any power common to the Agencv and any other such public agencies. F. 4 The Parties hereto recognize that, in order to serve the purposes stated herein, the imposition of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or controlled by the Parties hereto. G. 4 -The Parties hereto recognize that, in order to serve the purpose stated herein, additional funding other than that received-from the above-described fees must be obtained. Each Party has agreed to cooperate in obtaining additional financing, including, but not limited to, debt financing, assessment`Uistricts, special legislation, toll revenue financing, Arterial Highway Financing program funds and other forms of governmental grants-in-aid. H.. j�;—The Parties hereto entered into this Agreement with the express understanding that the acquisition of rights-of-way and similar property interests necessary for the construction of transportation facilities pursuant to this Agreement shall be accomplished at little or no expense to the members hereto or to the Agency created hereunder. However, it is recognized by the Parties hereto that prior to the execution of this Agreement, the County of Orange, as the sole responsible Party for the administration of the Orange County Major Thoroughfare and Bridge Fee Program, assumed the right and obligation to acquire a certain right of way located in the City of Laguna Beach ("Sycamore Hills") in the area of Tentative Tract Map No. 8965 not available for dedication in addition to certain other property, and such right and obligation shall be assumed by the Agency but only to the extent of the aliquot value of such right of way. L 1=1--The Parties hereto recognize that in accordance with the principals of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities. -2- J. 1—It is anticipated by the Parties hereto that any major thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the Parties hereto agree as follows: I. DEFINITIONS 1.1 For the purposes of this Agreement,the following words shall have the following meanings: a. "Agreement"means this{-— Second Amended and Restated Joint Exercise of Powers Agreement, as amended from time to time. b. "Agency"means the SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. C. "Annual Budget"means the approved budget applicable to the expenses of administration of the Agency. d. "Board Members"means those persons serving as members of the Board or their alternates. e. "Board"means the governing body of the Agency. f. "Ex Officio Members"means Board Members who do not have a vote in Agency matters and whose presence shall not be counted in determining whether a quorum sufficient to transact Agency business exists. "Chief"CExecutive g. Officer"means the chief operating employee selected by the Board to manage the day-to-day activities the Agency, including, but not limited to, the appointment and removal of all employees of the Agency except Whose described in Section 3.11 below. The Chief Executive Officer shall not bean employee of any individual Party. h. "F/E Aeenev"means the Foothill/Eastern Transportation Corridor Agency formed b�the�arties to_the F/E_A-greement. i. "F/E Agreement"means that certain Second Amended and Restated Foothill/Eastern Transportation Corridor Agency Agreement h.-"Fiscal Year"means July 1st to and including the following June 30th. k, Joint_Transportation-Corridor,Agency has the meaning._assigned_such term in Section 2.31ml. -3- 1. "Joint Transportation Corridor Agencv Agreement" has the meaning assured such term in Section 2.3(m). in. i—"Party"means each of the public entities which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder, including any public entity executing an amendment of the original agreement as hereinafter provided. n. 1—"Quarter"means July 1 st to and including September 30th, October I st to and including December 31st, January 1st to and including March 31 and April 1st to and including June 30th. II. PURPOSE AND POWERS 2.1 Agency Created. There is hereby created a public entity to be known as the "SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY." The Agency is formed by this Agreement pursuant to the provision of Article 1, Chapter 5, Division 7, of Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2.2 Purpose of the Agreement; Common Powers to be Exercised. Each Party has the common power to plan for, acquire, construct, maintain, repair, manage, operate, and control facilities for one or more of the following purposes: a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges; b. The power to plan for, acquire, and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation(CALTRANS) and the Federal Highway Administration (FHWA) whenever possible. The purpose of this Agreement is to jointly exercise the foregoing common powers to undertake such studies and planning relative to the SAN JOAQUIN HILLS Transportation r'^•�•' - Corridor as may be necessary to establish Areas of Benefit, to recommend to the Parties the adoption of local ordinances and the undertaking of all acts necessary for the imposition of fees by the Parties pursuant to Government Code Section 66484.3 and to fund, plan, acquire, and construct the major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor. Except for maintenance of the facilities relating to collection of tolls and insuring that the major bridges or thoroughfares constructed pursuant to this Agreement comport to those design elements incorporated into Interstate 280 near the San Francisco Bay Area, the Agency shall not maintain or operate, or incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement, except as otherwise provided herein. -4- Board planning policy has and shall continue to respond to those various memoranda of understanding,resolutions,minute orders and policy statements of Parties, attached as Exhibit"A"to the prior form of this Agreement and collectively incorporated in the "Issues Inventory Manual" adopted by the Board on August 13, 1987. 2.3 Powers. The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of the Parties in studying and planning ways and means to provide for the financing, and construction of the San Joaquin Hills Transportation Corridor; b. To make and enter into contracts; C. To contract for the services of engineers, attorneys, planners, financial consultants, and separate and apart therefrom to employ such other persons, as it deems necessary; d. To appoint agents; e. To lease, acquire, construct, manage, maintain and operate any buildings, works or improvements; f. To acquire,hold, or dispose of property by any lawful means, including without limitation, gift, purchase, eminent domain lease, lease purchase or sale; g. To incur debts, liabilities, or obligations subject to limitations herein set forth; h. To recesve gifts, contributions and donations of property, funds, services and other forms of financial assistance from persons, firms, corporations and any governmental entity, i. To sue and be sued in its own name; j. To apply for an appropriate grant or grants under any federal, state, or local programs for assistance in developing any of its programs; k. To adopt rules, regulations,policies,by-laws and procedures governing the operation of the Agency; 1. To exercise those powers authorized in Chapter 5 (commencing with Section 31100) of Division 17 of the Streets and Highways Code in accordance with Government Code Section 66484.3(f); and in. To enter into a ioint powers agreement withanv public aQencv described in Government Code Section 6502 for the purpose of jointly exercisinj4 common powers under -5- Government Code Sections 6500 et. sea and 66484.3. Any such agreement with the F/E Agency for the joint planning, financing and construction of maior thoroughfares and bridges (a "Joint Transportation Corridor Agency Agreement") shall provide for the formation of a separate authority-(a"Joint Transportation Corridor Age ")to m out the purple of such Joint ncy ca Transportation Corridor Agency Agreement. Such Joint Transportation Corridor Agency Agreement shall provide that: (i) the board of directors of such Joint Transportation Corridor Agency shall be composed of one(1) voting member appointed by the legislative body of each city that is warty to either or both this Agreement and the F/E Agreement from time to time and three 13)voting members from the County of Orange said members to be the duly elected supervisors for the Third, Fourth and Fifth County of Orange Supervisorial Districts , (ii) each such board member shall also have an alternate appointed by the legislative body of the relevant City or the County appointing such board member consistent with this agreement ( iii) not less than two-thirds (2/3) of the members of such board shall constitute a quorum for the purposes of the transaction of business relating to the Joint Transportation Corridor Agency, and (iv) such board may adopt any motion resolution or order and take any other action they deem appropriate by a vote of the lesser of�a) sixteen (16) such board members Ll seventy seven percent(77%) of those board members present and qualified to vote or(c) such lesser number or percentage of votes(but not less than a majority)-that-is the requisite vote necessary to maintain the tax-exempt status of debt issued by the Joint Transportation Corridor Agency, as supported by an opinion of a nationally recognized bond counsel selected by such board. +un. To the extent not herein specifically provided for, to exercise any powers in the manner and according to the methods provided under applicable laws. III. ORGANIZATION 3.1 Membership. The Parties to the Agehcy shall be the public entities which have executed or hereafter execute this Agreement, or amendment, thereto, and which have not, pursuant to the provisions hereof, withdrawn therefrom. 3.2 Board. a. The Board shall consist of the following: (i) one voting Board Member appointed by the legislative body of each of the following Parties pursuant to Section 3.1 above: The cities of Aliso Viejo, Costa Mesa, Dana Point, Irvine, Laguna Hills, Laguna Niguel. Laguna Woods Mission Viejo Newport Beach, San Clemente, San Juan Capistrano, MissioH Vio o and Santa Ana. (ii) two voting Board Members from the County of Orange, said members to be the duly elected supervisors for the Third and Fifth County of Orange Supervisorial Districts. -6- (iii) The Board may, from time to time, appoint additional ex officio members. b. Except for ex officio members, each Board Member shall be a current member of the legislative body of the Party each member represents. C. Each Board Member shall also have an alternate appointed by the legislative body of the Party represented by such Board Member. With the exception of the alternates to the Board Members representing the County of Orange, an alternate Board Member must also be a current member of the legislative body of the Party such alternate represents. An alternate Board Member shall assume all rights and duties of the absent Board Member. d. Each Board Member and alternate shall hold office from the first meeting of the Board after appointment by the city council or Board of Supervisors until a successor is named. Board Members and alternates shall be appointed by and serve at the pleasure of their appointing body and may be removed at any time, with or without cause, at the sole discretion of the legislative body of the Party such Board Member represents subject, however, to the provisions of Section 3.2 a.(ii). e. A Board Member shall receive only such compensation from the Agency for his/her services as may be approved by not less than two-thirds (2/3) of the Board Members. f. A Board Member may be reimbursed for expenses incurred by such Board Member in the conduct of the business of the Agency. 3.3 Principal Office. The principal office of the Agency shall be established by the Board and shall be located within the County of Orange. The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange. Any change shall be noted by the secretary of the Board under this Agreement but shall not be considered an amendment to this Agreement. 3.4 Meetings. The Board shall meet at the principal office of the Agency or at such other place as may be designated by the Board. The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board; a copy of such resolution shall be furnished to each Party. Regular, adjourned, and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act, Government Code Section 54950 et. seq., as amended. 3.5 Quorum. Not less than two-thirds (2/3) of the Board Members shall constitute a quorum for the purposes of the transaction of business relating to the Agency. -7- 3.6 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board, subject however, to the reserved rights of the Parties as herein set forth. Unless otherwise provided herein, each Board Member or participating alternate Board Member shall be entitled to one vote, and except as otherwise provided herein, a vote of the majority of those present and qualified to vote may adopt any motion, resolution, or order and take any other action they deem appropriate. 3.7 Minutes. The secretary of the Agency shall cause to be kept minutes of regular, adjourned regular and special meetings of the Board, and shall cause a copy of such minutes to be forwarded to each Board Member and to each Party. -8- 3.8 Rules. The Board may adopt from time to time rules and regulations for the conduct of its affairs consistent with this Agreement, 3.9 Vote or Assent of Parties. The vote, assent, or approval of Parties in any matter requiring such vote, assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such Party filed with the Agency. It shall be the responsibility of the Chief Executive l Officer to obtain certified copies of said actions. 3.10 Officers. There shall be selected by the Board from its membership, a chairman and a vice chairman. The Board shall appoint a secretary who may be a Member. The Board shall appoint an officer or employee of the Board or an officer or employee of a Party to hold the offices of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board. Such person or persons shall possess the powers and the duties of, and shall perform the treasurer and auditor functions for the Agency and those functions required by Government Code Sections 6505, 6505.5, and 6505.6, including any subsequent amendments thereto. The chairman, vice chairman, secretary, treasurer and auditor shall hold office for a period of one year commencing July 1 st of each year. Except for the Chief Executive Pwv.-I Q. fficer, any officer, employee, or agent of the Board may also be an officer, employee or agent of any of the Parties. The appointment by the Board of such a person shall be evidence that the two positions are compatible. -9- 3.11 Committees. The Board may, as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a committee shall be deemed to be a meeting of the Agency for compensation purposes only and all such meetings shall be open to all Board Members, unless the presence of Board Members who are not members of such committee would violate the provisions of the Ralph M. Brown Act, Government Code Section 54950 et seq., as amended. 3.12 Additional Officers. The Board shall have the power,upon the approval of not less than two-thirds (2/3) of the Board Members, to appoint such additional officers as may be appropriate. Such officers may also be, but are not required to be, officers and employees of a Party. -10- 3.13 Bonding Requirement. The officers or persons who have charge of, handle, or have access to any property of the Agency shall be so designated and empowered by the Board. Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board. Should the existing bond or bonds of any such officer or persons be extended to cover the obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3.14 Status of Officers and Employees. All of the privileges and immunities from liability, exemption from laws, ordinances and rules, all pension, relief, disability, workers compensation, and other benefits which apply to the activities of officers, agents, or employees of any of the Parties when performing their respective functions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement. None of the officers, agents, or employees appointed by the Board shall be deemed, by reason of their employment by the Board, to be employed by any of the Parties or, by reason of their employment by the Board, to be subject to any of the requirements of such Parties. IV. FEES 4.1 Imposition of Major Thoroughfare and Bridge Construction Fee by Parties. On or before the effective date of this Agreement (or, in the case of a new Party, on or before the date on which that Party becomes signatory to this Agreement), each Party shall require by ordinance the payment of a fee as a condition of issuance of a building permit within the Area of Benefit, for the purposes of defraying the actual or estimated cost of constructing major thoroughfares and bridges, in accordance with California Government Code Section 66484.3. Said fee shall be in the form, and in those amounts set forth in the "Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors," attached hereto as Exhibit "A" and incorporated by reference herein. The imposition of said fee by each Party shall be a condition precedent to that Party's participation in the Agency, and each Party covenants to continue the imposition of such fees as required herein and as required by provisions of any applicable bond indentures. 4.2 Annual Review of Fees. At least once annually, the Board shall undertake a review of the above-described fee program and may, upon approval of not less than two-thirds (2/3)of its Members, modify the fee to be imposed by the Parties hereto. Each Party shall impose said revised fee within one hundred twenty(120) days, and if a Party fails to impose said fees, repeals the enabling ordinance or fee requirement or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the -11- aforementioned time period, whichever is sooner, such action shall be deemed the withdrawal of that Party from the Agency, subject to the conditions specified in Section 9.2 below. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency has been formed as authorized l� Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may provide that the board of directors of the Joint Transportation Corridor Agency shall be responsible for undertaking the annual or more frequent review of the above-described fee program and shall have thepower to modify the fees to be imposed b the Parties hereto upon approval of such modification by such board of directors in accordance with the terms of the Joint Transportation Corridor Agency Agreement. In-such event, each Party._shall impose said revised fee as provided herein as if such revised fee had been approved by the Board in accordance with this Section 4.2. 4.3 Payment. Each Party agrees to hold said fees in trust for the Agency, and to pay said fees to the Agency in quarterly payments, within sixty (60) days after the end of each quarter. The Board may authorize an audit of any Party to determine whether said payments of fees accurately reflect each Party's obligations under this Agreement. Unpaid fees shall bear interest at a rate to be determined by the Board. In the event that any Party fails to remit said fees to the Agency, said failure may be deemed by the Board to be a withdrawal of that Party from the Agency subject to the conditions specified in Section 9.2 hereof. In the event that any dispute arises as to the amount of fees assessed any person under the fee program, any aggrieved person may appeal the decision of a Party hereto regarding the appropriate amount of the assessment to the Agency, in accordance with the rules and regulations established by the Agency, which decision shall be final. In the event that any Party hereto becomes a Party to litigation regarding the legality of the fee program, the Board, where it deems appropriate, may defend such action or lend other assistance to said Party in said action. If the Aeencv has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Aeencv has been formed as authorized by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may authorize the Joint Transportation Corridor Agencv to manage the funds collected pursuant to said fee program In such event. each Party agrees (i) to hold said fees in trust for the Joint Transportation Corridor Agency (ii) to pay such fees to the Joint Transportation Comdor Agency as provided herein with respect to the Agency, (iii) to permit the Joint Transportation Corridor Agency to audit such Party as provided herein with respect to the Agency, and (iv) that in the event any dispute arises as to the amount of fees assessed any person under the fee Piro if the Joint Tran�ortation Corridor A�en�Aucement so provides such dispute shall be managed by the Joint Transportation Corridor Agency and its board of directors in the same manner as described in the third paragraph of this Section 4.3 with respect to the Agency. 4.4 Compensation of Agency for Acquisition of Rights-of-Way. -12- When it is within its power to do so, each Party shall be individually responsible for the preservation and acquisition by dedication pursuant to Title 7, Divisions 1. and 2. of the Government Code of rights-of-way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement. Except as provided in Recital GH of this Agreement, in the event that a Party fails to acquire these rights-of-way by the above- mentioned means after the route alignments for the San Joaquin Hills Transportation Corridor is established and accepted by the Agency, or fails to preserve such rights-of-way and property interests by the above-mentioned means which were established by the County of Orange prior to such establishment and acceptance by the Agency, that Party shall compensate the Agency for all costs (including attorneys' fees) incurred by the Agency in acquiring said rights-of-way and property interests. If the Agency has entered into a Joint Transportation Corridor Agency Agreementpursuant to which a Joint Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement the Joint Transportation Corridor Aeencv shall be entitled to enforce the respective obligations of each Partv arising pursuant to this Section 4.4. V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5.1 Joint Action with Other Agencies. In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, financing, constructing, maintaining, repairing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors or other transportation corridors, the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges, when for any purpose otherwise permitted by law, the Board deems it appropriate. 5.2 Communications Between Corridor Agencies. In the event that the agencies described in Section 5.1 above (other than the Joint_ Transportation Corridor Agency) are formed, the chairman or his designate shall meet with the chairmen, or their designates, of said agencies at least quarterly, for the purpose of coordinating the planning, financing and construction activities of the various agencies. 5.3 Lending and Borrowing Funds Between Agencies. When it is found to be beneficial to the purposes of the Agency and otherwise permitted by law, and serves the general purpose of improving transportation facilities in Orange County, the Board is authorized to lend and borrow available funds and services to or from the agencies described in Section 5.1 above, upon the approval of not less than two thirds (2/3) of the Board Members. The Board shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on the loan. VI. BUDGET AND DISBURSEMENTS -13- 6.1 Annual Budget. The Board shall adopt upon the approval of not less than two thirds (2/3) of the Board Members, an annual budget, for the ensuing fiscal year,pursuant to procedures developed by the Board. 6.2 Disbursements. The auditor shall draw warrants upon the approval and written order of the Board. The Board shall requisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance with rules, regulations, policies, procedures and bylaws adopted by the Board. 6.3 Accounts. All funds will be placed in object accounts and the receipt, transfer, or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to governmental entities. There shall be strict accountability of all funds. All revenues and expenditures shall be reported to the Board. 6.4 Expenditures Within Approval Annual Budget. All expenditures within the designations and limitations of the approved annual budget shall be made upon the approval of the Chief Executive :arOfficer in accordance with the rules, policies and procedures adopted by the Board. Notwithstanding the above, no expenditures shall be made for the purpose of the acquisition of rights-of-way or similar property interests except upon the approval of not less than two-thirds (2/3) of the Board Members. No expenditures in excess of those budgeted shall be made without the approval of not less than two-thirds(2/3) of the Board Members to a revised and amended budget which may, from time to time, be submitted to the Board. 6.5 Audit. The records and accounts of the Agency shall be audited annually by an independent certified public accountant and copies of such audit report shall be filed with the County Auditor, State Controller and each Party no later than fifteen (15) days after receipt of said audit by the Board. VII. SECURITIES 7.1 Securities. Upon the approval of the Board, the Parties, or the Agency, may participate in any statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484.3, including the power to establish one or more community facilities districts -14- under the Mello-Roos Community Facilities District Act of 1982, Government Code Section 53311, et seq., or any other applicable legislation. Other than the fees specified herein, no funds of a Party shall be utilized as security or as a source for the payment or redemption of any securities of the Agency without the consent of the legislative body of that Party. Upon the approval of not less than two-thirds (2/3) of the Board Members, the Agency may participate in the above-mentioned statutory powers for bond financing of the fees specified herein; provided, however, that the fees collected by any Party may be excluded as security for or as a source for such financing if the Board, upon the approval of not less than two- thirds (2/3) of its Members, so provides. VIII. LIABILITIES 8.1 Liabilities. The debts, liabilities, and obligations of the Agency shall be the debts, liabilities, or obligations of the Agency alone and not of the Parties, unless expressly specified herein. 8.2 Hold Harmless and Indemnify. Each Party hereto agrees to indemnify and hold the Agency and the other Parties harmless from any liability for damages, actual or alleged, to persons or property arising out of or resulting from negligent acts or omissions of the indemnifying Party or its employees. Where the Agency, the Board itself or its Members' agents or employees are held liable for injuries to persons or property, each Party's liability for contribution or indemnity for such injuries shall be based proportionately upon the fees paid by each Party. In the event of liability imposed upon any of the Parties or upon the Board created by this Agreement, for injury which is caused by the negligent or wrongful act or omission of any of the Parties in the performance of this Agreement, the contribution of the Party oz Parties not directly responsible for the negligent or wrongful act or omission shall be limited to One Hundred Dollars (100.00). The Party or Parties directly responsible for the negligent or wrongful acts or omissions shall indemnify, defend, and hold the Agency and all other Parties harmless from any liability for personal injury or property damage arising out of the performance of this Agreement._ If theAge_ny_enters_into a Joint Transuortation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency is formed. then each Party agrees to hold harmless and indemnify_th_e Joint_ Transportation Corridor Aeencv, the board of directors of the Joint Transportation Corridor Agency and the members of such board of directors of the Joint Transportation Corridor Aeencv, for all matters within the scone of the indemnities made by the Parties in this Section 8.2 with respect to the Agency, the Board and its Members to the same extent as such indemnities are made to the Aeencv, the Board and its Members IX. ADMISSION AND WITHDRAWAL OF PARTIES 9.1 Admission of New Parties. -15- It is recognized that public entities, other than the original Parties, may wish to participate in the Agency. Additional public entities may become Parties to the Agency upon such terms and conditions, including, but not limited to, financial contributions, as provided by the Board and upon the unanimous consent of the Parties evidenced by the execution of a written amendment to this Agreement, executed by all of the Parties, including the additional Party. 9.2 Withdrawal. It is fully anticipated that each Party hereto shall participate in the Agency until the purposes set forth in Section 2.2 above are accomplished. The withdrawal of any Party, either voluntarily or involuntarily pursuant to Sections 4.2 and 4.3 above, unless otherwise provided by the Board, shall be conditioned as follows: (i) in the case of a voluntary withdrawal, written notice shall be given one hundred and twenty (120) days prior to the end of a fiscal year, (ii) the fee program established by the Party pursuant to this Agreement shall remain in effect for a period of at least four(4) years after the adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees, including by way of illustration, but not limitation,bonds which have been issued or authorized for issuance by the Agency, and letters of credit or other reimbursement obligations owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency; (iii) said withdrawal shall not relieve the Party of its proportionate share of any debts or other liabilities incurred by the Agency prior to the effective date of the Party's withdrawal, nor any liabilities imposed upon or incurred by the Party pursuant to this Agreement prior to the effective date of the Party's withdrawal; and (iv) said withdrawal shall result in the forfeiture of that Party's rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10.2 below. -16- X. TERMINATION AND DISPOSITION OF ASSETS 10.1 Termination. The Agency shall continue to exercise the joint powers herein until the terniination of this Agreement and any extension thereof as provided in this Section 10.1 or until the Parties shall have mutually rescinded this Agreement;provided, however, that the Agency shall continue to exist for the purposes of disposing of all claims, payment of debt service with respect to bonds which have been issued or which have been authorized for issuance and satisfaction of other covenants contained in the resolution and trust indenture relating to said bonds, reimbursement owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency and satisfaction of other covenants contained in reimbursement agreements with such financial institutions, establishment and collection of tolls and development fees, the maintenance of toll collection facilities and the facility in accordance with the California Department of Transportation agreements, distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall occur upon the written consent of all of the Parties, or upon the withdrawal from the Agency of a sufficient number of the Parties to leave less than six Parties remaining in the Agency, or upon transfer of title to the corridor to the California Department of Transportation and full satisfaction of all outstanding financial obligations of the Agency. However, no such termination shall occur until all reimbursement obligations owed to financial institutions securing bonds have been paid and all other financial and contractual obligations of the Agency have been satisfied. 10.2 Distribution of Property and Funds. In the event of the termination of this Agreement, any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each Party or former Part a proportionate share of the contributions made to such properties by such Parties, less previous distributions, if any, provided however that said funds also shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. In the event of the termination of this Agreement, any funds remaining following the discharge of all obligations shall be disposed of by returning to each Party (excluding withdrawn Parties as provided in Section 9.2 hereof) a proportionate share of such funds equal to the percentage of the contribution made by each Party, less each Party's proportionate share of previous distributions, if any, provided that said funds shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. -17- XI. MISCELLANEOUS 11.1 Amendments. This Agreement may be amended with the approval of not less than three-fourths 0314) of all Parties; provided, however, that no amendment may be made which would adversely affect the interests of the owners of bonds, letters of credit or other financial obligations of the Agency. 11.2 Notice. Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office, registered or certified, postage prepaid, addressed to the Parties, shall be deemed to have been received by the Party to whom the same is addressed at the expiration of seventy-two (72) hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid. 11.3 Effective Date. This Agreement shall be effective at such time as this Agreement has been executed by any si-ten or more of the Parties enumerated in the introduction of this Agreement. 114 Arbitration. Any controversy or claim between any two or more Parties, or between any such Party or Parties and the Agency, in respect to the Agency's operations, or to any claims, disputes, demands, differences, controversies, or misunderstandings arising under, out of, or in relation to this Agreement, shall be submitted to and determined by arbitration. To the extent not inconsistent herewith, the rules of the American Arbitration Association shall apply. The Party desiring to initiate arbitration shall give notice of its intention to arbitrate to every other Party and the Agency. Such notice shall designate as "respondents"such other Parties as the initiating Party intends to have bound by any award made therein. Any Party not so designated but which desires to join in the arbitration may, within ten(10) days of service upon it of such notice, file a response indicating its intention to join in and to be bound by the results of the arbitration, and further designating any other Parties it wishes to name as a respondent. Within twenty(20)days of the service of the initial demand for arbitration, the American Arbitration Association, hereinafter referred to as "AAA," shall submit simultaneously to the initiating and to all Parties named as respondents or filing a response therein, an identical list of names and persons chosen from the AAA National Panel of Arbitrators which persons shall be, to the extent possible, persons first in the field of transportation as well as public law. Each Party to the dispute shall have seven (7) days from the mailing date in which to cross off any names indicating the order of his or her preference, and return the list to the AAA. If a Party does not return the list within such time period, all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists, in accordance with the designated order of mutual preference, the AAA shall invite the acceptance of an arbitrator to serve. If the Parties fail to -18- agree upon one of the persons named, the acceptable arbitrator is unable to act, or if for any other reason the appointment cannot be made from the submitted list, the AAA shall have the power to make the appointment of the arbitrator from other members of the panel without the submission of any additional list. The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of Title 9 of Part 3 of the Code of Civil Procedure. If the Agency enters into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation Corridor A enc is formed as authorized�Section 2.3 of this Agreement then each Party agrees that the arbitration provisions in this Section 11.4 shall apply to any controversy or claim between any such Party or Parties and the Joint Transportation Corridor Agency arising under, out of or in relation to this Agreement. 11.5 Partial Invalidity. If any one or more of the terms, provisions, sections, promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, sections, promises, covenants and conditions of this Agreement shall not be effected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11.6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties hereto. 11.7 Assignment. The Parties shall not assign any rights or obligations under this Agreement without written consent of all other Parties. 11.8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. 11.9 Third Party Beneficiary. In the event that the Agency enters into a Joint Transportation_Corridor Agency Agreement pursuant to which a Joint Transportation Corridor Agency is formed as authorized by Section 2.3 of this Agreement such Joint Transportation Corridor Aeencv shall be a third party beneficiary of theprovisions of this Agreement creating obligations for the benefit of such Joint Transportation Corridor Agency. -19- IN WITNESS WHEREOF this Amendment No. 5 to the First Amended and Restated Joint Exercise of Powers Agreement_Creating the San Joaquin Hills Transportation Corridor Agency shall be effective as of the date that not less than three-fourths (3/4) of the Parties listed below have authorized execution hereof as evidenced by the authorized .-ses below respectively. COUNTY OF ORANGE Name: Date: SIGNED AND CERTIFIED THAT A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD: Name: Clerk of the Board of Supervisors Date: APPROVED AS TO FORM: County Counsel By: _ Deputy Date: -20- ATTEST: CITY OF ALISO VIEJO Clerk of the City of Aliso Viejo _ By: Mavor By- _--- - --- Dated: APPROVED AS TO FORM: By: 11-_-.-...__City_Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated: APPROVED AS TO FORM: B_ y:-_ City Counsel ATTEST: CITY OF DANA POINT Clerk of the City-of Dana-Point,---- - By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel -21- ATTEST: CITY OF IRVINE Clerk of the City of Irvine BY: Mayvo By: Dated: APPROVED AS TO FORM: By._- ------ -City-Counsel ATTEST:---- - - - CITY-OF LAGUNA HILLS Clerk of the City of Laguna Hills By: Ka-yor By-.— Dated:- APPROVED AS TO FORM: City-Counsel ATTEST: CITY OF LAGUNA NIGUEL Clerk of the Qj..of Laguna Niguel Mayor By: Dated: APPROVED AS TO FORM: B - ==y=- City Counsel -22- ATTEST: CITY OF LAGUNA WOODS Clerk of the City of LaHUna Woods By: Mavor Dated: APPROVED AS TO FORM: By: ------- City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: — ----- --- — Mayor By, Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach Bv' Mayor By: Dated: APPROVED AS TO FORM: Bv: _ City-Counsel cine' n P 'ora ,f rni m -, -23- ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By Mayor BY`------- -- --- - Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: - - -- ---- -------------— —— — Moor By: Dated: APPROVED AS TO FORM: Bim--- -------- City Counsel ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the Cites of San Juan Capistrano By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel -24- TABLE OF CONTENTS Page iahlk� ot,L�)w4RV4&E Q I T .1 T A L S ........................ ...I 1. DEFINITIONS......................................................................................................................3 11. PURPOSE AND POWERS............. ...........................................................4 2.1-Agency ne d .. ......................4 _0-gcx. ....... 2.2 Purpose of the Agreement; Common Powers to be Exercised......... 4 2.3 Powers............... ...............................................................5 111. ORGANIZATION........................ ..............................................................6 3.1--Membership- ......6 3.2 Board..................................... ...........................................................6 3.3 Principal Office.................... .............................................................7 3.4 Meetings.. ............................................................. .............................7 3,5---. ......................................... ..................7 3.6 Powers and Limitations Thereon...................................................... . .......................8 3.7 Minutes .... 8 3.8 Rules ................................................................................................................................8 3.9 Vote or Assent of P4ALes ......................................................................................8 3.10 Officers .... ......................- ..8 3.11 Committees....-..—.-..................................................................................................9 3.12 Additional Officers ..........................................................................................................9 3.13 -Bondiny Roquirement-,. ......................... .9 3.14 Status of Officers and Employees....................................................................................9 IV. FEES ................. ..........................................................................9 4.1 Imposition of Maior Thoroughfare and Bridize Construction Fee by Parties..................9 4.2 Annual Review of Fees......... .............................. ....................10 4.3 Payment.......... TABLE OF CONTENTS (cont'd) 4.4 Com Page pensation of Agency for Acquisition of Rights-of-Way.....................I...................I I V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES......................................— .........................................11 5.1 Joint Action with Other Agencies...-.._ .........11 5.2 Communications Bctween Corridor Agencies.... .........................................................11 5.3 Lending and Borrowing Funds Between Agencies .......................................................12 VI. BUDGET AND DISBURSEMENTS.......................... .............................12 6.1 Annual Budget .... ..........................................................12 6.2 Disbursements................................................................................................................12 6.3 Accounts ........................................................................................................................12 6.4 Expenditures Within Approval Annual Budget.............................................................12 6.5 Audit ............ ................... ...............................13 VII.- SECURITIES............................ ...........................................................13 7.1 Securities.. ........................................................13 VIII. LIABILITIES.....................................................................................................................13 8.1 Liabilities ......... .............. ..................................13 8.2 Hold Harm ess and kidemnify ........................................................13 IX. ADMISSION AND WITHDRAWAL OF PARTIES .............................................................14 9.1 Admission of New Parties ...............................................................................................14 9.2 Withdrawal.................................... ........ .................................14 X_. TERMINATION AND DISPOSITION OF ASSETS.............................................................15 10.1 Tennination....................................................................................................................15 10.2 Distribution of Property and Funds................................................................................15 XLMISCEI, ........................................................16 11.1 —Amendments.......................................................................................16 11.2 Notice........................................................................................................................16 -ii- TABLE OF CONTENTS (cont'd) Page 11.3 Effective Date ......................................................................16 11.1 Arbitration................................ ..............................16 11.5 Partial Invalidity.............................................................................................................17 11.6 Successors,—,,-,,.—.—..—. 17 11.7 Assignment ............................ .........................................................17 11.8 Execution.............................................................. .......................... ..............................17 11.9 Third Party BeneficiM......... ..........................................................17 FIRST-SECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY ATTACHMENT 222650 3.DCC UDraR_10/=130/02 t3:146 PM VIRSTSECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY THIS FIRSTSECOND AMENDED AND RESTATED AGREEMENT is made and entered into,pursuant to Sections 11.1 and 11.3, by and among the following public agencies as of the 21stday of4)c4 r___ __, 19"1200 a the date on which Witten or more of the following public agencies executed this f4rstSecond Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency: a. County of Orange b. City of Anaheim C. CitvofDanaPoint d. City of Irvine e. City of Lake Forest f. J—. City of Mission Viejo &- City of Orange h. City of Rancho Santa Margarita i. City of San Clemente j City of San Juan Capistrano k. 1s—City of Santa Ana 1. a—City of Tustin M-. City of Yorba Linda RECITALS A. The California State Legislature adopted Chapter 708, Statutes 1984, adding Section 66484.3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways,railways, freeways, and canyons or constructing major thoroughfares. B. The Parties to this Agreement have territorial jurisdiction within the Area of Benefit of the Foothill and Eastern Transportation Corridor, and desire to impose such a fee 1 pursuant to Government Code Section 66484.3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors. The Parties hereto have the common power to conduct such transportation planning, financing and construction. C. It has been determined by the Parties hereto that it is in the best interests of the respective Parties to join together to administer the funds provided by these fee programs, and to plan, acquire and construct said thoroughfares and bridges. D. Each of the Parties is authorized to contract with each other for the joint exercise of any common power under Article 1, Chapter 5, Division 7, Title 1 of the Government Code of the State of California- (the "Joint Powers Act"). With the adoption of Chanter 649, Statutes_ 1999, the California State Legislature amended the Joint Powers Act to authorize anv ioint powers authority formed unmant to the,Joint Powers Act to enter.into.anagreement_with other "public agencies" (as defined in the Joint Powers Act) to jointly exercise any power common to the contracting Parties. E. The Parties have determined that is in their best interest to authorize the Agency formed pursuant to this Agreement to exercise the authority provided by the Joint Powers Act to enter into agreement with other pubic agencies for the purpose of jointly exercising any power common to the Agency and any other such public agencies. F. lThe Parties hereto recognize that, in order to serve the purposes stated herein, the imposition of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or controlled by the Parties hereto. G. F—The Parties hereto recognize that, in order to serve the purpose stated herein, additional funding other than that received-from the above-described fees must be obtained. Each Party has agreed to cooperate in obtaining additional financing, including, but not limited to, debt financing, assessment-districts, special legislation, toll revenue financing, Arterial Highway Financing program funds and other forms of governmental grants-in-aid. H. <=I—The Parties hereto recognize that in accordance with the principals of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities. L_ kl—It is anticipated by the Parties hereto that any major thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the Parties hereto agree as follows: 2 I. DEFINITIONS 1.1 For the purposes of this Agreement, the following words shall have the following meanings: a. "Agreement"means this tSec_ond Amended and Restated Joint Exercise of Powers Agreement, as amended from time to time. b. "Agency"means the FOOTHILL and EASTERN TRANSPORTATION CORRIDOR AGENCY. C. "Annual Budget"means the approved budget applicable to the expenses of administration of the Agency. d. `Board Members"means those persons serving as members of the Board or their alternates. e. "Board"means the governing body of the Agency. f "Ex Officio Members"means Board Members who do not have a vote in Agency matters and whose presence shall not be counted in determining whether a quorum sufficient to transact Agency business exists. g. "Chief Executive 4H-e-- Officer"means the chief operating employee selected by the Board to manage the day-to-day activities the Agency, including,but not limited to, the appointment and removal of all employees of the Agency except Whose described in Section 3.11 below. The Chief Executive r_,;,-- ,,.Officer shall not be an employee of any individual Party. h h. "Fiscal Year"means July 1 st to and including the following June 30th. i. "Joint Transportation Corridor Agency"has the meani assied such term in Section 2.3(m). j. "Joint Transportation Corridor Agency Agreement"has the meaning assigned such term in Section 2.3(m). k. �-"Party"means each of the public entities which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder, including any public entity executing an amendment of the original agreement as hereinafter provided. 1. t-"Quarter"means July 1st to and including September 30th, October 1st to and including December 31st, January 1st to and including March 31 and April Ist to and including June 30th. 3 M. "SJH Agency" means the San Joaquin Hills Transportation Corridor Agency formed by the parties to the SJH Agreement. n. "SJH Agreement'means that certain Second Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Aeencv. II. PURPOSE AND POWERS 2.1 Agency Created. There is hereby created a public entity to be known as the "FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY." The Agency is formed by this Agreement pursuant to the provision of Article 1, Chapter 5, Division 7, of Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2.2 Purpose of the Agreement; Common Powers to be Exercised. Each Party has the common power to plan for, acquire, construct, maintain, repair, manage, operate, and control facilities for one or more of the following purposes: a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges; b. The power to plan for, acquire, and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation (CALTRANS) and the Federal Highway Administration (FHWA)whenever possible. The purpose of'this Agreement is to jointly exercise the foregoing common powers to undertake such studies and planning relative to the Foothill and Eastern Transportation Corridors as may be necessary to establish Areas of Benefit, to recommend to the Parties the adoption of local ordinances and the undertaking of all acts necessary for the imposition of fees by the Parties pursuant to Government Code Section 66484.3 and to fund, plan, acquire, and construct the major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors. Except for maintenance of the facilities relating to collection of tolls and insuring that the major bridges or thoroughfares constructed pursuant to this Agreement comport to those design elements incorporated into Interstate 280 near the San Francisco Bay Area, the Agency shall not maintain or operate, or incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement, except as otherwise provided herein. Board planning policy has and shall continue to respond to those various memoranda of understanding, resolutions, minute orders and policy statements of Parties, attached as Exhibit "A"to the prior form of this Agreement and collectively incorporated in the "Issues Inventory Manual" adopted by the Board on August 13, 1987. 4 2.3 Powers. The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of the Parties in studying and planning ways and means to provide for the financing, and construction of the Foothill and Eastern Transportation Corridors; b. To make and enter into contracts; C. To contract for the services of engineers, attorneys,planners, financial consultants, and separate and apart therefrom to employ such other persons, as it deems necessary; d. To appoint agents; e. To lease, acquire, construct,manage, maintain and operate any buildings, works or improvements; f. To acquire, hold, or dispose of property by any lawful means, including without limitation, gift, purchase, eminent domain lease, lease purchase or sale; g. To incur debts, liabilities, or obligations subject to limitations herein set forth; h. To receive gifts, contributions and donations of property, funds, services and other forms of financial assistance from persons, firms, corporations and any governmental entity, i. To sue and be sued in its own name; j. To apply for an appropriate grant or grants under any federal, state, or local programs for assistance in developing any of its programs; k. To adopt rules, regulations, policies, by-laws and procedures governing the operation of the Agency; 1. To exercise those powers authorized in Chapter 5 (commencing with Section 31100) of Division 17 of the Streets and Highways Code in accordance with Government Code Section 66484.3(f); and in. To enter into a ointpowers agreement with any public agency described in Government Code Section 6502 for the purpose of jointly exercising common powers under Government Code Sections 6500 et. seq. and 66484.3. Any such agreement with the SJH Agency for the joint planning, financing and construction of major thoroughfares and bridges (a "Joint Transportation Corridor Agency AgreemenQ-5hall provide for the formation of a separate authority (a"Joint Transportation Corridor Agency") to carry out the pumoses of such Joint Transportation Corridor Agency Agreement Such Joint Transportation Corridor Agency 5 Agreement shall provide that: (i) the board of directors of such Joint Transportation Corridor Agency shall be composed of one (1) voting member appointed by the legislative body of each city that is a party to either or both this Agreement and the SJH Agreement from time to time and three (31 voting members from the Count of Orange said members to be the duly elected supervisors for the Third, Fourth and Fifth County of Orange Supervisorial Districts. . (ii) each such board member shall also have an alternate appointed by the legislative body of the relevant City or the County appointing such board member consistent with this agreement (iii)not less than two-thirds) of the members of such board shall constitute a_quorum for the purposes-of the transaction of business relating to the Joint Transportation Corridor Agency, and (iv) such board may adopt any motion, resolution or order and take any other action they deem appropriate by a vote of the lesser of(a) sixteen (16) such board members, (b) seventy seven percent (77%) of those_board members present andgualified to vote. or(c)_such lesser number or percentage of votes (but not less than a majority) that is the requisite vote necessary to maintain the tax-exempt status of debt issued by the Joint Transportation Corridor Agency, as supported-by_an opinion of a nationally recognized bond counsel selected by such board. n_-___....,. To the extent not herein specifically provided for, to exercise any powers in the manner 44and according to the methods provided under applicable laws. III. ORGANIZATION 3.1 Membership. The Parties to the Agency shall be the public entities which have executed or hereafter execute this Agreement, or amendment, thereto, and which have not, pursuant to the provisions hereof, withdrawn therefrom. 3.2 Board. a. The Board shall consist of the following: (i) one voting Board Member appointed by the legislative body of each of the following Parties pursuant to Section 3.1 above: The cities of Anaheim—Dana Point Irvine, eLake Forest, Mission Viejo, Orange, Rancho Santa Margarita, San Clemente, San Juan Capistrano, 4wi-Santa Ana, Tustin and Yorba Linda. (ii) t- three voting Board Members from the County of Orange, said members to be the duly elected supervisors for the Third Fourth and Fifth County of Orange Supervisorial Districts. (iii) The Board may, from time to time, appoint additional ex officio members. b. Except for ex officio members, each Board Member shall be a current member of the legislative body of the Party each member represents. 6 C. Each Board Member shall also have an alternate appointed by the legislative body of the Party represented by such Board Member. With the exception of the alternates to the Board Members representing the County of Orange, an alternate Board Member must also be a current member of the legislative body of the Party such alternate represents. An alternate Board Member shall assume all rights and duties of the absent Board Member. d. Each Board Member and alternate shall hold office from the first meeting of the Board after appointment by the city council or Board of Supervisors until a successor is named. Board Members and alternates shall be appointed by and serve at the pleasure of their appointing body and may be removed at any time, with or without cause, at the sole discretion of the legislative body of the Party such Board Member represents subject, however, to the provisions of Section 3.2 a.(ii). e. A Board Member shall receive only such compensation from the Agency for his/her services as may be approved by not less than two-thirds (2/3) of the Board Members. f. A Board Member may be reimbursed for expenses incurred by such Board Member in the conduct of the business of the Agency. 3.3 Principal Office. The principal office of the Agency shall be established by the Board and shall be located within the County of Orange. The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange. Any change shall be noted by the secretary of the Board under this Agreement but shall not be considered an amendment to this Agreement. 3.4 Meetings. The Board shall meet at the principal office of the Agency or at such other place as may be designated by the Board. The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board; a copy of such resolution shall be furnished to each Party. Regular, adjourned, and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act, Government Code Section 54950 et. seq., as amended. 3.5 Quorum. Not less than two-thirds (2/3) of the Board Members shall constitute a quorum for the purposes of the transaction of business relating to the Agency. 3.6 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board, subject however, to the reserved rights of the Parties as herein set forth. Unless otherwise provided herein, each Board Member or participating alternate Board Member shall be entitled to one vote, and except as otherwise provided herein, a vote of the majority of those present and 7 qualified to vote may adopt any motion, resolution, or order and take any other action they deem appropriate. 3.7 Minutes. The secretary of the Agency shall cause to be kept minutes of regular, adjourned regular and special meetings of the Board, and shall cause a copy of such minutes to be forwarded to each Board Member and to each Party. 8 3.8 Rules. The Board may adopt from time to time rules and regulations for the conduct of its affairs consistent with this Agreement. 3.9 Vote or Assent of Parties. The vote, assent, or approval of Parties in any matter requiring such vote, assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such Party filed with the Agency. It shall be the responsibility of the Chief Executive P i• cto Officer to obtain certified copies of said actions. 3.10 Officers. There shall be selected by the Board from its membership, a chairman and a vice chairman. The Board shall appoint a secretary who may be a Member. The Board shall appoint an officer or employee of the Board or an officer or employee of a Party to hold the offices of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board. Such person or persons shall possess the powers and the duties of, and shall perform the treasurer and auditor functions for the Agency and those functions required by Government Code Sections 6505, 6505.5, and 6505.6, including any subsequent amendments thereto. The chairman, vice chairman, secretary, treasurer and auditor shall hold office for a period of one year commencing July 1 st of each year. Except for the Chief Executive kO_ffi_c_e_r, any officer, employee, or agent of the Board may also be an officer, employee or agent of any of the Parties. The appointment by the Board of such a person shall be evidence that the two positions are compatible. 3.11 Committees. The Board may, as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a('oi44 w+ Gcommittee shall be deemed to be a meeting of the Agency for compensation purposes only and all such meetings shall be open to all Board Members, unless the presence of Board Members who are not members of such committee would violate the provisions of the Ralph M. Brown Act, Government Code Section 54950 et seq., as amended. 3.12 Additional Officers. The Board shall have the power, upon the approval of not less than two-thirds (2/3) of the Board Members, to appoint such additional officers as may be appropriate. Such officers may also be, but are not required to be, officers and employees of a Party. 9 3.13 Bonding Requirement. The officers or persons who have charge of, handle, or have access to any property of the Agency shall be so designated and empowered by the Board. Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board. Should the existing bond or bonds of any such officer or persons be extended to cover the obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3.14 Status of Officers and Employees. All of the privileges and immunities from liability, exemption from laws, ordinances and rules, all pension, relief, disability, workers compensation, and other benefits which apply to the activities of officers, agents, or employees of any of the Parties when performing their respective functions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement. None of the officers, agents, or employees appointed by the Board shall be deemed,by reason of their employment by the Board, to be employed by any of-the Parties or, by reason of their employment by the Board, to be subject to any of the requirements of such Parties. IV. FEES 4.1 Imposition of Major Thoroughfare and Bridge Construction Fee by Parties. On or before the effective date of this Agreement (or, in the case of a new Party, on or before the date on which that Party becomes signatory to this Agreement), each Party shall require by ordinance the payment of a fee as a condition of issuance of a building permit within the Area of Benefit, for the purposes of defraying the actual or estimated cost of eenstruL�tion constructine maior thoroughfares and bridges, in accordance with California Government Code Section 66484.3. Said fee shall be in the form, and in those amounts set forth in the "Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors," attached hereto as Exhibit"A" and incorporated by reference herein. The imposition of said fee by each Party shall be a condition precedent to that Party's participation in the Agency, and each Party covenants to continue the imposition of such fees as required herein and as required by provisions of any applicable bond indentures. 4.2 Annual Review of Fees. At least once annually, the Board shall undertake a review of the above-described fee program and may, upon approval of not less than two-thirds (2/3) of its Members, modify the fee to be imposed by the Parties hereto. Each Party shall impose said revised fee within one hundred twenty (120) days, and if a Party fails to impose said fees, repeals the enabling ordinance or fee requirement or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the 10 aforementioned time period, whichever is sooner, such action shall be deemed the withdrawal of that Party from the Agency, subject to the conditions specified in Section 9.2 below. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Jomt Transportation Corridor Agency has been formed as authorized by Section 2.3 of this Agreement such Joint Transportation Corridor Agency Agreement may provide that the board of directors of the Joint Transportation Corridor Agency shall be responsible for undertaking the annual or more frequent review of the above-described fee program and shall have the power to modify the fees to beim go by the Parties hereto upon approval of such modification by such board of directors in accordance with the terms of the Joint Transportation Corridor Agency Agreement. In such event each Party shall impose said revised fee assprovided herein as if such revised fee had been approved by the Board in accordance with this Section 4.2. 4.3 Payment. Each Party agrees to hold said fees in trust for the Agency, and to pay said fees to the Agency in quarterly payments, within sixty(60) days after the end of each quarter. The Board may authorize an audit of any Party to determine whether said payments of fees accurately reflect each Party's obligations under this Agreement. Unpaid fees shall bear interest at a rate to be determined by the Board. In the event that any Party fails to remit said fees to the Agency, said failure may be deemed by the Board to be a withdrawal of that Party from the Agency subject to the conditions specified in Section 9.2 hereof. In the event that any dispute arises as to the amount of fees assessed any person under the fee program, any aggrieved person may appeal the decision of a Party hereto regarding the appropriate amount of the assessment to the Agency, in accordance with the rules and regulations established by the Agency, which decision shall be final. In the event that any Party hereto becomes a Party to litigation regarding the legality of the fee program, the Board, where it deems appropriate, may defend such action or lend other assistance to said Party in said action. If the Agency has entered into a Joint Transportation Corridor Agency Agreement pursuant to which a Joint Transportation-Corridor_Ag-enc has been formed as_authorized.by Section 2.3 of this Agreement, such Joint Transportation Corridor Agency Agreement may authorize the Joint Transportation Corridor Agency to manage the funds collected pursuant to said fee program. In such event, each Party agrees (i) to hold said fees in trust for the Joint Transportation Corridor Agency, (ii to pay such fees to the Joint Transportation Corridor Agency as provided herein with respect to the Agency, (iii) to permit the Joint Transportation Corridor Agency to audit such Party as provided herein with respect to the Agency, and (iv) that in the event any dispute arises as to the amount of fees assessed any person under the fee proms am,if th_e Joint Transportation Corridor Aeencv Agreement so provides such dispute shall be managed by the Joint Transportation Corridor Agency and its board of directors in the same manner as described in the third paragranh of this Section 4.3 with respect to the Agency_ 4.4 Compensation of Agency for Acquisition of Rights-of-Way. 11 When it is within its power to do so, each Party shall be individually responsible for the preservation and acquisition by dedication pursuant to Title 7, Divisions 1. and 2. of the Government Code of rights-of-way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement.-ln-th€ The event that a Party fails to acquire these rights-of-way by the above-mentioned means after the route alignments for the Foothill and Eastern Transportation C'^4-T �.'"4 Corridor pis established and accepted by the Agency, or fails to preserve such rights-of-way and property interests by the above-mentioned means which were established by the County of Orange prior to such establishment and acceptance by the Agency, that Party shall compensate the Agency for all costs (including attorneys' fees) incurred by the Agency in acquiring said rights-of-way and property interests._ If the Agency has entered into a Joint Transportation Corridor Agency A_ereement pursuant to which a Joint Transportation Corridor Agency has been formed as_authorized_by Section 2.3_of this Agreement, the Joint Transportation Corridor Agency shall be entitled to enforce the respective obligations of each Party_arising pursuant to this Section 4.4 V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5.1 Joint Action with Other Agencies. In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, financing, constructing, maintaining, repairing, managing, operating and controlling major thoroughfares and bridges in the c 441sFoothill and Eastern Transportation (' i-rid i Corridors or other transportation corridors, the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges, when for any purpose otherwise permitted by law, the Board deems it appropriate. 5.2 Communications Between Corridor Agencies. In the event that the agencies described in Section 5.1 above (other than the Joint Transportation Corridor-Agency) are formed, the chairman or his designate shall meet with the chairmen, or their designates, of said agencies at least quarterly, for the purpose of coordinating the planning, financing and construction activities of the various agencies. 5.3 Lending and Borrowing Funds Between Agencies. When it is found to be beneficial to the purposes of the Agency and otherwise permitted by law, and serves the general purpose of improving transportation facilities in Orange County, the Board is authorized to lend and borrow available funds and services to or from the agencies described in Section 5.1 above, upon the approval of not less than two thirds (2/3) of the Board Members. The Board shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on the loan. VI. 12 BUDGET AND DISBURSEMENTS 6.1 Annual Budget. The Board shall adopt upon the approval of not less than two thirds (2/3) of the Board Members, an annual budget, for the ensuing fiscal year, pursuant to procedures developed by the Board. 6.2 Disbursements. The auditor shall draw warrants upon the approval and written order of the Board. The Board shall requisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance with rules, regulations, policies, procedures and bylaws adopted by the Board. 6.3 Accounts. All funds will be placed in object accounts and the receipt, transfer, or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to governmental entities. There shall be strict accountability of all funds. All revenues and expenditures shall be reported to the Board. 6.4 Expenditures Within Approval Annual Budget. All expenditures within the designations and limitations of the approved annual budget shall be made upon the approval of the Chief Executive n.�, Officer in accordance with the rules,policies and procedures adopted by the Board. Notwithstanding the above, no expenditures shall be made for the purpose of the acquisition of rights-of—way or similar property interests except upon the approval of not less than two-thirds (2/3) of the Board Members. No expenditures inexcess of those budgeted shall be made without the approval of not less than two-thirds (2/3) of the Board Members to a revised and amended budget which may, from time to time,be submitted to the Board. 6.5 Audit. The records and accounts of the Agency shall be audited annually by an independent certified public accountant and copies of such audit report shall be filed with the County Auditor, State Controller and each Party no later than fifteen (15) days after receipt of said audit by the Board. VII. SECURITIES 7.1 Securities. 13 Upon the approval of the Board, the Parties, or the Agency, may participate in any statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484.3, including the power to establish one or more community facilities districts under the Mello-Roos Community Facilities District Act of 1982, Government Code Section 53311, et seq., or any other applicable legislation. Other than the fees specified herein,no funds of a Party shall be utilized as security or as a source for the payment or redemption of any securities of the Agency without the consent of the legislative body of that Party. Upon the approval of not less than two-thirds (2/3) of the Board Members, the Agency may participate in the above-mentioned statutory powers for bond financing of the fees specified herein; provided, however, that the fees collected by any Party may be excluded as security for or as a source for such financing if the Board, upon the approval of not less than two- thirds (2/3) of its Members, so provides. VIII. LIABILITIES 8.1 Liabilities. The debts, liabilities, and obligations of the Agency shall be the debts, liabilities, or obligations of the Agency alone and not of the Parties,unless expressly specified herein. 8.2 Hold Harmless and Indemnify. Each Party hereto agrees to indemnify and hold the Agency and the other Parties harmless from any liability for damages, actual or alleged, to persons or property arising out of or resulting from negligent acts or omissions of the indemnifying Party or its employees. W,i- Where the Agency, the Board itself or its Members' agents or employees are held liable for injuries to persons or property, each Party's liability for contribution or indemnity for such injuries shall be based proportionately upon the fees paid by each Party. In the event of liability imposed upon any of the Parties or upon the Board created by this Agreement, for injury which is caused by the negligent or wrongful act or omission of any of the Parties in the performance of this Agreement, the contribution of the Party or Parties not directly responsible for the negligent or wrongful act or omission shall be limited to One Hundred Dollars (100.00). The Party or Parties directly responsible for the negligent or wrongful acts or omissions shall indemnify, defend, and hold the Agency and all other Parties harmless from any liability for personal injury or property damage arising out of the performance of this Agreement. If the Agency enters into a Joint_Transportation_Corridor Aeencv Agreement pursuant to which a Joint Transportation Corridor Agency is formed, then each Party agrees to hold harmless and indemnify the Joint Transportation Corridor Agency, the board of directors of the Joint Transportation Corridor Agency, and the members of such board of directors of the Joint Transportation Corridor Agency for all matters within the scope of the indemnities made the Parties in this Section 8.2 with respect to the Agency, the Board and its Members to the same extent as such indemnities are made to the Agency, the Board.and its Members. IX. 14 ADMISSION AND WITHDRAWAL OF PARTIES 9.1 Admission of New Parties. It is recognized that public entities, other than the original Parties, may wish to participate in the Agency. Additional public entities may become Parties to the Agency upon such terms and conditions, including, but not limited to, financial contributions, as provided by the Board and upon the unanimous consent of the Parties evidenced by the execution of a written amendment to this Agreement, executed by all of the Parties, including the additional Party. 9.2 Withdrawal. It is fully anticipated that each Party hereto shall participate in the Agency until the purposes set forth in Section 1.1-2.2 above are accomplished. The withdrawal of any Party, either voluntarily or involuntarily pursuant to Sections 4.2 and 4.3 above, unless otherwise provided by the Board, shall be conditioned as follows: (i) in the case of a voluntary withdrawal, written notice shall be given one hundred and twenty (120)days prior to the end of a fiscal year, (ii) the fee program established by the 4AyParty pursuant to this Agreement shall remain in effect for a period of at least four(4) years after the adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees, including by way of illustration, but not limitation,bonds which have been issued or authorized for issuance by the Agency, and letters of credit or other reimbursement obligations owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency; (iii) said withdrawal shall not relieve the Party of its proportionate share of any debts or other liabilities incurred by the Agency prior to the effective date of the Party's withdrawal, nor any liabilities imposed upon or incurred by the Party pursuant to this Agreement prior to the effective date of the Party's withdrawal; and (iv) said withdrawal shall result in the forfeiture of that Party's rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10.2 below. 15 X. TERMINATION AND DISPOSITION OF ASSETS 10.1 Termination. The Agency shall continue to exercise the joint powers herein until the termination of this Agreement and any extension thereof as provided in this Section 10.1 or until the Parties shall have mutually rescinded this Agreement; provided, however, that the Agency shall continue to exist for the purposes of disposing of all claims,payment of debt service with respect to bonds which have been issued or which have been authorized for issuance and satisfaction of other covenants contained in the resolution and trust indenture relating to said bonds, reimbursement owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency and satisfaction of other covenants contained in reimbursement agreements with such financial institutions, establishment and collection of tolls and development fees, the maintenance of toll collection facilities and the facility in accordance with the California Department of Transportation agreements, distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall occur upon the written consent of all of the Parties, or upon the withdrawal from the Agency of a sufficient number of the Parties to leave less than ,;yi„six Parties remaining in the Agency, or upon transfer of title to the corridor to the California Department of Transportation and full satisfaction of all outstanding financial obligations of the Agency. However, no such termination shall occur until all reimbursement obligations owed to financial institutions securing bonds have been paid and all other financial and contractual obligations of the Agency have been satisfied. 10.2 Distribution of Property and Funds. In the event of�he termination of this Agreement, any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each Party or former Part a proportionate share of the contributions made to such properties yby such Parties, less previous distributions, if any, provided however that said funds also shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. In the event of the termination of this Agreement, any funds remaining following the discharge of all obligations shall be disposed of by returning to each Party(excluding withdrawn Parties as provided in Section 9.2 hereof) a proportionate share of such funds equal to the percentage of the contribution made by each Party, less each Party's proportionate share of previous distributions, if any, provided that said funds shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. 16 XI. MISCELLANEOUS 11.1 Amendments. This Agreement may be amended with the approval of not less than three-fourths (3-14314) of all Parties; provided, however, that no amendment may be made which would adversely affect the interests of the owners of bonds, letters of credit or other financial obligations of the Agency. 11.2 Notice. Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office, registered or certified, postage prepaid, addressed to the Parties, shall be deemed to have been received by the Party to whom the same is addressed at the expiration of seventy-two (72) hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid. 11.3 Effective Date. This Agreement shall be effective at such time as this Agreement has been executed by any 444tten or more of the Parties enumerated in the introduction of this Agreement. 11.4 Arbitration. Any controversy or claim between any two or more Parties, or between any such Party or Parties and the Agency, in respect to the Agency's operations, or to any claims, disputes, demands, differences, controversies, or misunderstandings arising under, out of, or in relation to this Agreement, shall be submitted to and determined by arbitration. To the extent not inconsistent herewith, the rules of the American Arbitration Association shall apply. The Party desiring to initiate arbitration shall give notice of its intention to arbitrate to every other Party and the Agency. Such notice shall designate as "respondents" such other Parties as the initiating Party intends to have bound by any award made therein. Any Party not so designated but which desires to join in the arbitration may, within ten (10) days of service upon it of such notice, file a response indicating its intention to join in and to be bound by the results of the arbitration, and further designating any other Parties it wishes to name as a respondent. Within twenty(20)days of the service of the initial demand for arbitration, the American Arbitration Association, hereinafter referred to as "AAA," shall submit simultaneously to the initiating and to all Parties named as respondents or filing a response therein, an identical list of names and persons chosen from the AAA National Panel of Arbitrators which persons shall be, to the extent possible, persons first in the field of transportation as well as public law. Each Party to the dispute shall have seven (7) days from the mailing date in which to cross off any names indicating the order of his or her preference, and return the list to the AAA. If a Party does not return the list within such time period, all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists, in accordance with the designated order of mutual 17 preference, the AAA shall invite the acceptance of an arbitrator to serve. If the Parties fail to agree upon one of the persons named, the acceptable arbitrator is unable to act, or if for any other reason the appointment cannot be made from the submitted list, the AAA shall have the power to make the appointment of the arbitrator from other members of the panel without the submission of any additional list. The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of Title 9 of Part 3 of the Code of Civil Procedure. If the Agency enters into a Joint Transportation Corridor Agencycy AgreementDursuant to which a joint Transportation Corridor Agency is formed as authorized by Section 2.3 of this Agreement, then each Party agrees that the arbitration provisions in this Section 11 4 shall apply to any controversy or claim between any such Party or Parties and the Joint Transportation Corridor Agency arising under, out of, or in relation to this Agreement. 11.5 Partial Invalidity. If any one or more of the terms, provisions, sections, promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, sections, promises, covenants and conditions of this Agreement shall not be effected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11.6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties hereto. 11.7 Assignment. The Parties shall not assign any rights or obligations under this Agreement without written consent of all other Parties. 11.8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. 11.9 Third Party Beneficiary. In the event that the Agency enters into a Joint Transportation Corridor Agency A reement pursuant to which a Joint Transportation Corridor A�en� is formed as authorized by Sec ion 2.3 of this Agreement, such Joint Transportation Corridor Agency shall be a third party beneficiary of the provisions of this Agreement creating obligations for the benefit of such Joint Transportation Corridor Agency. 18 IN WITNESS WHEREOF, this Amendment No. 5 to the First Amended and Restated Joint Exercise of Powers Agreement Creatine the Foothill and Eastern Transportation Corridor Agency shall be effective as of the date that not less than three-fourths (3/4) of the Parties listed below have authorized execution h_ereof, as evidenced_ by the authorized signatures below respectively. —COUNTY OF ORANGE By: - ---- Name: Date: SIGNED AND CERTIFIED THAT A COPY OF-THIS DOCUMENT HAS BEEN_ DELIVERED TO THE CHAIRMAN OF THE BOARD: Name: Clerk of the Board of Supervisors Date: APPROVED-AS TO FORM_ County Counsel By: Deputy Date: 19 ATTEST: CITY OF ANAHEIM Clerk of the City of Anaheim By: Moor Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated: APPROVED AS TO FORM: By: Cityounsel 20 ATTEST: CITY OF LAKE FOREST Clerk of the City of Lake Forest By: By: - Mayor Dated: APPROVED AS TO FORM: AY- City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the Citv of Mission Vieio Bv: Mayor Bv: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF ORANGE a Clerk of the City of Orange By: Moor By: Dated: APPROVED AS TO FORM: By: City Counsel 21 ATTEST: CITY OF RANCHO SANTA MARGARITA Clerk of the City of By Rancho Santa Marearita Mavor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente Bv: Mavor Dated: APPROVED AS TO FORM: By: -City Counsel ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: —_-_-- �.-- ---Mavor Bv: Dated: APPROVED AS TO FORM: B : City. Counsel 22 ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: APPROVED AS TO FORM: By: _____ ... -City_Counsel ATTEST: CITY OF TUSTIN Clerk of the Citv of Tustin By: Mavor Bv: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF YORBA LINDA Clerk of the City of Yorba Linda By: By: - - ct� � rr orc T-o coi Owl Dated: APPROVED AS TO FORM: By' City Counsel 23 TABLE OF CONTENTS Page tahW 4k�04 A I.-- DEFINITIONS................................................... ...........................3 11. PURPO-SE AND POWERS............................. .4 2.1 --.-.—A—gqncy Created.................... ............................4 2.2 Pulpose o the Agreement� Common Powers to be Exercised. .....................................4 2_1 Powers-..... .............................. .. .....................................5 111. ORGANIZATION...................................... ...........................6 .........................6 3.2 Board....... .............................. ...........................6 3.3 Princioal Office....................... ..........................7 3.4 Meetin2s.. ......................................................7 .........................................................................................7 3.6 Powers and Limitations Thereon. ....................... . ............................7 3.7 Minutes. ................................. .........................................................8 3.8 Rules. ...................................... ........................................................8 3.9 Vote or Assent oQgmies. ...............................................................................8 3.10 Officers. .. . .... ......6a64*&W*�M&�66............6........... .....................6.6.....8 3.11 Committees.......... ......_6........6...........6............... ....................................8 3.12 Additional Officers. ........6...... .........6.......9 3.l3__.,__Bonding__R ujrement. ,- ..................9 eclu 3.14 Status of Officers and-Employees........66........... .......... ................9 IV. FEES ...6.......... .......6...................9 4.1 IMposition of Major Thoroughfare and Bridge Construction Fee by Parties................9 4.2 Annual Review of Fees, ..................... ..................-.6.....10 4.3 Payment............6........... .......... ......... ...............10 TABLE OF CONTENTS (cont'd) Page 4.4 Compensation of Agency for Acquisition of Rights-of-Way. .............. ..................... V. RELATIONS WITH UTHER MAJOR THOROUGHFARE AND 13RIDGE FE AGENCIES................................ ................................... 5.1 Joint Action withQtl ..�.!�.......... ...... 5.2 Communications Between Comidor Agencies.................... ..........11 5.3 Lending and Borrowin2 Funds Between Agencies. ....................................................12 VT. BUDGET AND DISBURSEMENTS................................................................................12 6.1 Annual B I....................................................12 .....................................................................................12 6.3 Accounts. .......................................................12 6.4 Exi)enditures Within ADnroval Annual Budget... .........................12 6.5 Audit. ......... ...................................13 VII. SECURITIES ...........................13 7.1 Securities........................ ...... ............................................13 VIII. LIABILITIES.........................................................................................................................13 8.1 Liabilities. ..... ...........................13 8.2 Hold Harmless andkndemnify........................... ...........................13 IX. -ADMIS-SION AND WITHDRAWAL OF PARTIE$ ............................................... 9.1 Admission of New Parties. .......................................... .........................................14 9.2 Withdrawal ... ...... ...............................................14 X. TERMINATION AND DISPOSITION 0 ...........15 10.1 Tennination........................................................................................................ .........15 10.2 Distribution of Property and Funds..................... XI. MISCELLANEOUS................... ............................16 11.1 Amendments. ........................ ......................................... 11.2 Notice...... ...................... ................ ...............................................16 ...... ------- TABLE OF CONTENTS (cont'd) Page 11.3 Effective Date. ................................................... - -1 11.4 Arbitration......................... ....... ........................................................16 11.5 Partial Invalidity.................. .............................. ....................................................17 11.6 Successors. ...........................17 11.7 Assignmeat. ....................I....................................... 11.8 --Execution. ..............................................................................................17 11.9 Third Pany Beneficiary...........................................................................................17 32400 PASEO ADELANTO 1A(IAIAABII SAN JUAN RANO CA 92675 (1110SIB 1961 MEMBERS OF THE CITY COUNCIL (949) 493-11117711 1776 DIANE L.BATHGATE (949) 493-1053 (FAX) COLIENE CAMPBELL ww,u.sanjuoncapistrano.org DAVID Hun DAVID M.SWERDLIN CITY MANAGER GEORGESCARBOROUGH November 22, 2002 NOTIFICATION OF ACTION BY THE CITY COUNCIL OF SAN JUAN CAPISTRANO On November 19, 2002 the City Council of San Juan Capistrano met regarding: "Consideration of Proposed Amendments to Joint Powers Agreements Related to Consolidation of the San Joaquin Hills and Foothill/Eastern Transportation Corridor Agencies" Item No. H1 The following action was taken at the meeting: Amendments to existing Joint Powers Agreement to authorize the consolidation of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency into a new joint powers authority approved. The executed documents were returned to Julia M. Silva, Assistant City Manager, for distribution. Please contact her at 443-6313 for more detailed information. Thank you, Me ona an, CMC Cit Clerk Cc: Walter D. Kreutzen, Transportation Corridor Agencies; Julia M. Silva, Assistant City Manager DRUG use is San Juan Capistrano: Preserving the Past to Enhance the Future 32400 PASEO ADELANTO ✓� IA11X1111114 SAN JUAN CAPISTRANO, CA 92675 1f11111fX11 1961 MEMBERS OF THE CITY COUNCIL (949) 493-1 1 71DMNE L BATHGATE 1776 COLLENE CAMPBELL (949) 493-1053 (FAX) 0 JOHN S.GES u'1rlr.sonjaancapislrano.org D"D MAT M.HJFtT SWEROUN CITY MANAGER GEORGESCARSOROUGH NOTIFICATION OF MEETING F POTENTIAL INTEREST OF THE SAN JUAN CAPISTRANO CITY COUNCIL The City Council of San Juan Capistrano will meet at 7:00 p.m. on November 19, 2002 in the City Council Chamber in City Hall, to consider: "Consideration of Proposed Amendments to Joint Powers Agreements Related to Consolidation of the San Joaquin Hills and Foothill/Eastern Transportation Corridor Agencies" — Item No. His If you have specific thoughts or concerns regarding this item, you are encouraged to participate in this decision making process. You can communicate with the City Council through correspondence addressed to the Council and/or by attending the meeting and speaking to the Council during the public meeting. Correspondence related to this item must be received at City Hall by 5:00 p.m. on Monday, November 18, 2002 to allow time for the Council to consider its content. If you would like to speak at the meeting, please complete a blue 'Request to Speak" form found inside the entrance to the Council Chamber. This form is turned in at the staff table, just in front of the Council dais. You will be called to speak by the Mayor when the item is considered. You have received this notice at the request of the City staff member Julia M. Silva, Assistant City Manager. You may contact that staff member at (949) 443-6313 with any questions. The agenda, including agenda reports, is available to you on our web site: www.san*uancapistrano.org. If you would like to subscribe to receive a notice when agendas are posted to the web site, please make that request by sending an e-mail to: council-agendas(a)sanivancapistano.org. Me onahan, CMC C Cler cc: alter D. Kreutzen, Transportation Corridor Agencies; Julia M. Silva, Assistant City Manager * Received staff report uxuo use is San Juan Capistrano: Preserving the Past to Enhance the Future JMa,� 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 • I RDBMBD (949) 493-1171 B\pmlH 1961 MEMBERS OF TCOUNCIL (949) 493-1053 (FAX) 1776 DIANEANEL BATHGATE • • JOHN S.GELFF \v\v\v.sanjuancapistrano.org WYATT HART • JOESOTO DAVIDM DAVID M.SWERDLIN CIT NIMAGER GEORGE SCARBOROUGH March 18, 2003 Nossaman, Guthner, Knox & Elliott, LLP 18101 Von Karman Ave, Ste 1800 Irvine, CA 92612-0177 Attention: Monica M. Lawrence, Paralegal Re: Foothill/Eastern & San Joaquin Hills Transportation Corridor Agency's "Second Amended and Restated Joint Exercise of Powers Agreements Dear Ms. Lawrence: Enclosed, please find original, executed agreements as follows: SECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY SECOND AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY Each agreement is accompanied by (2) original, executed signature pages. The enclosed agreements replace the redlined agreements that were executed on November 19, 2002. 1 have retained the executed redlined versions. Also enclosed, per your request, is a certified copy of the Minutes from the November 19, 2002 City Council meeting. Sincerely, Meg o han, CMC City Jerk 949) 443-6308 Cc: Julia Silva, Assistant City Manager oeue use San Juan Capistrano: Preserving the Past to Enhance the Future LAW OFFICES NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP WALTER L NOSSAMAN SUITE 1800 JOHN T. KNOX (1886-1964) 18101 VON KARMAN AVENUE WARREN G- ELLIOTT WILLIAM E GUTHNER, JR. IRVINE, CALIFORNIA 92612-0177 OF COUNSEL (1932-1999) TELEPHONE (949) 833-7800 FACSIMILE (949) 833-7878 SAN FRANCISCO WASHINGTON,D THIRTY FOURTH FLOOR SUITE 370S 50 CALIFORNIA STREET 801 13" STREET N.W. SAN FRANCISCO, OA 94111-4707 MONICA M LAWRENCE WASHINGTON, O C. 20005 (415) 39e-3s00 DIRECT DIAL NUMBER 12021 7834272 (9491477-7625 LOS ANGELES EMAIL mlawrence®no552man.com SACRAMENTO THIRTY-FIRST FLOOR SUITE 1000 445 SOUTH FIGUEROA STREET March 11, 2003 915 L STREET LOS AN&ELES, CA 90071-1502 SACRAMENTO. CA 95814 3705 (213) 612-7800 1918) 442-BB88 REFER TO FILE NUMBER 060182-0126 VIA FEDERAL EXPRESS Meg Monahan, CMC San Juan Capistrano City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Re: Foothill/Eastern and San Joaquin Hills Transportation Corridor Agencv Dear Ms. Monahan: Pursuant to our phone conversation today, enclosed please find: (1) The redline versions of the Second Amended and Restated Joint Powers Agreements for each of the above-referenced agencies; (2) The final version of the Agreements; (3) Signature pages (2 for each agreement) for execution by the Mayor, City Clerk and legal counsel for the City. Thank you for agreeing to coordinate having the signature pages executed and returned to my attention. I'm also waiting for final signatures from member agency Dana Point. Once I have received signatures from San Juan Capistrano and Dana Point, I will provide each member agency with 1 original signature page for their City and a copy of the signatures from the other members to keep on file. On November 22, 2002, you provided the TCA with a Notification of Action for the city's adoption of these agreements at their November 19, 2002. Would you please provide me with a certified copy of the minutes from that meeting for their file? We have obtained minutes evidencing action by all other members and would like TCA's records to be consistent. 227051_1.DOC NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP Meg Monahan, CMC March 11, 2003 Page 2 Thank you again for your assistance with these matters. Please contact me (or Donna Brady, TCA's lawyer in our office) if you have any questions or require further information. Very truly yours, Monica M. Lawrence Paralegal MML Enclosures 227051 1.DOC FINAL ERRATA MEMORANDUM FOR 9/14/88 DRAFT OF "FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY" (Incorporating All Previous Errata Memoranda) The following are necessary corrections in the above amended Agreement draft: Page Section Correction Explanation 1 Intro. Substitute "six" Required 3/4' s for "eight" in approval of amend- line 5 . ments is six of eight members . 4 2 .2 b. Leave in "whenever Acceptable deviations possible. " inevitably will occur . 5 2 . 2 The 2nd sentence Illustrates standards in of the next to the conformance with Party last paragraph should MOU, etc . language be revised to read : incorporated as Exhibit "Except for mainte- "A" to original i nan a of the facilities Agreement , within conceptl re a_tine to collection of original Agreement I of tolls and insuring language. I that the major bridges I or thoroughfares I constructed pursuant to I this Acomport I :to those design elements I incorporated into I Interstate 280 near the I San Francisco Bay I Area. " I 5 2 . 3 a. Insert the word Inadvertently omitted "design" before from original language . "financing, . " Paee Section Correction Explanation 5 2 . 3 a. Insert "San Joaquin Wrong Corridor . Hills" for "Foothill/Eastern". 9 3 . 7 Delete "such" prior Typographic error . to "special meetings . . . " 11 4. 1 Add the following Adds specificity to to the last sentence: parallel provision of . . and as required Section 11 . 1 re I by provisions of any obligation to continue I applicable bond imposition of fees . I indentures . " I 11 4. 3 11 Add the following: Clarifies that Parties . . to hold said hold fees in trust for I fees in trust for the Agency between collection► Aeency. and . . and payment to Agency. I before ". . . to pay . . . it 16 8 . 2 In the 4th line after No further assess- the word "fees" delete ments will be the words levied . I 1403KO" and insert the I words 'maid by" . I 16 9 . 1 Change "Administration Typographical " to "Admission" error . in caption. 17 10. 1 12 Add at the end of the Consistency with preceed- first sentence: ing paragraph. to . or upon transfer I of title to the Corridor I to the California I Department of I Transportation and full I satisfaction of all I outstandine financial I oblieations of the I Aeencv. -2- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AND FOOTHILWEASTERN TRANSPORTATION CORRIDORS EffiBIT "A" Page Section Correction ZUlanation Cover Add "by Tranagorta- Distinguish between I tion Corridor" after FMA and JPA "Agencies". I "(Revised . . " 2 Executive Add "(Transportation Distinguish between I Summary Corridor)" between the EMA and JPAs . I proposed insertion of . . by the . . . " and . Agency . . . " in the middle of the page . 2 Executive Add the following Grandfathers in pre- Summary to the first sentence existing agreements of the third paragraph by the Parties from the bottom of the under previous page : . . or by procedures . I agreements with I Parties executed prior i to the effective date I of this First Amended I and Restated Agreement . " I 8 III 13 Sentence on line 5 SB 2048 and SB 2049 should read : were signed by the "Legislation Governor Sunday, I (SB 2048 and SB 2049. 9/25/88; and have I Chapters 1363 and 1364. become Chapters 1363 I respectively of the and 1364, respectively. I Statutes of 1988) also I have been enacted which I designates the Eastern I and Foothill Transport- I ation Corridors I as State Routes 231 I and 241 . respectively. " I -3- Page Section Correction Explanation 9 W.A. Insert after It is uncertain "California Construc- whether the tion Cost Index. " California the following Construction Cost " . or other Index will be I comparable index continued in future selected by the Board . " years . I 10 TABLE Insert column headings Inadvertent omission. IV. 2 of "Foothill", "Eastern" and "Total". 31 %I Add the following Preserves validity of at the beginning of any pre-existing agree- the last sentence on ments establishing the page : "Except amount of reimbursement I when otherwise provided entitlements entered I by an agreement entered into by the Parties I into by a Party prior under previous I to the effective date procedures . I of this First Amended and Restated Agreement. 31 SI . 17 Revise balance of last Language clarification. sentence to read : " . whenever subdivision$ approvals i are conditionded upon requirements to grade I " and an agreement with the applicable Agency and county or applicable city I 32 %I Correct the second No reimbursement agree- sentence from the ments yet approved . top of the page However , requirement to to read : "A developer subordinate to bond debt shall be entitled to service obligations reimbursement Uf/d undoubtedly would be for I �bfibdl/b!/titt�d�i a term in excess of the I M) tWO after fifteen (15) years , I acceptance of improve- thereby making such ments by . . agreements valueless . -4- 0 kaza Section Correction Explanation 32 %I Insert the following Advance of funds to the sentence before the Agency in excess of last sentence of the obligation to pay fees is paragraph concluding the interim means of on the top of page 32 : financing corridor con- "Except for the struction, which should I initial issuance and be incorporated into I sale of bonds by permanent bond financing I Aeencv. repayment of as it becomes available I all existine reimburse- to Agency. Assessment I ment aereement obliea- and tax liens created tions by Aeency shall by Mello-Roos and I be funded by any assessment districts for I subseauent bond issue that purpose then could I and satisfied upon be eliminated . I receipt of bond proceeds . " I 32 %I Insert in the last Same as above . sentence of the third paragraph: "However , except as otherwise I provided herein no I reimbursements shall be made until all . . . " 32 BI Insert the following Avoids doubling of over- language at the end lapping public debt for of line 9 : " - the same purpose, i .e . I faction of such corridor construction; reimbursement obliea- and guarantees a sub- I tions . however . in the stitution of Agency i event funds used to bond debt for property I construct corridor owner assessment or tax I facilities in excess lien debt . Mello- 1 of fee oblieations Roos Community I are derived from Facilities or Assessment I Assessment District District bonds used to I or Mello-Roos finance corridor I Community Facilities construction creating I District bonds shall reimbursement obligation I be made to such would then be retired by I districts in a manner subsequent permanent I which will reduce the bond financing of I amount of such bonds Agency. I in proportion to the I reimbursement payment i made by Aeencv. I -5- pggg Section Correction Explanation 33 XI . 2 . Insert 2r�_ See prior explanation I other comparable index re: Section IV.A. I selected by the Board . I " after "California Construction Cost Index. . . . 11 34 XII . Same correction as Same explanation as above. above . 35 XIII . Substitute "JIM Consistency of I Agencies" for . . terminology. dtl¢y,UPA" in the second to last sentence . Wp+/29 ERICKSON -6- FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY ORIGINAL TABLE OF CONTENTS pave RECITALS . . . . . . . . . . . . . . . . . . . . . . . 1 I . DEFINITIONS . . . . . . . . . . . . . . . . . 3 II . PURPOSE AND POWERS . . . . . . . . . . . . . 4 2 .1 Agency Created . . . . . . . . . . . 4 2 .2 Purpose of the Agreement ; Common Powers to be Exercised . . . . . . . . . . . . 4 2 .3 Powers . . . . . . . . . . . . . . . . . 5 III . ORGANIZATION . . . . . . . . . . . . . . . 6 3 . 1 Membership . . . . . . . . . . . . . . . 6 3 .2 Board . • . • • • • • • 7 3 .3 Principal Office . . . . . . . . . . . . 8 3 . 4 Meetings . . . . . . . . . . . . . . . . 8 3 . 5 Quorum . 8 3 . 6 Powers and Limitations Thereon . . . . . 8 3 .7 Minutes . . . . . . . . . . . . . . . . 9 3 . 8 Rules . . . . . . . . . . . 9 3 . 9 Vote or Assent of Parties . . . . . . . 9 3 . 10 Officers . . . . . . . . . . . . . . . . 9 3 . 11 Committees . . . . . . . . 10 3 . 12 Additional Officers and Employees . . . 10 3 . 13 Bonding Requirement . . . . . . . 10 3 . 14 Status of Officers and Employees . . . . 10 IV. FEES . . . . . 11 4. 1 Imposition of Major Thoroughfare and Bridge Construction Fee by Members . . . . . . . . . . . 11 4.2 Annual Review of Fees . . . . . . . . . 11 4.3 Payment . . . . . . . . . 11 4.4 Compensation of Agency for Acquisition of Rights-of-Way . . . . . . 12 V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES . . . . . 13 5 . 1 Joint Action with Other Agencies . . . . 13 5 .2 Communications Between Corridor Agencies . . . . . 13 5 . 3 Lending and Borrowing of Funds Between Agencies . . . . . . . . . . . . 13 -i- I VI . BUDGETS AND DISBURSEMENTS . . . . . . . . . . 13 6 . 1 Annual Budget . . . . . . . . . . . . . 13 6 . 2 Disbursements . . . . . . . . . . . . . 14 6 . 3 Accounts . . . . . . . . . . 14 6 . 4 Expenditures Within Approved Annual Budget . . . . . . . . . . . . . 14 6 . 5 Audit . . . . . . . . . . . . . . . . . . 14 VII . SECURITIES . . . . . . . . . . . . . . . . 15 7 . 1 Securities . . . . . . . . . . . . . . . 15 VIII . LIABILITIES . . . . . . . . . . . . . . . 15 8. 1 Liabilities . . . . . . . . . . 15 8 . 2 Hold Harmless and Indemnify . . . . . . 15 I%. ADMISSION AND WITHDRAWAL OF PARTIES . . . . . 16 9 . 1 Admission of New Parties . . . . . . . . 16 9 . 2 Withdrawal . . . . . . . . . . . . . . . 16 X. TERMINATION AND DISPOSITION OF ASSETS . . . . 17 10 . 1 Termination . . . . . 17 10 .2 Distribution of Property and Funds . . . 18 %I . MISCELLANEOUS . . . . . . . . . . . . . . . . 18 11 . 1 Amendments . . . . . . . . . . . . . . . 18 11 .2 Notice . . . . . . . . . . . . . . . . 19 11 . 3 Effective Date . . . . . . . . . . . . . 19 11 . 4 Arbitration. . . . . . . . . . . . 19 11 . 5 Partial Invalidity . . . . . . . . . . . 20 11 . 6 Successors . . . . . . . . . . . . . . .20 11 . 7 Assignment . . . . . . . . . . . . . . .20 11 .8 Execution . . . . . . . . . . . . . . .21 -ii- IF FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY THIS FIRST AMENDED AND RESTATED AGREEMENT is made and entered into, pursuant to Sections 11 . 1 and 11.3, by and among the following public agencies as of the /7th, day of 1988, the date on which six or more of the following public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency: (a) County of Orange (b) City of Costa Mesa (c) City of Irvine (d) City of Mission Viejo (e) City of Newport Beach (f) City of San Clemente (g) City of San Juan Capistrano (h) City of Santa Ana H E f. I I A L a A. The California State Legislature adopted Chapter 708, Statutes 1984, adding Section 66484.3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways , railways , freeways , and canyons or constructing major thoroughfares . B. The Parties to this Agreement have territorial jurisdiction within the Area of Benefit of the San Joaquin Hills Transportation Corridor , and desire to impose such a fee pursuant to Government Code Section 66484.3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor . The Parties hereto have the common power to conduct such transportation planning, financing and construction. C . It has been determined by the Parties hereto that it is in the best interests of the respective Parties to join together to administer the funds provided by these fee programs , and to plan, acquire and construct said thoroughfares and bridges . D. Each of the Parties is authorized to contract with each other for the joint exercise of any common power under Article 1, Chapter 5 , Division 7 , Title 1 of the Government Code of the State of California. E. The Parties hereto recognize that, in order to serve the purposes stated herein, the imposition of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or controlled by the Parties hereto. F. The Parties hereto recognize that, in order to serve the purpose stated herein, additional funding other than that received from the above-described fees must be obtained . Each Party has agreed to cooperate in obtaining additional financing, including, but not limited to, debt financing, assessment districts , special legislation, toll revenue financing, Arterial Highway Financing program funds and other forms of governmental grants-in-aid . G. The Parties hereto entered into this Agreement with the express understanding that the acquisition of rights-of-way and similar property interests necessary for the construction of transportation facilities pursuant to this Agreement shall be accomplished at little or no expense to the members hereto or to the Agency created hereunder . However , it is recognized by the Parties hereto that prior to the execution of this Agreement , the County of Orange, as the sole responsible Party for the administration of the Orange County Major Thoroughfare and Bridge Fee Program, assumed the right and obligation to acquire a certain right of way located in the City of Laguna Beach ("Sycamore Hills") in the area of Tentative Tract Map No. 8965 not available for dedication in addition to certain other property, and such right and obligation shall be assumed by the Agency but only to the extent of the aliquot value of such right of way. H. The Parties hereto recognize that in accordance with the principals of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities . -2- I . It is anticipated by the Parties hereto that any major thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained , the Parties hereto agree as follows : I . DEFINITIONS For the purposes of this Agreement, the following words shall have the following meanings : a. "Agreement" means this First Amended and Restated Joint Exercise of Powers Agreement, as amended from time to time . b. "Agency" means the SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. C. "Annual Budget" means the approved budget applicable to the expenses of administration of the Agency. d . 'Board Members" means those persons serving as members of the Board or their alternates . e. 'Board" means the governing body of the Agency. f . "Ex Officio Member" means Board Member who do not have a vote in Agency matters and whose presence shall not be counted in determining whether a quorum sufficient to transact Agency business exists . g. "Executive Director" means the chief operating employee selected by the Board to manage the day-to-day activities of the Agency, including, but not limited to, the appointment and removal of all employees of the Agency except those described in Section 3 . 11 below. The Executive Director shall not be an employee of any individual Party. -3- h. "Fiscal Year" means July 1st to and including the following June 30th. i . "Party" means each of the public entities which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder , including any public entity executing an amendment of the original agreement as hereinafter provided. j . "Quarter" means July 1st to and including September 30th, October 1st to and including December 31st, January 1st to and including March 31 and April 1st to and including June 30th. II . PURPOSE AND POWERS 2 . 1 Agency Created There is hereby created a public entity to be known as the "SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. " The Agency is formed by this Agreement pursuant to the provision of Article 1 , Chapter 5 , Division 7 , of Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2 .2 PnrBose of the Agreement. Common Powers tote F,xercised . Each Party has the common power to plan for , acquire , construct , maintain, repair , manage, operate, and control facilities for one or more of the following purposes : a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges ; b. The power to plan for , acquire, and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation (CALTRANS) and the Federal Highway Administration (FHWA) whenever possible . -4- The purpose of this Agreement is to jointly exercise the foregoing common powers to undertake such studies and planning relative to the San Joaquin Hills Transportation Corridor as may be necessary to establish Areas of Benefit, to recommend to the Parties the adoption of local ordinances and the undertaking of all acts necessary for the imposition of fees by the Parties pursuant to Government Code Section 66484. 3 and to fund, plan, acquire, and construct the major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor . Except for maintenance of the facilities relating to collection of tolls and insuring that the major bridges or thoroughfares constructed pursuant to this Agreement comport to those design elements incorporated into Interstate 280 near the San Francisco Bay Area. The Agency shall not maintain or operate, or incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement , except as otherwise provided herein. Board planning policy has and shall continue to respond to those various memoranda of understanding, resolutions , minute orders and policy statements of Parties , attached as Exhibit "A" to the prior form of this Agreement and collectively incorporated in the "Issues Inventory Manual" adopted by the Board on August 13 , 1987 . 2 .3 Powers The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of the Parties in studying and planning ways and means to provide for the financing and construction of the San Joaquin Hills Transportation Corridor ; b. To make and enter into contracts ; c . To contract for the services of engineers, attorneys , planners , financial consultants , and separate and apart therefrom to employ such other persons , as it deems necessary; d . To appoint agents ; e . To lease, acquire, construct , manage, maintain and operate any buildings , works or improvements ; -5- • _. f . To acquire , hold, or dispose of property by any lawful means , including without limitation, gift, purchase, eminent domain, lease , lease purchase or sale; g. To incur debts , liabilities , or obligations subject to limitations herein set forth; h. To receive gifts , contributions and donations of property, funds , services and other forms of financial assistance from persons , firms , corporations and any governmental entity; i . To sue and be sued in its own name; j . To apply for an appropriate grant or grants under any federal, state, or local programs for assistance in developing any of its programs ; k. To adopt rules , regulations , policies , by-laws and procedures governing the operation of the Agency; 1 . To exercise those powers authorized in Chapter 5 (commencing with Section 31100) of Division 17 of the Streets and Highways Code in accordance with Government Code Section 66484.3(f) ; and M. To the extent not herein specifically provided for , to exercise any powers in the manner and according to the methods provided under applicable laws . III . ORGANIZATION 3 . 1 Membership. The Parties to the Agency shall be the public entities which have executed or hereafter execute this Agreement , or amendment, thereto, and which have not, pursuant to the provisions hereof , withdrawn therefrom. -6- 3 .2 Board . a. The Board shall consist of the following: (i) one voting Board Member appointed by the legislative body of each of the following Parties pursuant to Section 3 . 1 above : The cities of Costa Mesa, Irvine , Newport Beach, San Clemente, San Juan Capistrano, Mission Viejo and Santa Ana. (ii) two voting Board Members from the County of Orange , said members to be the duly elected supervisors for the Third and Fifth County of Orange Supervisorial Districts . (iii) The Board may, from time to time, appoint additional ex officio members . b . Except for ex officio members , each Board Member shall be a current member of the legislative body of the Party each member represents . C . Each Board Member shall also have an alternate appointed by the legislative body of the Party represented by such Board Member . With the exception of the alternates to the Board Members representing the County of Orange, an alternate Board Member must also be a current member of the legislative body of the Party such alternate represents . An alternate Board Member shall assume all rights and duties of the absent Board Member . d . Each Board Member and alternate shall hold office from the first meeting of the Board after appointment by the city council or Board of Supervisors until a successor is named . Board Members and alternates shall be appointed by and serve at the pleasure of their appointing body and may be removed at any time, with or without cause , at the sole discretion of the legislative body of the Party such Board Member represents subject, however , to the provisions of Section 3 . 2 a. (ii) . -7- e . A Board Member shall receive only such compensation from the Agency for his/her services as may be approved by not less than two-thirds (2/3) of the Board Members . f . A Board Member may be reimbursed for expenses incurred by such Board Member in the conduct of the business of the Agency. 3 . 3 Principal Office. The principal office of the Agency shall be established by the Board and shall be located within the County of Orange . The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange . Any change shall be noted by the secretary of the Board under this Agreement but shall not be considered an amendment to this Agreement . 3 .4 Meetings . The Board shall meet at the principal office of the Agency or at such other place as may be designed by the Board . The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board ; a copy of such resolution shall be furnished to each Party . Regular , adjourned, and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act , Government Code Section 54950 et . seq. , as amended . 3 . 5 Quorum. Not less than two-thirds (2/3) of the Board Members shall constitute a quorum for the purposes of the transaction of business relating to the Agency. 3 . 6 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board, subject however, to the reserved rights of the Parties as herein set forth. Unless otherwise provided herein, each Board Member or participating alternate Board Member shall be entitled to one vote, and except as otherwise provided herein, a vote of the majority of those present and qualified to vote may adopt any motion, resolution, or order and take any other action they deem appropriate . -8- 3 .7 Minutes . The secretary of the Agency shall cause to be kept minutes of regular , adjourned regular and special meetings of the Board, and shall cause a copy of such minutes to be forwarded to each Member and to each Party. 3 . 8 Rules . The Board may adopt from time to time rules and regulations for the conduct of its affairs consistent with this Agreement . 3 .9 Vote of Assent of Parties . The vote, assent, or approval of Parties in any matter requiring such vote, assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such Party filed with the Agency. It shall be the responsibility of the Executive Director to obtain certified copies of said actions . 3 . 10 Officers . There shall be selected by the Board from its membership, a chairman and a vice chairman. The Board shall appoint a secretary who may be a Member . The Board shall appoint an officer or employee of the Board or an officer or employee of a Party to hold the offices of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board . Such person or persons shall possess the powers and the duties of , and shall perform the treasurer and auditor functions for the Agency and those functions required by Government Code Sections 6505 , 6505 . 5 , and 6505 . 6, including any subsequent amendments thereto. The chairman, vice chairman, secretary, treasurer and auditor shall hold office for a period of one year commencing July 1st of each year . Except for the Executive Director , any officer , employee, or agent of the Board may also be an officer , employee or agent of any of the Parties . The appointment by the Board of such a person shall be evidence that the two positions are compatible . -9- 3 . 11 Committees . The Board may, as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a committee shall be deemed to be a meeting of the Agency for compensation purposes only and all such meetings shall be open to all Board Members , unless the presence of Board Members who are not members of such committee would violate the provisions of the Ralph M. Brown Act , Government Code Section 54950 et seq. , as amended . 3 . 12 Additional Officers . The Board shall have the power , upon the approval of not less than two-thirds (2/3) of the Board Members, to appoint such additional officers as may be appropriate. Such officers may also be , but are not required to be, officers and employees of a Party. 3 . 13 Bonding Requirement . The officers or persons who have charge of , handle, or have access to any property of the Agency shall be so designated and empowered by the Board . Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board . Should the existing bond or bonds of any such officer or persons be extended to cover the obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3 . 14 Status of Officers and Employees . All of the privileges and immunities from liability, exemption from laws , ordinances and rules , all pension, relief , disability, worker ' s compensation, and other benefits which apply to the activities of officers , agents, or employees of any of the Parties when performing their respective functions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement. None of the officers , agents , or employees appointed by the Board shall be deemed , by reason of their employment by the Board , to be employed by any of the Parties or , by reason of their employment by the Board , to be subject to any of the requirements of such Parties . -10- IV. FFF.S 4. 1 Im2osition of Major Thoroughfare and Bridge Construction Fee by Parties . On or before the effective date of this Agreement (or , in the case of a new Party, on or before the date on which that Party becomes signatary to this Agreement) , each Party shall require by ordinance the payment of a fee as a condition of issuance of a building permit within the Area of Benefit, for the purposes of defraying the actual or estimated cost of constructing major thoroughfares and bridges , in accordance with California Government Code Section 66484.3 . Said fee shall be in the form, and in those amounts set forth in the "Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors , " attached hereto as Exhibit "A" and incorporated by reference herein. The imposition of said fee by each Party shall be a condition precedent to that Party' s participation in the Agency, and each Party covenants to continue the imposition of such fees as required herein and as required by provisions of any applicable bond indentures . 4. 2 Annual Review of Fees . At least once annually, the Board shall undertake a review of the above-described fee program and may, upon approval of not less than two thirds (2/3) of its Members , modify the fee to be imposed by the Parties hereto. Each Party shall impose said revised fee within one hundred twenty (120) days , and if a Party fails to impose said fees , repeals the enabling ordinance or fee requirement or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the aforementioned time period, whichever is sooner , such action shall be deemed the withdrawal of that Party from the Agency, subject to the conditions specified in Section 9 . 2 below. 4.3 Payment . Each Party agrees to hold said fees in trust for the Agency, and pay said fees to the Agency in quarterly payments , within sixty (60) days after the end of each quarter . -11- The Board may authorize an audit of any Party to determine whether said payments of fees accurately reflect each Party' s obligations under this Agreement . Unpaid fees shall bear interest at a rate to be determined by the Board . In the event that any Party fails to remit said fees to the Agency, said failure may be deemed by the Board to be a withdrawal of that Party from the Agency subject to the conditions specified in Section 9 . 2 hereof . In the event that any dispute arises as to the amount of fees assessed any person under the fee program, any aggrieved person may appeal the decision of a Party hereto regarding the appropriate amount of the assessment to the Agency, in accordance with the rules and regulations established by the Agency, which decision shall be final . in the event that any Party hereto becomes a Party to litigation regarding the legality of the fee program, the Board , where it deems appropriate, may defend such action or lend other assistance to said Party in said action. 4. 4 Compensation of Agency for Acquisition of Rights-of-Way. When it is within its power to do so, each Party shall be individually responsible for the preservation and acquisition by dedication pursuant to Title 7 , Divisions 1 . and 2 . of the Government Code of rights-of-way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement . Except as provided in Recital G of this Agreement, in the event that a Party fails to acquire these rights-of-way by the above-mentioned means after the route alignment for the San Joaquin Hills Transportation Corridor is established and accepted by the Agency, or fails to preserve such rights-of-way and property interests by the above mentioned means which were established by the County of Orange prior to such establishment and acceptance by the Agency, that Party shall compensate the Agency for all costs (including attorneys , fees) incurred by the Agency in acquiring said rights-of-way and property interests . -12- V. RELATIONS WITH OTHER MAJOR THOROMEARF AND BRIDGE FEE AGENCIES 5 . 1 Joint Action with Other Agencies . In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, financing, constructing, maintaining, repairing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors or other transportation corridors , the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges , when for any purpose otherwise permitted by law, the Board deems it appropriate . 5 . 2 Communications Between Corridor Agencies . In the event that the agencies described in Section 5 . 1 above are formed, the chairman or his designate shall meet with the chairmen, or their designates , of said agencies at least quarterly, for the purpose of coordinating the planning, financing and construction activities of the various agencies . 5 . 3 Lending and Borrowing of Funds Between Agencies , When it is found to be beneficial to the purposes of the Agency and otherwise permitted by law, and serves the general purpose of improving transportation facilities in Orange County, the Board is authorized to lend and borrow available funds and services to or from the agencies described in Section 5 . 1 above, upon the approval of not less than two thirds (2/3) of the Board Members . The Board shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on the loan. VI . BUDGET AND DISBURSEMENTS 6 . 1 Annual Budget . The Board shall adopt upon the approval of not less than two thirds (2/3) of the Board Members , an annual budget , for the ensuing fiscal year , pursuant to procedures developed by the Board . -13- 6.2 Disbursements . The auditor shall draw warrants upon the approval and written order of the Board . The Board shall requisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance with rules , regulations , policies , procedures and bylaws adopted by the Board . 6.3 Accounts . All funds will be placed in object accounts and the receipt , transfer , or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to governmental entities . There shall be strict accountability of all funds . All revenues and expenditures shall be reported to the Board . 6 . 4 Expenditures Within Approved Annual Budget,. All expenditures within the designations and limitations of the approved annual budget shall be made upon the approval of the Executive Director in accordance with the rules , policies and procedures adopted by the Board . Notwithstanding the above , no expenditures shall be made for the purpose of the acquisition of rights-of-way or similar property interests except upon the approval of not less than two thirds (2/3) of the Board Members . No expenditures in excess of those budgeted shall be made without the approval of not less than two thirds (2/3) of the Board Members to a revised and amended budget which may, from time to time, be submitted to the Board . 6 . 5 Audit . The records and accounts of the Agency shall be audited annually by an independent certified public accountant and copies of such audit report shall be filed with the County Auditor , State Controller and each Party no later than fifteen (15) days after receipt of said audit by the Board . -14- VII . SECURITIES 7 . 1 Securities . Upon the approval of the Board, the Parties or the Agency may participate in any statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484.3 , including the power to establish one or more community facilities districts under the Mello-Roos Community Facilities District Act of 1982 , Government Code Section 53311 , et seq. , or any other applicable legislation. Other than the fees specified herein, no funds of a Party shall be utilized as security or as a source for the payment or redemption of any securities of the Agency without the consent of the legislative body of that Party. Upon the approval of not less than two-thirds (2/3) of the Board Members , the Agency may participate in the above-mentioned statutory powers for bond financing of the fees specified herein; provided , however , that the fees collected by any Party may be excluded as security for or as a source for such financing if the Board , upon the approval of not less than two-thirds (2/3) of its Members , so provides . VIII . LIABILITIES 8 . 1 Liabilities . The debts , liabilities , and obligations of the Agency shall be the debts , liabilities , or obligations of the Agency alone and not of the Parties , unless expressly specified herein. 8 . 2 Hold Harmless and Indemnity. Each Party hereto agrees to indemnify and hold the Agency and the other Parties harmless from any liability for damages , actual or alleged , to persons or property arising out of or resulting from negligent acts or omissions of the indemnifying Party or its employees . Where the Agency, the -15- Board itself or its Members agents or employees are held liable for injuries to persons or property, each Party' s liability for contribution or indemnity for such injuries shall be based proportionately upon the fees paid by each Party. In the event of liability imposed upon any of the Parties or upon the Board created by this Agreement , for injury which is caused by the negligent or wrongful act or omission of any of the Parties in the performance of this Agreement, the contribution of the Party or Parties not directly responsible for the negligent or wrongful act or omission shall be limited to One Hundred Dollars ($100. 00) . The Party or Parties directly responsible for the negligent or wrongful acts or omissions shall indemnify, defend, and hold the Agency and all other Parties harmless from any liability for personal injury or property damage arising out of the performance of this Agreement . I%. ADMISSION AND WITHDRAWAL OF PARTIES 9 . 1 Admission of New Parties . It is recognized that public entities , other than the original Parties , may wish to participate in the Agency. Additional public entities may become Parties to the Agency upon such terms and conditions , including, but not limited to, financial contributions , as provided by the Board and upon the unanimous written consent of the Parties evidenced by the execution of a written amendment to this Agreement, and executed by all of the Parties , including the additional Party. 9 .2 Withdrawal . It is fully anticipated that each Party hereto shall participate in the Agency until the purposes set forth in Section 2 . 2 above are accomplished . The withdrawal of any Party, either voluntarily or involuntarily pursuant to Sections 4. 2 and 4.3 above, unless otherwise provided by the Board, shall be conditioned as follows : (i) in the case of a voluntary withdrawal , written notice shall be given one hundred and twenty (120) days prior to the end of a fiscal year ; (ii) the fee program established by the Party pursuant to this Agreement , shall remain in effect for a period of at least four (4) years after the adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees , including by -16- way of illustration, but not limitation, bonds which have been issued or authorized for issuance by the Agency, and letters of credit or other reimbursement obligations owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency; (iii) said withdrawal shall not relieve the Party of its proportionate share of any debts or other liabilities incurred by the Agency prior to the effective date of the Party' s withdrawal, nor any liabilities imposed upon or incurred by the Party pursuant to this Agreement prior to the effective date of the Party' s withdrawal ; and (iv) said withdrawal shall result in the forfeiture of that Party' s rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10. 2 below. X. TERMINATION AND DISPOSITION OF ASSETS 10. 1 Termination. The Agency shall continue to exercise the joint powers herein until the termination of this Agreement and any extension thereof as provided in this Section 10 . 1 or until the Parties shall have mutually rescinded this Agreement ; provided, , however , that the Agency shall continue to exist for the purposes of : disposing of all claims , payment of debt service with respect to bonds which have been issued or which have been authorized for issuance and satisfaction of other covenants contained in the resolution and trust indenture relating to said bonds , reimbursement owed to financial institutions which have secured such bonds or other parties advancing funds to the Agency and satisfaction of other covenants contained in reimbursement agreements with such financial institutions , establishment and collection of tolls and development fees , the maintenance of toll collection facilities and the facility in accordance with California Department of Transportation agreements , distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall occur upon the written consent of all of the Parties , upon the withdrawal from the Agency of a sufficient number of the Parties to leave less than six Parties remaining in the Agency, or upon transfer of title to the corridor to the -17- California Department of Transportation and satisfaction of all outstanding financial obligations of the Agency. However , no such termination shall occur until all reimbursement obligations owed to financial institutions securing bonds have been paid and all other financial and contractual obligations of the Agency have been satisfied . 10 .2 Distribution of Property and Funds . In the event of the termination of this Agreement , any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each Party or former Party a proportionate share of the contributions made to such properties by such Parties , less previous distributions , if any, provided however that said funds also shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor , to the extent legally possible. In the event of the termination of this Agreement, any funds remaining following the discharge of all obligations shall be disposed of by returning to each Party (excluding withdrawn Parties as provided in Section 9 .2 hereof) a proportionate share of such funds equal to the percentage of the contribution made by each Party, less each Party' s proportionate share of previous distributions , if any, provided that said funds shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor , to the extent legally possible . %I . MISCELLANEOUS 11 . 1 Amendments . This Agreement may be amended with the approval of not less than three-fourths (3/4) of all Parties ; provided, however , that no amendment may be made which would adversely affect the interests of the owners of bonds , letters of credit or other financial obligations of the Agency. -18- 11 . 2 Notice . Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office, registered or certified , postage prepaid , addressed to the Parties , shall be deemed to have been received by the Party to whom the same is addressed at the expiration of seventy-two (72) hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid . 11 . 3 Effective Date . This Agreement shall be effective at such time as this Agreement has been executed by any six or more of the Parties enumerated in the introduction of this Agreement . 11 . 4 Arbitration. Any controversy or claim between any two or more Parties , or between any such Party or Parties and the Agency, in respect to the Agency' s operations , or to any claims , disputes , demands , differences , controversies , or misunderstandings arising under , out of , or in relation to this Agreement , shall be submitted to and determined by arbitration. To the extent not inconsistent herewith, the rules of the American Arbitration Association shall apply. The Party desiring to initiate arbitration shall give notice of its intention to arbitrate to every other Party and the Agency. Such notice shall designate as "respondents" such other Parties as the initiating Party intends to have bound by any award made therein. Any Party not so designated but which desires to join in the arbitration may, within ten (10) days of service upon it of such notice, file a response indicating its intention to join in and to be bound by the results of the arbitration, and further designating any other Parties it wishes to name as a respondent . Within twenty (20) days of the service of the initial demand for arbitration, the American Arbitration Association, hereinafter referred to as "AAA", shall submit simultaneously to the initiating and to all Parties named as respondents or filing a response therein, an identical list of names and persons chosen from the AAA National Panel of Arbitrators which persons shall be, to the extent possible, persons first in the field of transportation as well as public law. Each Party to the dispute shall have seven (7) days from the mailing date in which to cross off any names indicating the order of -19- his or her preference, and return the list to the AAA. If a Party does not return the list within such time period , all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists , in accordance with the designated order of mutual preference , the AAA shall invite the acceptance of an arbitrator to serve. If the Parties fail to agree upon one of the persons named , the acceptable arbitrator is unable to act, or if for any other reason the appointment cannot be made from the submitted list , the AAA shall have the power to make the appointment of the arbitrator from other members of the panel without the submission of any additional list . The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of Title 9 of Part 3 of the Code of Civil Procedure . 11 . 5 Partial Invalidity. If any one or more of the terms , provisions , sections , promises , covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms , provisions , sections , promises , covenants and conditions of this Agreement shall not be effected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11 . 6 Successors . This Agreement shall be binding upon and shall inure to the benefit of the successors of the Parties hereto. 11 . 7 Aasieament . The Parties shall not assign any rights or obligations under this Agreement without written consent of all other Parties . -20- L 11 . 8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. ATTEST: COUNTY ORANGE Clerk of the Board of Supervisors By" Chairman Board of Supervisors B��oB�� Dated OCT 14 1988 APPROVED AS TO FORM: County C nsel ATTEST: CIT OF COST SA City Clerk City of Costa Mesa By ��,�- Mayor By Dated �'�`.(� Dated Z109 APPROV�ED� AS TO FORM: City Attorney ATTEST; CITY OF IRVINE City Clerk City of Irvine By 1�+ Mayor B Dated APP FO .U( City ttorne -21- ATTEST: CITY OF MISSION VIEJO City Clerk City of Mission Viejo BV + Mayor By-\ Dated 10 - 1 -v APPROVED AS TO FORM: City Attorney ATTEST: CITY OF NE 0 T B r r City Clerk C�� City of Newport Beach By yor By Dited r gPPROVEDM: City Attorney jam '\ rJ ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By AG SP,e� Mayor By dlJ Dated APPROVED S TO FORM: ll h�� _ C t tt neytt ney _22_ r ATTEST: CITY OF SAN JUAN CAPISTRANO City Clerk -�' City of San Juan Capistrano By Mayo $y Dated APPAS TO FORM l 7 : � City torney ATTEST: CITY OF SANTA ANA City Clerk City of Santa Ana By ' a r By / Dated 0 AP ROVED ATO FORM: City t rn -23- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Prepared by Environmental Management Agency Transportation/Flood Control Program Office July 1985 (Revised by Transportation Corridor Agencies September 1988) Exhibit "A" TABLE OF CONTENTS SECTION TITLE PAGE Executive Summary 1 I Background 4 II Description of Corridor 5 III Corridor Planning 7 IV Estimated Costs 8 V Overall Financing 10 VI Area of Benefit 12 VII Description of Area of Benefit (AOB) 14 VIII Fees 21 IX Deferral of Fees 30 X Criteria for Collection of Fees 30 XI Development Exactions & Credits 31 XII Annual Fee Adjustment 34 XIII City Participation in Fee Program 35 -i- LIST OF EXHIBITS EXHIBIT NO. TITLE PAGE I Area of Benefit Index Map with City Boundaries 36 II Resolution 82-598 , Transportation Corridor Development Policy 37-39 III Area of Influence for Corridor Users , San Joaquin Hills Transportation Corridor 40 IV Area of Influence for Corridor Users , Foothill/Eastern Transportation Corridors 41 V Area of Benefit , San Joaquin Hills Transportation Corridor 42 VI Area of Benefit, Foothill/Eastern Transportation Corridors 43 VII Fee Program Share of Total Corridor Cost, SJHTC 44-45 VIII Fee Program Share of Total Corridor Cost , F/ETC 46-47 IX Cost Per Trip End Analysis , SJHTC 48 X Cost Per Trip End Analysis , F/ETC 49 XI Daily Vehicle Trip Generation Rates 50-51 -ii- LIST OF TABLES TABLE N0. TITLE P U IV-1 San Joaquin Hills Transportation Corridor Cost 10 IV-2 Foothill/Eastern Transportation Corridor Cost 10 VII-1 San Joaquin Hills AOB by Local Jurisdiction 15 VII-2 Foothill/Eastern AOB by Local Jurisdiction 19 VIII-1 Fee Program Share of Corridor Cost 23 VIII-2 Adjusted AOB Trip Ends 25 VIII-3 Fee Program Share by Land Use Category 26 VIII-4 Area of Benefit Fees 27 -iii- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Executive Summary It can no longer be expected that facilities such as the San Joaquin Hills Transportation Corridor (SJHTC) AND Foothill/Eastern Transportation Corridors (F/ETC) can be fully funded from the traditional revenue sources used to construct southern California existing freeway network. Supplemental funding sources must therefore be developed if these important components of Orange County' s transportation system are to be developed to provide relief to existing congested facilities and support orderly development within cities and unincorporated areas . Development fees represent a potential supplemental funding source. The development fee program is based upon Government Code Sections 50029, 66484. 3 and California Constitution Article II , Section 7 . The concept is furthermore based on the general principle that future development within prescribed benefit areas will benefit from the construction of the transportation facilities and should pay for them in proportion to projected corridor traffic demand attributable to the development . Future development within the benefit areas is expected to account for 48% of the cost of the SJHTC and F/ETC. The remaining cost of the corridors , representing benefits derived by existing development within the benefit areas and corridor users outside the benefit areas , is proposed to be funded through traditional transportation funding sources such as existing federal and state programs , and additional, non-traditional sources , such as toll resources . No assessment of existing developed property is proposed . Corridor usage projections for several hundred traffic analysis zones within the County were developed as a tool to assist in defining the proposed benefit areas . Traffic analysis zones with 4% or more of their total trip making utilizing the corridor formed a fairly dense pattern. Identifiable physical features closely approximating the pattern were used to describe the boundaries of the benefit areas . Two fee zones within each Area of Benefit were established based uRon direct use of the corridors . Traffic analysis zones with 8X or more of their total trip making utilizing the corridor were defined in the higher fee zone (A) . The remainder of the zones were defined in the lower fee zone (B) . MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Executive Summary It can no longer be expected that facilities such as the San Joaquin Hills Transportation Corridor (SJHTC) AND Foothill/Eastern Transportation Corridors (F/ETC) can be fully funded from the traditional revenue sources used to construct southern California existing freeway network. Supplemental funding sources must therefore be developed if these important components of Orange County' s transportation system are to be developed to provide relief to existing congested facilities and support orderly development within cities and unincorporated areas . Development fees represent a potential supplemental funding source . The development fee program is based upon Government Code Sections 50029 , 66484. 3 and California Constitution Article II , Section 7 . The concept is furthermore based on the general principle that future development within prescribed benefit areas will benefit from the construction of the transportation facilities and should pay for them in proportion to projected corridor traffic demand attributable to the development . Future development within the benefit areas is expected to account for 48% of the cost of the SJHTC and F/ETC . The remaining cost of the corridors , representing benefits derived by existing development within the benefit areas and corridor users outside the benefit areas , is proposed to be funded through traditional transportation funding sources such as existing federal and state programs , and additional , nontraditional sources , such as toll resources . No assessment of existing developed property is proposed . Corridor usage projections for several hundred traffic analysis zones within the County were developed as a tool to assist in defining the proposed benefit areas . Traffic analysis zones with 4% or more of their total trip making utilizing the corridor formed a fairly dense pattern. Identifiable physical features closely approximating the pattern were used to describe the boundaries of the benefit areas . Two fee zones within each Area of Benefit were established based upon direct use of the corridors . Traffic analysis zones with 8% or more of their total trip making utilizing the corridor were defined in the higher fee zone (A) . The remainder of the zones were defined in the lower fee zone (B) . Assessment of fees on a traffic related basis was determined to be equitable . Trip ends were selected as the least common denominator and fees were established by dividing the proportion of corridor cost attributable to each fee zone by the total number of projected daily trip ends within each fee zone . Adjustments were made to trip ends between neighborhood commercial and residential land uses to reflect the relative benefit of neighborhood commercial development to residences . Land uses were combined into three general land use categories (2 residential and 1 non-residential) for the purposes of applying fees to development projects . Presently, as of September 14, 1988, fees for each of the fee zones within the areas of benefit are : SJHTC Single Family Multi-Unit Non-Residential Residential Residential Zone A $ 1,372/unit $ 799/unit $ 1 .84/sf . Zone B $ 1 , 062/unit $ 620/unit $ 1 . 36/sf . F/ETC Zone A $ 1 ,360/unit $ 794/unit $ 1. 89/of . Zone B $ 967/unit $ 563/unit $ 1 . 10/sf . Developers who are required to construct portions of the transportation corridors will receive credit for that work toward the payment of their fees by the Transportation Corridor Agency pursuant to approved plans , specifications and phasing of the Agency, or by agreements with Parties executed prior to the effective date of this First Amended and Restated Agreement . The amount of credit neither will be adjusted with subsequent revisions to the fee program nor will additional fees based upon such subsequent revisions be required once such credit is memorialized by agreement. This credit may be transferred in accordance with the provisions of Section XI to subsequent owners of the property from which the credits were generated . . Payment of fees for residential multi-unit rental projects may be deferred for a period of five years from issuance of a building permit . The developer must enter into an agreement to pay the fee in effect at the time payment is due and provide a security in the amount of the fee plus 15%. Properties which are exempt from payment of property taxes will generally be exempt from payment of corridor fees . Governmental owned and constructed facilities and utilities will be exempt unless the facility is used for commercial or revenue generating purposes . -2- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS I . BACKGROUND Government Code Sections 50029 and 66484.3 permit the establishment of local ordinances to require payment of fees as a condition of approval of a final map or as a condition of issuing a building permit for purposes of defraying the actual or estimated cost of constructing bridges over waterways , railways , freeways and canyons , or constructing major thoroughfares in Orange County. Pursuant to the above provisions of the Government Code, the Board of Supervisors adopted Section 7-9-316 of the Orange County Codified Ordinances providing for the establishment of major thoroughfare and bridge construction fees to be paid by subdividers and building permit applicants in the County of Orange. On April 21, 1982, the Board of Supervisors , by Resolution 82-598, directed the Environmental Management Agency (EMA) to begin analyzing potential areas of benefits , and to proceed with the establishment of a fee program. The Board , furthermore, determined that developers of subdivisions which contain portions of any transportation corridor , would dedicate right-of-way, grade and construct necessary portions of the corridor and participate in any established corridor fee program. On February 15, 1983 the Board of Supervisors , by Resolution 83-239 , identified interim areas of impact for the San Joaquin Hills and Foothill/Eastern Transportation Corridors and directed EMA to require subdividers to enter into contracts to participate in corridor implementation pending establishment of a fee program. -4- On January 30, 1984 the Orange County Planning Commission adopted Resolution No. 45-83 recommending that the Board of Supervisors adopt Major Thoroughfare and Bridge Fee Programs for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridor . On October 3 , 1984 the Board of Supervisors , by Resolution No. 84-1462, adopted Areas of Benefit and Major Thoroughfare and Bridge fees within unincorporated Orange County for the San Joaquin Hills and Foothill/Eastern Transportation Corridors . Subsequent cooperative analyses of the fee program by Orange County, Orange County Transportation Commission, the Building Industry Association of Southern California, Orange County Region, and cities within these Areas of Benefit have lead to the Fee Program defined within this report, and the formation of the San Joaquin Hills Transportation Corridor Agency and the Eastern/Foothill Transportation Corridor Agency to implement such Fee Program and plan, design, finance and construct such corridors . The County and various cities within the Area of Benefit of the San Joaquin Hills and Foothill/Eastern Transportation Corridors formed two Joint Powers Agencies known as the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. Necessary ordinances and resolutions to effect the Fee Program have been adopted by all parties of the Agency, and such program is now being fully implemented . II . DESCRIPTION OF CORRIDOR A TRANSPORTATION CORRIDOR is a high-speed , high volume , access-controlled multimodal facility with a median of sufficient width to be utilized for transit considerations such as fixed rail or high-occupancy vehicles , and facilities necessary for collection of tolls . The corridors will provide for high speed movement of vehicular traffic where projected volumes exceed major arterial highway capacities . These routes will function similar to freeways and expressways and should eventually be incorporated into the State Highway System. They are, therefore, designed to meet minimum State and Federal standards . In addition to the need for major transportation corridors generated by existing development , the -5- relatively rapid growth and planned future development in Orange County also contributes directly to such need . Three such corridors (Foothill , Eastern and San Joaquin Hills) are included on the Master Plan of Arterial Highways (MPRH) , and are a component of the Transportation Element of the Orange County General Plan_ and the Transportation Elements of the General Plans of all city Parties within which such corridors have been planned to be located . Transportation corridors are depicted on the MPAH map as either conceptually proposed or established alignments . These facilities are part of a planned traffic circulation system necessary to support development of the County in accordance with existing General Plan Land Use Elements of the County and City Parties . These facilities will also relieve recurrent congestion on major arterials and freeways in Orange County. The SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR is planned as a high-speed, high capacity, access-controlled transportation facility to serve local and regional traffic and transit needs . Its alignment was established in 1979 as part of the MPAH and Transportation Element of the Orange County General Plan. That alignment includes the Corona del Mar Freeway (Route 73) in the Cities of Costa Mesa, Newport Beach and Irvine and extends southeasterly approximately 15 miles to join the San Diego Freeway (I-5) between Avery Parkway and Junipero Serra Road near the City of San Juan Capistrano (see Exhibit I) . It will be designed to comport with scenic highway standards and provide approximately six to ten general purpose travel lanes , with a median of sufficient width to accommodate future high-occupancy vehicle (HOV) lanes and special transit facilities , if required in the future. The central segment of the corridor will carry the greatest amount of traffic because there are a limited number of alternative parallel highway facilities . Traffic volumes on the south end of the corridor are lowest along the route as a result of countywide traffic orientation, which is generally to the north. Access to the corridor will be limited to -6- approximately 12 grade-separate interchanges with arterial highways as well as provisions for future additional interchanges with arterial highways plus provisions for future additional exclusive interchange ramps for HOV lanes . Additional bridges may be required as the corridors cross substantial canyons and water courses . The EASTERN TRANSPORTATION CORRIDOR is currently shown as a set of alternative preferred alignments and included in the Transportation Element of the Orange County General Plan. The preferred alternatives will be studied further as the environmental review process continues . The FOOTHILL TRANSPORTATION CORRIDOR is an established alignment between the Eastern Corridor and a point northerly of Ortega Highway and a conceptual alignment between that point and San Diego Freeway (I-5) . As depicted on Exhibit I , the Eastern Transportation Corridor will intersect the Riverside Freeway (Route 91) between Weir Canyon Road and Gypsum Canyon Road extending southeasterly approximately 13 miles to a point southerly of the Santa Ana Freeway (I-5) in the Cities of Tustin and Irvine . The Foothill Transportation Corridor will originate at the Eastern Corridor between Santiago Canyon Road and Irvine Boulevard and extend southeasterly approx. 32 miles to the San Diego Freeway (I-5) below San Clemente in San Diego County. It is anticipated the Eastern corridor will be a landscaped, grade separated scenic corridor which includes approximately six general purpose travel lanes and the Foothill Corridor , a landscaped corridor which includes four to six general purpose travel lanes with medians or other areas wide enough to accommodate HOV/Special Transit requirements if necessary. Access to the corridor will be limited to grade-separated interchanges with arterial highways plus provisions for future exclusive interchange ramps for HOV lanes . IIT . CORRIDOR PLANNING The level of facility planned in this report will support currently adopted land use plans of the County and Cities surrounding the corridors . In the event the Cities and County subsequently amend their existing General Plan Land Qses Elements , particularly in areas serving the Foothill and Eastern Corridors , those facilities may require adjustments in lanes to accommodate that growth. It is intended that the fee adopted under this program will be reevaluated if an additional level -7- facility is needed to serve increased intensities planned in adopted land use Elements of their General Plan. In the event that such intensities are decreased , and reduction in the level of facility then is still feasible in view of rights of way then acquired , planning, design, engineering and construction then completed and financing commitments made , such fee also will be re-evaluated . The majority of the length of corridor alignments fall within relatively undeveloped areas of the County. Exceptions to this are either end of the San Joaquin Hills Transportation Corridor and the central segments of the Foothill/Eastern Transportation Corridors . Each corridor traverses areas of hilly terrain. A majority of the areas traversed by the corridors is zoned Planned Community with tentative tracts in various stages of approval . An alignment was selected by the Board of Supervisors for the San Joaquin Hills Transportation Corridor on November 28 , 1979 and the northwesterly segment of the Foothill Corridor on May 25 , 1983 . More detailed engineering work is currently underway on the San Joaquin Hills Transportation Corridor to refine the selected alignment and determine right-of-way requirements . Similar detailed engineering is also in progress for the northwesterly segment of the Foothill Transportation Corridor . Alignment selection studies also are underway on the Eastern Corridor and the southerly end of the Foothill Corridor between about Oso Parkway and I-5 . It is proposed that all corridors will eventually be added to the State Highway System. State legislation (AB 86) has been signed into law which redescribes State Route 73 (Corona Del Mar Freeway) to include the San Joaquin Hills Transportation Corridor . Legislation (SB 2048 and SB 2049) , Chapters 1363 and 1364, respectively of the Statutes of 1988) also have been enacted which designates the Eastern and Foothill Transportation Corridors as State Routes 231 and 241 , respectively. IV. ESTIMATED COSTS The construction costs include estimates for all corridor grading and general travel lane improvements including bridges , structural section, interchanges , partial landscaping, and arterial highway realignments dictated by the corridor alignments . The -8- cost of grading general High-Occupancy Vehicle (HOV) lanes is included but not the cost of HOV structural section, bridges , median barriers or special access ramps . It is intended that implementation of any transit guideway or HOV facilities , if needed, would be provided from other funding sources . Other costs included for both Corridors includes engineering design, administration, construction inspection and right-of-way acquisition costs . It is proposed that developers will dedicate the majority of right-of-way for the transportation corridors . The cost estimate includes a cost for the portion of the right-of-way which would exceed a standard major arterial highway constructed along the corridor alignment excluding slope easements . The portion of right-of-way equivalent to a major arterial highway is excluded from the estimate to maintain a policy consistent with other arterial highway dedications . The cost of slope easements is excluded because of the wide variations between the natural terrain conditions and final development of adjacent lands , the inability to estimate the easement areas with certainty, and for consistency with existing arterial development policy. Right-of-way required to realign any intersecting arterial highway was also excluded from the cost estimate on the assumption that it will be dedicated in accordance with established development policy. The right-of-way to be included as art of the corridor cost was assumed to have a value of 50, 000/acre, to be adjusted by the Agency in accordance with the California Construction Cost Index, or other comparable index selected by the Board . A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR (SJHTC) The cost of constructing the SJHTC to the standard of improvement as described in the previous section was based on the following estimates prepared for the County during the Phase II SJHTC study work, to be adjusted by the Agency in accordance with the California Construction Cost Index, or other comparable index selected by the Board . -9- TABLE IV-1 SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR COST Construction: $259 ,736,000 Engineering & Admin. : 38,960,000 Contingencies : 25 ,974,000 Right Of Way (in excess of Major Arterial Hwy. ) : 16 .990.000 Total (for purposes of Fee Program) : $341,660, 000 B. FOOTHILL/EASTERN TRANSPORTATION CORRIDORS (F/ETC) The cost for constructing the Foothill/Eastern Transportation Corridors was estimated from information obtained from the Weir Canyon Park Road Study dated October, 1982, the Foothill Transportation Corridor Route Location Study dated December , 1982, and projection of costs from the San Joaquin Hills Transportation Corridor . Unit prices used in the cost estimates are considered to adequately estimate the cost in 1984 dollars . The original estimated costs , to be adjusted by the Agency in accordance with the California Construction Cost Index, are as follows : TABLE IV-2 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS COST Foothill Eastern Total Construction: $233,557,000 $143,526,000 $377,083,000 Eng. & Admin. : 35,033,000 21 ,528,500 56,561 ,500 Contingencies: 35,033,000 21 ,528,500 56,561 ,500 Right Of Way (in excess of Major Art. Hwy.) : 14.151 .000 11 .790.000 25.941 .000 Total (for purposes of Fee Program) : $317,774,000 $198,373,000 $516,147,000 V. OVERALL FINANCING The Board of Supervisors has established a transportation corridor development policy (Exhibit II) , also implemented by the Agency and all of its Parties , which defines the corridor implementation obligations of land -10- development projects , and as noted in Section I of this report has indicated its general intent to require all new development to bear a portion of the costs of the corridors by payment of development fees (Major Thoroughfare Fee) . Funds from other more traditional sources (e.g. , existing state and federal taxes on motor vehicle fuel) and from other non-traditional sources (e .g. toll revenues) will be sought for the portion of the cost not funded by development fees . State Route 73 (Corona Del Mar Freeway) has been legislatively redescribed to correspond with the route of San Joaquin Hills Transportation Corridor . Similar legislation has been approved by the Legislature (SB 2048 and SB 2049) and is pending signature by the Governor to place the Foothill/Eastern Corridors in the State Highway System. The San Joaquin Hills Transportation Corridor also has been designated as the "first phase" of a federal pilot project authorized by HR2 , Surface Transportation Act of 1986, thereby making it eligible for a maximum of 35% federal funding, if approved by the California Transportation Commission in its State Transportation Improvement Program (STIP) . This Major Thoroughfare & Bridge Fee Program focuses only on the portion of the corridor implementation costs which may be attributable to new growth and for which development fees are proposed . The statutes identified in Section I of this report which authorize the collection of development fees specify that an Area of Benefit (AOB) shall be established which encompasses real property, which will benefit from construction of the major thoroughfares and bridges . The method of determining the AOB and the share of total corridor costs proposed to be paid by new development in the form of fees is explained in Sections VI and VIII of this report . -11- The originally estimated corridor costs , subject to adjustment as previously stated , and the portions allocated to new development through the Major Thoroughfare and Bridge (MT&B) fee program are : New Development Approximate Total Coat Share of Cost _ San Joaquin Hills : $341, 660,000 $165,500, 104 48. 4% Foothill/Eastern: $516, 147 ,000 $250,228, 066 48 . 5% In accordance with current Agency policy, new developments within the path of the transportation corridors will be conditioned to dedicate right-of-way and grade the corridor within the boundaries of the development, construct arterial overcrossings for internal arterial highways and construct corridor travel lanes and interchange ramps required immediately for access to the development or for closure of short gaps in the transportation system. The estimated cost of these improvements including the estimated value of R/W dedication in excess of that required for a standard major arterial highway (excluding slope easements) will be considered as a credit against the required MT&B fees to the extent that these costs are included in the fee program. VI , AREA OF BENEFIT In order to establish an MT&B fee program, an Area of Benefit (AOB) must be identified within which fees may be required upon issuance of building permits or recordation of final maps to defray the cost of the major thoroughfares and bridges . Construction of the transportation corridors will Vrovide key facilities to ensure that the County' s transportation system is in balance with both existing and future land uses . The benefits , therefore, accrue not only to those properties which generate a high demand for use of the corridor but those which will benefit from less congestion and delay on the arterial highway and freeway system serving the property. Implementation of a balanced transportation system, including the corridors , will, furthermore, benefit undeveloped properties by allowing approval of land use to the level in County and City General Plans . -12- It is clear that both existing developed properties and undeveloped properties will benefit from construction of the transportation corridors . Development fees are proposed to finance a portion of the corridors proportional to the traffic demands , measured in trip ends , created by new growth. The portion of cost based upon existing trip ends represents the benefit to developed properties . Revenue for the cost allocated to existing development will be provided from public funding sources identified in Section V, "Overall Financing, " of this report and , therefore, will not be assessed to individual properties . The methodology used to determine the AOB consisted of determining the influence the corridor had on trips made within the County. The analysis was cy7ducted with a system of computer programs known as UTPS (Urban Transportation Planning Systems) . The computer programs were tailored for specific Orange County application and are commonly known as the SOCCS21 travel demand model . The model subdivides Orange County and portions of adjacent Los Angeles County into more than 500 traffic analysis zones (TAZ) . The model estimates the number of person trips each TAZ generates based on socioeconomic variables such as population, employment, income and number of housing units . These trips are then distributed from each zone to all other zones by a well-established procedure . The model then determines how many of these person trips will travel by auto, and finally assigns these auto trips onto a highway network. The socioeconomic data used in the AOB analysis is from the San Joaquin Hills Transportation Corridor Study and the Foothill Transportation Corridor Study. Using the trip-making d tea described above, a select link analysis (program UROAD ) was performed to determine the number of corridor related trip ends which originate in, or are UTPS is a battery of sophisticated computer programs developed and sponsored by the Federal Urban Mass Transportation Agency (UMTA) for forecasting travel demand . 2/ South Orange County Circulation Study (SOCCS) travel demand forecasting model developed by EMA/Transportation Planning Division. 3/ UROAD is one of the computer programs in UTPS . It is a comprehensive flexible highway assignment and analysis program. -13- destined for , each traffic analysis zone (TAZ) . These corridor TAZ trip ends were used in conjunction with the total TAZ trip ends (arterial highways plus corridor) to compute the percentage of trip ends by TAZ which use the corridor . The resulting percentages were posted on TAZ maps in 2% increments (Exhibits III and IV) . The influence area for each of the corridors is quite pronounced at the 4% and greater trip use level as shown on the exhibits . The pattern of corridor usage becomes erratic below the 4% level . The determination of the AOB for each of the transportation corridors was based primarily on the above corridor influence areas . However , the following additional criteria were used to supplement the percent of corridor use data to analyze relative benefits : 1 . Corridor trip ends exceed 1. 75 trip ends per gross acre of the TAZ. 2 . Total corridor trip ends per TAZ exceed 2, 000. 3 . Trip end growth within each TAZ exceeds 45%. 4. Perceived direct and indirect benefits to the transportation system. Identifiable physical and planned features closely approximating the pattern of corridor usage were used to describe the boundaries of the benefit areas . Within each Area of Benefit , some lands were judged to receive more benefit than others from the construction of the corridors . Developments which create relatively high demands for use of the corridors were placed in a different fee zone within the Area of Benefit than other developments with less direct use . The boundaries between the fee zones were determined utilizing the TAZ data on Exhibits III and IV. Traffic analysis zones where the percentage of corridor trip ends equals or exceeds 8% were defined as Zone A. Traffic analysis zones with less than 8% use were defined as Zone B. Zone A and B are depicted on Exhibit I . VII . DESCRIPTION OF AREA OF BENEFIT (AOB) The AOB' s for the San Joaquin Hills and the combined Foothill/Eastern Corridors include both incorporated and unincorporated territory and generally encompass the southeasterly half of Orange County as illustrated on -14- Exhibit I . A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR A more detailed map of the San Joaquin Hills Transportation Corridor AOB is shown on Exhibit V. This AOB contains approximately 122 square miles . All or portions of the following cities are within this AOB: TABLE VII-1 SAN JOAQUIN HILLS AOB BY LOCAL JURISDICTION City Area Included in AOB Costa Mesa 3 .2 sq. miles Irvine 22 . 2 Laguna Beach 5 . 6 Mission Viejo (included in the "Unincorporated Territory" area) Newport Beach 8 .3 San Clemente 3 . 8 San Juan Capistrano 8. 2 Santa Ana 2 .8 City Subtotal 54. 1 Unincorporated Territory 68 . 3 (including the area within the newly incorporated City of Mission Viejo) Total 122 .4 sq. miles The AOB is bounded by the Pacific Ocean: beginning at the easterly boundary of the City of Newport Beach at the Pacific Ocean; thence along said external boundary defined by annexation nos . 843 , 64, 897 , 84, and 585 to its intersection with an extension of Fifth Avenue; thence northwesterly along said extension to Fifth Avenue ; thence northwesterly along the centerline of said Fifth Avenue to Coast Highway; thence northwesterly along the centerline of said Coast Highway to the crossing of the Upper Newport Bay; thence along a line northerly through said Upper Newport Bay to the point where the Santa Ana-Delhi Channel (Facility F01) enters said Upper Newport Bay; thence along the centerline of Santa Ana-Delhi Channel from Upper Newport Bay to University Drive; thence -15- westerly along the centerline of said University Drive to Santa Ana Avenue ; thence northerly along the centerline of said Santa Ana Avenue to Corona Del Mar Freeway (State Route 73) ; thence northwesterly along the centerline of said Corona Del Mar Freeway to the San Diego Freeway (Interstate Route 405) ; thence westerly along the centerline of said San Diego Freeway to Harbor Blvd . ; thence northerly along the centerline of said Harbor Blvd . to MacArthur Blvd . ; thence easterly along the centerline of said MacArthur Blvd . to Main Street ; thence northerly along the centerline of said Main Street to Dyer Road; thence easterly along the centerline of said Dyer Road to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Edinger Avenue ; thence easterly along the centerline of said Edinger Avenue to the Newport-Costa Mesa Freeway (State Route 55) ; thence southeasterly along the centerline of said Newport-Costa Mesa Freeway to Warner Avenue; thence southeasterly along the centerline of said Warner Avenue to Red Hill Avenue; thence southwesterly along the centerline of said Red Hill Avenue to Alton Avenue ; thence northwesterly along the centerline of said Alton Avenue to Newport-Costa Mesa Freeway; thence southwesterly along the centerline of said Newport-Costa Mesa Freeway to the San Diego Freeway (Interstate 405) ; thence southeasterly along the centerline of said Interstate 405 to Interstate 5; thence southerly along the centerline of said Interstate 5 to its intersection with the prolongation of the southerly boundary of Rancho Mission Viejo (approximately at Via Escolar) ; thence southeasterly along the Rancho Mission Viejo boundary line as described by Record of Survey 9/15-18 to the easterly corner of Tract No . 6381 ; thence westerly along the southerly line of said Tract No. 6381 to the easterly boundary at Parcel Map No. 80-851; thence southerly along said easterly boundary of Parcel Map No. 80-851 to Rancho Viejo Road ; thence southerly along the centerline of said Rancho Viejo Road to Ortega Highway; thence easterly along the centerline of said Ortega Highway to La Novia Avenue ; thence southerly along the centerline of said La Novia Avenue and its proposed extension to Tentative Tract No. 11648 ; thence southerly along the easterly boundary of said Tentative Tract No. 11648 to the boundary of Tentative Tract No. 11832; thence southerly along the easterly boundary of said Tentative Tract No. 11832 to the northerly boundary of Tract No. 8087 ; thence easterly -16- and southerly along the boundary of said Tract No. 8087 to the boundary of Tract No. 9784; thence easterly along the northerly boundary of said Tract No . 9784 and the prolongation of said boundary to the boundary of the City of San Juan Capistrano; thence southeasterly along said city external boundary defined by Incorporation boundaries of April 19 , 1961 and annexation nos . 105 and 24 and deannexation per City resolution 62-11-12-2 to Interstate 5 ; thence southerly along the centerline of said Interstate 5 to its intersection with the Orange/San Diego County line; and thence southerly along said County line to the Pacific Ocean. Zone A Zone A is bounded on the south by the Pacific Ocean and is described as follows : Beginning at the intersection of the total Area of Benefit westerly boundary with the Pacific Ocean; thence along said total Area of Benefit boundary to Marguerite Avenue; thence northerly along the centerline of said Marguerite Avenue to San Joaquin Hills Road ; thence easterly along the centerline of said San Joaquin Hills Road to Spyglass Hill Road ; thence northerly along the centerline of said Spyglass Hill Road to San Miguel Drive; thence northerly along the centerline of said San Miguel Drive to Ford Road; thence northeasterly along the centerline of said Ford Road and its proposed northeasterly extension as shown on the Orange County Master Plan of Arterial Highways dated August 8, 1984, to Bonita Canyon Road ; thence easterly along the centerline of said Bonita Canyon Road to the proposed southerly extension of Sand Canyon Avenue as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of Sand Canyon Avenue to the westerly extension of Bake Parkway as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of said Bake Parkway to Laguna Canyon Road ; thence southerly along the centerline of said Laguna Canyon Road to the proposed westerly extension of Santa Maria Avenue as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of Santa Maria Avenue and Santa Maria Avenue to Moulton Parkway; thence southerly along the centerline of said Moulton Parkway; thence southerly -17- TABLE VII-2 FOOTHILL/EASTERN AOB BY LOCAL JURISDICTION Cit} Area Included in AOB Anaheim 14. 1 sq. miles Irvine 18 . 9 Mission Viejo (included within the "Unincorporated Territory" area) Orange 10 . 6 San Clemente 13 . 5 San Juan Capistrano 5 . 0 Santa Ana 2 . 8 Tustin 11. 1 Villa Park 2 . 1 Yorba Linda 17 . 7 City Subtotal 95 .8 Unincorporated Territory 194. 7 (including the area within the newly incorporated City of Mission Viejo) Total 290 . 5 sq . miles The AOB is bounded generally by the northerly boundary of the San Joaquin Hills Transportation Corridor AOB from the San Diego County Line to the intersection of the San Diego Freeway (State Route 405) and the Newport-Costa Mesa Freeway (State Route 55) ; thence northeasterly along the centerline of State Route 55 to Alton Avenue; thence southeasterly along the centerline of said Alton Avenue to Red Hill Avenue; thence northeasterly along the centerline of said Red Hill Avenue to Warner Avenue; thence northeasterly along the centerline of said Warner Avenue to State Route 55 ; thence northeasterly along the centerline of said State Route 55 to Edinger Avenue; thence westerly along the centerline of said Edinger Avenue to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Seventeenth Street; thence easterly along the centerline of said Seventeenth Street to State Route 55 ; thence northerly along the centerline of said State Route 55 to the Riverside Freeway (State Route 91) ; thence northwesterly along the centerline of said State Route 91 to Tustin Avenue; thence northerly along the centerline of said Tustin Avenue -19- to Jefferson Street ; thence northerly along said Jefferson Street to the southerly city limits of Placentia; thence along the external boundary of said city limits defined by annexation nos . 69-1 , 76-1, 71-01 , 65-4, 63-3 , 6401, 65-7 , 63-41 63-2, 64-4, and 72-2 to its intersection with Imperial Highway; Placentia to Imperial Highway; thence southwesterly along the centerline of said Imperial Highway to Valley View Avenue ; thence northerly along the centerline of said Valley View Avenue and its prolongation to the southerly boundary of Chino Hills State Park; thence easterly along the southerly boundary of Chino Hills State Park to its intersection with the Orange/San Bernardino County line ; thence southeasterly along the Orange County line to the boundary of the San Joaquin Hills Transportation Corridor Area of Benefit . ZONE A Zone A begins at the Orange/San Bernardino County line where said County Line intersects the centerline of the proposed extension of La Palm Avenue as shown on the Orange County Master Plan of Arterial Highways dated August 8, 1984; thence westerly along the centerline of said proposed La Palma Avenue to the proposed extension of Gypsum Canyon Road as shown in said Master Pian of Arterial Highways ; thence southerly along the centerline of said proposed Gypsum Canyon Road to the Riverside Freeway (State Route 91) ; thence westerly along the centerline of said State route 91 to the northwesterly prolongation of the easterly boundary of the Wallace Ranch as shown in Orange County Record of Survey 2-5 ; thence southeasterly along said prolongation of the easterly boundary of the Wallace Ranch and continuing southeasterly along said easterly boundary to the northeasterly corner of the Oak Hills Ranch as shown in said Record of Survey 2-5 ; thence southeasterly along the easterly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 and continuing southwesterly along the southerly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 to the proposed southerly extension of Weir Canyon Road as shown on said Master Plan of Arterial Highways ; thence southerly along said Weir Canyon Road to the north boundary of Tentative Tract No. 13627 in the City of Tustin; thence southerly along the centerline of Jamboree Road within Tentative Tract No . 13627 to -20- Tustin Ranch Road; thence southerly along the centerline of Tustin Ranch Road within Tentative Tract No. 12870 to Irvine Boulevard, thence easterly along the centerline of said Irvine Boulevard to Sand Canyon Avenue; thence southerly along the centerline of said Sand Canyon Avenue to the proposed realignment of Trabuco Road as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of said proposed realignment of said Trabuco Road to the proposed northerly extension of Muirlands Boulevard; thence along said Muirlands Boulevard to the centerline of Alton Avenue, thence northerly along the centerline of said Alton Avenue to Jeronimo Road ; thence easterly along the centerline of said Jeronimo Road to Bake Parkway; thence northerly along the centerline of said Bake Parkway to Trabuco Road; thence easterly along the centerline of said Trabuco Road to Impressa Street ; thence northerly along the centerline of said Impressa Street to Santa Margarita Parkway ; thence easterly along the centerline of said Santa Margarita Parkway to the proposed Antonio Parkway as shown on said Master Plan of Arterial Highways ; thence southerly along the centerline of said Antonio Parkway to Ortega Highway; thence southwesterly along the centerline of said Ortega Highway to the proposed easterly extension of Avery Parkway as shown on said Master Plan of Arterial Highways ; thence westerly along the centerline of said proposed extension and Avery Parkway to the Santa Ana Freeway where it intersects the common boundary between the Foothill/Eastern and the San Joaquin Hills AOBs ; thence southeasterly along said common AOB boundary to the Orange/San Diego County line; thence northerly along the Orange County line to where it intersects the centerline of the proposed La Palma Avenue as shown on said Master Plan of Arterial Highways . ZONE B Zone B is described by the total Foothill/Eastern Area of Benefit excluding Zone A as described above . VIII . FEES In order to establish a corridor fee, it is necessary to determine who is to pay the fee, the facility cost to be supported by fees and a basis or unit of measure for the fees . As has been previously stated, it is proposed that fees be paid by future development within the defined -21- Areas of Benefit in reasonable proportion to the benefit derived . The corridor facilities will, of course, also benefit existing development within the Areas of Benefit . The share of corridor cost attributable to benefits derived by existing development is proposed to be funded from other sources . A. Determination of Fee Program' s Share of Corridor Cost The first step in calculating the fee program share of the corridor cost was to determine the percentage of corridor user trip ends that originate or end within the Area of Benefit which are attributable to new growth. Trip information derived from the SOCCS travel demand model was used for this analysis . This percentage was established as the developers share and multiplied by the total corridor cost to determine the fee program share of costs as shown in Table VIII-1 . The fee program share of corridor cost was then separated into amounts representing direct and indirect benefits to the benefit zones (A & B Zones) based upon peak hour and non-peak hour travel characteristics . Approximately sixty-one percentAl (61%) of corridor trips are expected to occur during non-peak travel hours , thus representing a measure of the direct benefit from the corridors . Approximately thirty-nine percent- of corridor trips are expected to occur during peak hours of travel, thus representing lessened congestion on the remaining transportation system. This system relief is defined as indirect benefit . The direct and indirect factors were used to identify the relative benefits between the A and B zones . The portion of fee program share representing direct benefit was divided between the A and B zones based upon the percentage of corridor user trips due to growth within each zone . The portion of developers share representing indirect benefit was distributed between the A and B zones based upon the percentage of total trip ends on the transportation system within each zone . The fees for the A and B Zones , therefore, include a measure of both direct and indirect benefits 4/ Caltrans , LARTS 1976 Urban Rural Survey. -22- received by each zone . Exhibits VII and VIII show the method in which these calculations were made . The fee program share of the original estimate of Corridor Cost shown below represents an estimate of the share attributable to new development. It is expected that this share may change as future revisions are made to the fees . TABLE VIII-1 FEE PROGRAM SHARE OF CORRIDOR COST Total Corridor Developers Costs ($) Share (%) Share ($) SJHTC Zone A 28 . 6% $ 97 ,856,775 Zone B 19 . 8% $ 67 .643 .330 Total $341 ,660,000 48 .4% $165 , 500, 105 F/ETC Zone A 25 .8% $133 ,096 ,099 Zone B 22 . 7% $117 . 131 .975 Total $516,147 ,000 48 . 5% $250,228,066 B. Determination of Base Fee The cost attributable to future development must be reduced to a fee so that it may be apportioned in an equitable manner to specific types of development . Allocation of the cost on the basis of trip end generation by general land use category is proposed, where: cost apportioned to future development in the AOB zone = cost/trip end trip end growth in the AOB zone -23- SJHTC F/ETC Zone A $97 .856 .774 $133 ,096 . 091 $74/TE _ $80/TE 1,321 , 160 1, 665 ,922 Zone B $67 .643 .330 $117 .131 .975 $46/TE _ $43/TE 1 ,462,093 2 ,730,730 The data used in computing the average cost per trip end are summarized in Exhibit I% and X. The trip end generation factors used in the calculation were derived from the EMA Trip Generation Rates , shown in Exhibit RI . The projected growth in dwelling units was taken from the respective San Joaquin Hills and Foothill Transportation Corridor studies . Projected growth in industrial/cpggmercial floor space was generated from MMTS II employment projections . C. FEE DISTRIBUTION Various land uses within the area of benefit have been grouped into three major categories for the purposes of distributing fees to individual developments . The three general categories used include residential single-family dwelling units , residential multi-unit dwellings , and non-residential land uses . The trip ends calculated for the non-residential land use category were a summation of more specific non-residential categories such as manufacturing, retail regional , neighborhood/community commercial , and office uses . The trip generation rates used to calculate the trip ends for each of these more specific non-residential land uses were averages of rates shown in Exhibit %I . Prior to the summation of the trip ends from each of the more specific non-residential land uses , an adjustment was made to the projected trip ends for neighborhood/community commercial land uses . This adjustment was an attempt to reflect the benefits to residential land uses 5/ Employment projections adopted by the Orange County Transportation Commission. -24- which accrue from construction of neighborhood/community commercial development . Neighborhood/community commercial primarily benefits local residents by providing an opportunity to shop close to home. Many of the trip ends typically assigned to local retail uses are accounted for by these short trips arriving from and returning to residences . These residential-related trip ends actually provide savings in travel costs due to the short nature of the trip. Additionally, neighborhood/community commercial development tends to reduce energy consumption and traffic impacts . Residential land uses receive sufficient benefit from construction of neighborhood/community commercial development to distribute a portion of the trip ends attributable to neighborhood/community commercial development to residential land uses . For this reason, 60% of the trip ends attributable to neighborhood/community commercial development were reassigned to single family residential and multi-unit residential land uses as a measure of this increased benefit . The reassigned trip ends were split between single family and multi-unit residential land uses based upon their respective trip ends due to growth. The adjusted trip ends are as follows : TABLE VIII-2 ADJUSTED AOB TRIP ENDS )and Use Category Zone A Zone B Generated Adjusted Generated Adjusted Trio Ends Trip Ends Trip Ends Trip Ends SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Single Family Residential Units 379,452 557,635 139,368 254,936 Multi-Unit Residential Unit 193,956 285,053 240,723 440,312 Neighborhood/Community Commercial 448,800 179,520 525,262 210,105 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Single Family Residential 666,024 897,960 643,812 1 ,143,880 Multi-Unit Residential Units 160,377 216,238 248,906 442,221 Neighborhood/Community Commercial 479,662 191 ,865 1 ,155,638 462,255 -25- Once this adjustment was made, the fee program share of the total corridor cost for each of the three generalized land use categories was determined . The single-family residential and multi-unit residential share of the corridor cost was calculated first by multiplying the adjusted trip ends shown above by the appropriate cost per trip end as developed in Exhibits IX and X. The non-residential share of the corridor cost was calculated by using the difference between the total fee program share and the total residential share of the corridor cost. The fee program share of corridor cost by generalized categories is : TABLE VIII-3 FEE PROGRAM SHARE BY LAND USE CATEGORY Single Family Multi-Unit Total Residential Residential Non-Residential Developer' s Share SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A $41 ,264,990 $21 ,093,922 $35,497,862 $ 97,856,774 Zone B $11 ,727,056 $20,254,352 $35,661 ,922 $ 67,643,330 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Zone A $71 ,836,800 $17,299,040 $43,960,251 $133,096,091 Zone B $49, 186,840 $19,015,503 $48,929,632 $117,131 ,975 Once the fee program share of corridor cost by the three generalized land use categories was determined , a fee for each of these categories was determined by dividing each share by the appropriate number of residential units or areas of buildings , shown in Exhibits IX and X. Following is the final fee calculation for each of the three general land use categories for both A and B fee zones . -26- TABLE VIII-4 AREA OF BENEFIT FEES Original Original Fee Original Rounded Current Land Use Calculation fa fga EU SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A Single-family $41 ,264,990 + 31 ,621 units $1 ,305/unit $1 ,305/unit $1372/unit Multi-unit $21 ,093,922 + 27,708 units $761/unit $760/unit $799/unit Non-residential $35,497,862 + 20,021 ,185 sf $1 .77/sf $1 .75/sf $1 .84/sf Zone B Single family $11 ,727,056 + 11 ,614 units $1 ,010/unit $1 ,010/unit $1062/unit Multi-unit $20,254,352 + 34,389 units $589/unit $590/unit $620/unit Non-residential $35,661,922 + 27,700,559 sf $1 .29/sf $1 .30/sf $1 .36/sf Fee Original Rounded Current Land Use Calculation fig fie fu FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Zone A Single-family $71 ,836,800 + 55,502 units $1 ,294/unit $1 ,295/unit $1360/unit Multi-unit $17,299,040 + 22,911 units $755/unit $755/unit $794/unit Non-residential $43,960,251 + 24,231 ,767 sf $1 .81/sf $1 .80/sf $1 .89/sf Zone_@ Single-family $49,186,840 + 53,651 units $917/unit $920/unit $967/unit Multi-unit $19,015,503 + 35,558 units $535/unit $535/unit $563/unit Non-residential $48,929,632 + 46,616,669 fees $1 .05/sf $1 .05/sf $1 .10/sf -27- D. APPLICATION OF FEES When development fees are collected at the time of building permit issuance, the number of residential units or area of non-residential buildings will be known. The fees for each development will simply be calculated by multiplying the number of residential units or gross floor area of non-residential buildings times the appropriate land use category and the fee zone . Gross floor area shall be defined as total floor area including each floor of multiple story buildings within the outer footprint of the building as described on the building permit . Adjustments will not be made to traffic generation rates to reflect anomalies due to project design or other conditions . All land uses will be determined to be within the most appropriate of the three general land use categories . In the event an existing non-residential building is proposed to be expanded, the fee will be determined by the net increase of building area. If a non-residential building is converted to another non-residential use with no net increase in building area, no fees shall be required . Parking structures shall also be exempt from payment of fees since they do not generate a vehicular attraction in and of themselves . The following categories which receive exemptions from payment of property taxes will also be generally exempt from paying transportation corridor fees : (1) Church; (2) Religious ; (3) College; (4) Welfare ; (5) Wholly Exempt ; (6) Other . The final determination of whether a property is exempt will be based upon verification of a property tax exemption for those specified categories on the latest Assessors roll as defined for Orange County by the State of California. Government-owned facilities or utilities shall be exempt from payment of fees to the extent that the facilities will not be used for generating revenue or commercial purposes . Examples of exempt public uses are city halls , park buildings , and other public buildings . Privately owned utilities will not be exempt from payment of corridor fees . Notwithstanding property tax exemptions , governmental-owned or constructed facilities (including but not limited to counties , cities and -28- redevelopment agencies) which will generate revenue or be leased for commercial purposes shall pay fees in accordance with the established fee schedules . Examples of this include the revenue generating portions of airports , train stations , stadiums , sports arenas , convention centers , bus terminals , hotels , or concessions on public lands . In the event construction of these facilities is an expansion of an existing use, the fee shall be determined based upon the net increase of building area. All disputes over application of fees to specific projects or disputes over exemptions of projects from fee requirements shall be presented to the Joint Powers Agency described in Section %III of this report for resolution. Examples of fee calculations : 1 . The fee for a development consisting of 100 single-family detached units , 300 condo units and 25 ,000 s .f . of office and Neighborhood Shopping Center uses, calculated upon original rates , would be: San Joaquin Hills AOB (Zone A) : (100 D.U. x $1305/D.U. ) _ $ 130,500 (300 D.U. x $760/D.U. ) _ $ 228, 000 (25 ,000 S .F. x $1 .75 S .F. ) _ $ 43,750 Total fee for development if located in Zone A of SJHTC AOB - $ 402.250 Foothill/Eastern AOB (Zone B) : (100 D.U. x 920/D.U. ) _ $ 92,000 (300 D.U. x $535/D.U. ) _ $ 160,500 (25, 000 S .F. x $1 . 05/S.F. ) _ $ 26.250 Total fee for development if located in Zone B of Foothill/ Eastern AOB $ 278.750 2 . Total fee for reconstruction of a 10,000 s .f . office building to a 15,000 s .f . Neighborhood Shopping Center would be calculated as follows : -29- San Joaquin Hills AOR (Zone B) : (5 , 000 s .f . x $1 . 30/s .f . ) _ $ 6,500 Total fee for development if located in Zone A of SJHTC AOB = $ 6 .500 Foothill/Eastern AOB (Zone A) : (5 , 000 s .f . x $1 .80/s .f . ) _ $ 9 ,000 Total fee for development if located in Zone A of Foothill/ Eastern AOB = $ 9,400 IR. DEFERRAL OF FEES Fees may be deferred by the Parties for residential multi-unit rental projects or projects which include State or Federal requirements to provide units affordable to families with incomes less than 80% of the median income (Section VIII housing) . The deferral may be for a period of five years from the issuance of building permits or the period of the State/Federal funding requirements beginning upon issuance of the first building permit . The fees to be paid shall be those in effect at the time of payment and shall be secured by an agreement and renewable letter of credit held by an escrow company, or cash or time certificate of deposit in the amount of fees plus 15 percent in anticipation of inflationary increases . X. CRITERIA FOR COLLECTION OF FEES The enabling ordinance provides for collection of fees as a condition of final map approval or issuance of building permits . Fees shall be collected prior to issuance of all building permits for new residential structures and commercial/industrial structures which establish new and enlarged floor space. Fees will not be required for remodeling or reconstructing existing structures to the same number of residential dwelling units or equal commercial building area. Fees will not be required for construction of retaining walls , patio covers , swimming pools or other non inhabitable residential structures . -30- XI . DEVELOPMENT EXACTIONS & CREDITS Development projects containing portions of transportation corridors within their boundaries shall be required by condition of approval of the cities or county Parties to accomplish the following: 1 . Dedicate right-of-way in accordance with schematic plans approved by the applicable Agency. 2 . Grade corridor right-of-way in accordance with schematic pians approved by the applicable Agency and shown on the Tentative Tract Map and rough grading plans . 3 . Construct arterial overcrossings for internal arterials as determined by the applicable Agency. Width of overcrossing structure (i .e . , number of travel lanes) is to be determined based upon vehicular and pedestrian traffic generated by the proposed project . 4. Construct corridor travel lanes and interchange ramps required immediately for access to proposed development or system continuity (closure or short gaps) in accordance with the corridor construction phasing plan adopted by the applicable Agency, or as otherwise approved by the applicable Agency. Number of lanes required is to be based upon traffic generated by proposed project . 5 . Participate, among other designated beneficiaries , in the San Joaquin Hills or Foothill/Eastern Transportation Corridor fee program. Subdivision in which right-of-way, grading and improvements are required for the transportation corridors will be eligible for credit toward payment of the MT&B fees to the extent that the costs were included in development of the fee program. Except when otherwise provided by an agreement entered into by a Party prior to the effective date of this First Amended and Restated Agreement , whenever subdivision approvals are conditioned upon requirements to grade or improve portions of transportation corridors or dedicate right-of-way in excess of Major Arterial Highway Standards , and these costs exceed fees that would otherwise be due, the developer shall enter into an agreement with the applicable Agency and county or applicable city prior to -31- recordation of final tract or parcel maps to identify the difference in the dollar amount between the estimated costs of the grading, improvements , and/or right-of-way, and the calculated fees . Such agreements will establish the amount of reimbursement for which the developer is entitled . A developer shall be entitled to reimbursement after acceptance of improvements by the applicable Agency to the extent major thoroughfare and bridge fees are available for reimbursement after satisfaction of all other obligations of the applicable Agency for which major thoroughfare and bridge fees are required . Satisfaction of such reimbursement obligations, however, in the event funds used to construct corridor facilities in excess of fee obligations are derived from Assessment District or Mello-Roos Community Facilities District bonds shall be made to such districts in a manner which will reduce the amount of such bonds in proportion to the reimbursement payment made by Agency. Except for the initial issuance and sale of bonds by Agency, repayment of all existing reimbursement agreement obligations by Agency shall be funded by any subsequent bond issue and satisfied upon receipt of bond proceeds . If the estimated costs of the grading, improvements , and/or excess right of way are less than the calculated fee, a developer may relinquish credits in lieu of paying fees until credits are fully utilized with the remainder of the fee to be collected prior to issuance of building permits . In the event a development not requiring subdivision is conditioned to construct or grade portions of the transportation corridors or dedicate right-of-way, reimbursement agreements shall be executed prior to issuance of any building permits within the project boundaries . Developers will be allowed to apply credits earned on one project to another project within the same Area of Benefit owned by the same developer . In the event title to the land of a project changes , credits can be transferred to another developer with the title to the land upon written notification to the appropriate legislative body and applicable Agency that is a party to the reimbursement agreement . Credits will otherwise be non-transferable from one developer to another . Credits can be used for the purpose of reducing fees prior to completion and acceptance of grading, improvements or right-of-way dedication. However , except as otherwise provided herein no reimbursements shall be made until all -32- grading, improvements or dedication are completed and accepted by the Agency and funds are available for reimbursement as determined by the Agency. The guidelines for determination of fee credits are as follows : I . General Credit for right-of-way dedication, grading, and other improvements will only be given to the extent that the cost of such right-of-way or improvements are included in the calculation of fees in the Major Thoroughfare and Bridge Fee Program. 2 . Right-of-Way Credit will be given for right-of-way dedication at the rate of $50,000 per acre adjusted in accordance with the California Construction Cost Index, or comparable index selected by the Board, currently $52 ,546 per acre, except for slope easements and a 120-foot-wide strip along centerline of the transportation corridor which would normally be required for arterial highway dedication. 3 . Grading Credit will be given for earthwork, road and slope drainage, buttressing, stabilization, hydroseeding and erosion control at the following combined rates : SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Original/Current Corridor Segment Credit Rate Jamboree to Station 511+50 $149 ,784/$157,410 per acre road easement Station 511+50 to Moulton Parkway $124, 132/130,452 per acre road easement Moulton Parkway to Paseo de Colinas $124,915/131 ,275 per acre road easement FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Foothill/Eastern Corridor $137 , 060/$144,038 per acre road easement -33- The term road easement as used above includes the entire area within right-of-way (hinge point to hinge point) excluding slope and drainage easements . The credit values furthermore include percentages or work estimated for engineering, administration and contingencies for the respective transportation corridors . 4. Drainage Credit will be given for drainage structures in accordance with lengths of pipe and unit prices estimated as costs in the fee program or for as-built structures which the Director , EMA or his designee determine are reasonable equivalents of the structures in the fee program cost estimate. Unit prices for as-built drainage structures will be those used in the latest fee program cost estimate. Engineering and administration credit of 15% of the drainage structure credit will be added . Contingency credit of 10% of the drainage structure credit will be added . Terrace drains , downdrains and temporary drainage facilities or erosion control facilities are included in the average unit cost of grading. 5 . Other Improvements Credit will be given for other improvements at the rate at which the improvement was estimated in the fee program plus 15% for engineering and administration plus 10% for contingencies . The credit rates specified above will be revised whenever the corridor costs estimates are revised for the purpose of adjusting fees . Once fee credits are established by an executed reimbursement agreement, no further adjustments will be made to those credits because of revisions to the corridor cost estimates or fee adjustments . XII . ANNUAL FEE ADJUSTMENT It is intended that annually the fee programs be automatically adjusted by the Agencies in accordance with the California Construction Cost Index, or other comparable index selected by the Board , and further adjusted by the Agencies to reflect updated project cost estimates , substantial -34- changes in general plan land use elements , or other pertinent information. In the event an annual evaluation of the fee programs causes fees to be reduced for any reason, reimbursements will not be considered for fees already paid . %III . JOINT POWERS AGENCIES There are thirteen different cities within the proposed Areas of Benefit for the Foothill/Eastern and San Joaquin Hills Transportation Corridors . Joint Powers Agencies ("Agencies") consisting of City and County Parties have been formed for the purposes of planning, designing, financing and constructing the San Joaquin Hills and Foothill and Eastern Transportation Corridors . Fees collected by such Cities and the County will be deposited with the Agencies for such purposes . The Agencies will be responsible for administering fees collected under this fee program including any credits reimbursements called for in reimbursement agreements identified in Section %I of this report . -35- i 1IM11 (�lrllSWONMI Alb Eww vim a vw �T I� r r... f Au" AVviw ...:::.... •;::::::::::::: .. eros . �• ' ��':'yI:<�::: �::r`}`;r:;>::�:�' , � 1� I�(,Ie oI • 'I' • :Z ,✓ 'pr s 1 .♦'� 1 2 EXHIBIT II 3 RESOLUTION OF THE BOARD OF SUPERVISORS OF 4 ORANGE COUNTY, CALIFORNIA s April 21, 1982 6 on action of Supervisor Wieder, duly seconded and carried, the 7 following Resolution was adopted: S WHEREAS, development of lands is occurring which contributes 9 directly to the need for transportation corridors; and 10 WHEREAS, said development may obstruct future right-of-vay for 11 the transportation corridors; and 12 WHEREAS, development benefitting from implementation of the 13 transportation corridors should contribute toward the cost generally 14 in proportion to the need generated; and 13 WHEREAS, right-of-way for the transportation should be protected 16 as development occurs; and 17 WHEREAS, grading should be aceomplisbed, whenever possible, in 1S conjunction with the grading and development of surrounding property; 19 and 20 WRSREAS, implementation of logical increments of the corridor 21 should occur in conjunction with the land development process whenever 22 the transportation needs of that development require those facilities 23 for access; and 24 WHEREAS, development policies for the implementation of the f25 transportation corridor will provide a basis for planning of future 26 development and serve as notice to the public as to the future 27 locations of the corridors; IG:ddh Resolution go. 82-598 Transportation Corridors Development Policy -37- 1 1 NOW0 TH%ACeORE, BE IT RESOLVED that as a condition of approval 2 of subdivisions containing within their boundaries portions of 3 transportation corridors shown on the Transportation Element of the 4 County General Plan the developer shall: 3 1. Dedicate right-of-way to County. 6 2. Grade corridor right-of-way in accordance with schematic 7 plans approved on the tentative nap and rough grading plans approved s by the Director, SMA. 9 3. Construct arterial overcrossings for internal arterials. 10 Width of overcrossing structure (1.e., number of travel lanes) is to 11 be determiaed based upon vehicular and pedestrian traffic generated 12 by the proposed project. 13 4. Construct corridor travel lanes and interchange ramps 14 required mediately for access to proposed development or system � � IS continuity (closure of short gaps) . number of lanes required is to L 16 based upon traffic generated by proposed project. ' e 17 S. Participate, among other designated beneficiaries, in any Is established corridor development fee program. Costs incurred pursuar. 19 to.Conditions 2 through 1 shall be creditable against fees. Costs 20 incurred pursuant to Condition 1 shall be creditable against fees to 21 the extent that the developxt fee program includes said right-of-wa; 22 cost. 23 BE IT FURT8ER RESOLVED that ZYA is hereby directed to amend 24 appropriate sections of the Subdivision and Zoning Codes to implement g 25 this policy. $! 26 SE IT PIIRTKZR RESOLVED that EMA is hereby directed to incorporate 7 27 in General Plan amendment elements, coning actions, area plans and 3s site plans recommendations appropriate for implementing this policy. -38- I bE IT e'L•kiFNk KESOLVED that EVA is hereby directed to begin ( 2 analyzing pgtential areas of benefit as an adjunct to the Orange Count 3 Orange County Transportation Commission Transportation >rinance Study. 4 BE IT FURTHER RESOLVED that affected cities be requested to adopt 3 similar policies. 6 BE IT rURTHER RESOLVED that EMh is hereby directed to proceed 7 expeditiously with the establishment of a fee program. 9 10 11 1_ 13 11 Y I i� IS `y 16 17 Y 18 AYES: SUPERVISORS Eti'.PXM M. WIEDER, RALPS B. CLhRK, AND ROGER' S. ISTAN.TOR 19 I ID NOES: SUPO!YISOPS =2M 21 ASSENT: unRYISORS BRUCE RESTAME AND TnDMAS y. RILE]• 22 STATE OF CALIFORNIA sa. 23 COUNTY OF ORANGE I. JUNE ALEXANDER. Clark of the Board of Supervisors of Orange County. Califorri 21 hereby certify that the above and foregoing Resolution was duly WO �dglim adooted by the said Board ata regular sxetin9 thereof held on the 21st , .4ro6f ;•• . 25 19 B2 and Passed 0Y • mus rote of said ar: pzasent� .� 26 IN WITNESS WHEREOF. I have Hereunto set Or and and>>s l h s 21st tlay of 27 April . 19 g2 . 26 l J J ijT llN Clerk of I . ftfrd of Sppervigors of OranOelCou�t�«,��1'ifornia -39- •... t►�i► �� a'as �► ;��: y. ��wv�i\ems �,� rte' '�:1 ►d��'��d� �-�,� np i Let q, VVJ gas AREA OF • • HILLS FOR CORRIDOR USERS TRANSPORTATION CORRIDOR EX .mss �� . ON pEMWAGM r yd_^ } �� ; i rtlx{�y.c>'°��'} •Lk. rYx r � >} Fie � �� k �� .-'' •ri s'y '•tf �t sig��!:.L — .'.t_' • ' •Y;r el .x� ate .... _ r; ti§ �.l Vis' � • LE3ENo AREA OF INFLUENCE FOOTHLL/EASTERN p > a• �-� •.e-..• FOR CORRIDOR USERS TRANSPORTATION CORRIDOR p •e-�• p aa• E%HIBIT IV C= 4 4A (BASED ON pERCENTAOE OF USER TRMSI I 1 I I I L C f �,��`.. � tet- — �,.,�•�— ;� '��'`��19c�.� ' `'r fir..,■ ��+rr_�t�-9:J'�.. JA • �, h� ti ` NXMTr VII page 1 of 2 vu pmmm SW2 Cr TOTAL CORRIDOR COST SAN Jaw= SZLLB TAAt7 POWATION CORRIDOR Outside Sone A Sone S AM Corridor Oser Trite Vit, One or Soth ands In Sone Trips beginning and ending in sone 27.109 5,890 9,116 (Trips due to growth) 290047 9.811 22,195 (Total trips) 2n/Out nips 60,145 250534 49,798 (Trips 6" t growth) 78.520 2S,34S 69,894 out/in Trips 57.362 28,141 50,274 (Trips " to Rte) 73,274 38,582 72,203 (Total tips) 42rip end Analysis 171,725 65,755 118,304 (Trip ends due to growth) 210,188 93,549 186,487 (Total trip ends) 1 51.70% 70.29% 63.44% (percent corridor TS due to growth)2 42.88% 19.08% 38.04% (percent corridor Users Ts by Sone) 3 35.03% 13.41% 24.131 (percent corridor seers Ts due to growth) !percent corridor Ti dee to growth ' trio ends due to growth Total Trip Snds apercent corridor ewes Is by oma " Total %Lir ends rer sone S�a�ation of total trip ends 3peroent corridor seers IS due to Rah ' s percent corridor users TsbY :one =20-19 -44- MCHMIT VII Page 2 of 2 PBs PROGMN SMRS or TOTAL CORRIDOR COST BAN MA9GIN RIidB TNMPONTATION CDRRIDOR 1 Corridor once TO Direct indirect Pee Program Growth is zona Dem to Growth Benefit Benet it Share Trip sada Pee 35.031 { 77@OOi,f31 24,049,!41 { 9700S60775 1@321@160 {74/18 13.411 { 27,945430 { 398695,200 1 67,643,330 1,462,093 {46/m Total 10.441 {100,9SS,064 { 64,S4S,041 {16S,5001105 2@703,253 056/!6 (An.) 1. Total Corridor Cwt ■ {341,"0@000 2. Fee Pcofcam share a 40.441 x {3410"00000 0 {165@5006105 vt 3. Direct Benefit 611 x {165,500@105 0 {l00@95S,064 4. Indirect Benefit 394 x {165,500@105 • 164,545,041 S. lane ► Share Direct Benefit 35.031 x {341.660,000 x 611 - { 73,006@934 • "tout Benefit 30.51• x {64,545,041 a ! 24.649.04! tout { 97,056,775 6. lane B share Direct Benefit 13.411 x {3410660@000 x 611 m { 27,940,130 Indirect Benefit 61.5016 s {64,S4S.041 9 39■665■200 Subtotal { 67@643,330 Total PN hofcae share {16505001105 •� Total system trip ends within ► 6 5 Some 23mnIT VIII page 1 of 2 VEL' pRo N Swm Or MAL CORRIDOR ODST pO0TE=/SASTM M"p08t njW CORRIDOR Outside Zone A Sone f AOB Corridor User Trips With One at Both Lnds In Sone Trips beginning and ending in sono 27,922 1,322 20,555 (Trial due s) growth) h) (Total trips) 25,200 11,657 37,307 I%Iout Trips 65,629 316320 66,217 tftt&l tripe)s t growth)b) 50,763 46,004 88,512 Sbta Out/in Trips 75,449 33,648 SS,069 (Trips due to growth) 89,823 45,760 79,696 (Total trips) Trip Wad Analysis 1!9,!22 83,612 160,396 (Trip lads Ow to growth) 226,986 315,078 242,822 (Total trip ends) l 88.08% 72.66% 66.05% (percent corridor TS due to Sone)2 38.18% 19.68% 41.52% (percent corridor users TE byy Zone) 22,18% 14.30% 27.42% (percent corridor users Ta due to growth)3 4grosnt corridor TS Aur to growth ` ui Total !rip ogr �h as 2pereent eorrider users 12 b! song • Total trip ends wr sone imfil n of total trip ends glgtosat oorridoc were Ts dw to growth ` peers cent corridor wars 12 pby sole �r2o-u -46- antsIT VIII res poommPage 2 of 2 _ COSTRRI POpNIUWRA9sTM TRUNFORTATor TOM TIOON CORRIDOR Indirect Tee Program Growth in !ee 9 Cott1609 User. is Direct Benefit share Trip ends sone on to Growth • 34.161, 1107, 15,617 { 25,4so,n4 111300960091 1,"5,922 "SAM � 14.304 { 45,023,503 i 72,104,472 {117,111,975 2,730,731 143/Tts lot" N."s {152,639,110 { 97,500,946 { 250,220,0" 4,396,453 {57/TM (A"•) 1. low OottWot Cas! • {516,147,000 n 2. Pee Ptogran share . 40.406 x {516,147,000 a {250,2266064 i .r i 3. Direct 4eaetit 614 x {2"8226,066 0 {1S2,6399120 4. Indirect Benefit 390 x {250,224,066 ' {97,500,9" 5. Sone A Share Direct Benefit 34.144 : {516.1178000 = 114 ' 112584408474 • Subtotal4Indirect Benefit 26.114• x {97,566,9 c {133.096,091 G. Ione B share { . 45,023,503 Direct Benefit 14.304 x {516,147,000 x 614 Indirect Benet!! 73.410 x {978SN,946 ajubto� j 72.L108 117,131,975 Total PN Ptost" &We {2+0822600" •4 Total apten ttiP ends within 6 B Some sxMlerr Ix 009! PSR TRIP so Al"Isle SAN JOl►QUIM ULIJ ions A zona a Protected Growth In Dwelling Units Single Dwelling Unita (SM) 310,621 114614 Multiple Dwelling Units 4+U) 27,709 34,3*9 • Proiected Growth In Uduatrlal/Oomerclal Floor space Manutactucing Plooc space (aq. Pt.) S,6S9,1" 6,701,072 Retall-Reglanal Plooc Spew (eq. Pt.) 1r496v000 564260375 Retail-Locale Ploot space (sq. n.) 4,4SS,000 51252.623 Ottice/Othet Plooc spam (sq. Pt.) 6.3786017 9,9200467 Total Plocc Spada (sq. Pt.) 20,021.165 2707000559 Trip and Gcowth By Landuso Trip Rate Tactors m °` ' � 1 Bou (12 ?.a./o.U.l 379,452 1396364 MDU 0 T.a./D.U.) 1939936 240.723 Manufacturing 410 T.N./kat) 56.592 670011 Retail-Regional (SO T.a./kst) 74.800 2911319 Retail-Locale (100 T.R./kat) 444,600 5250262 Ottim/Othac (20 1,90/kat) 14705" 198,410 Total Tcip sods 1032101" 1,462,093 Nw Development Share of Total Corridor Coots 9708560774 1 67,643,330 Average Coat pat Tcip and Cwt in 1984 Dollacs 1 7411) $ 4642) e8ama a. aaigWwcbood/aomwmLty aommaccial 41) $97,856,774 t 1.321,160 78 ■ $74.07trtip NMI say $74/Tcip and 42) $67,643.330 t 1,462,093 is • $46.26/Y'cip sndj say $46/'tcip and MG-21 B7GIIBIT Y COST FOR TRIP MRD AMLTSIO POOR71IL6/OABTIN sone A sone B Projected Growth In Dwelling units Dingle Dwelling units (DDG) 530502 33#6S1 Multiple Dwelling units (RUG) 221911 3505" Projected Growth In Industrial/iCoerercial Floor space Manufacturing Floor space leg. Ft.) 7,660.992 13#139#465 Retail-Regional Floor space (sq. Ft.) 105960675 366520125 Retail-Local* Floor space (sq. Ft.) 6#796#625 110556,373 Office/Other Floor space (sq. Pt.) 1o#1S50269 17#7u#704 Total Floor space (sq. Ft.) 26#2310767 "0616.669 Trip and Growth By Landuss Trip Rate Factors a am (12 Tse/D.O.► 666,026 q3#616 i MOD (7 T.R./D.u.) 160,377 2466905 Manufacturing (10 T.R./ka!) 760616 134#39S Retail-Regional (SO t.B./ket) 79#946 192#606 Retail-Locale (100 T.B./kel) 479#662 181SS0636 Ottict/OtAer (20 TA./kat) 2030105 355,371 • Total trip Baas 10"S0922 2#730.731 Mew Developmat Share of Total Corridor Costs $133#6%#91 {117#131#973 Average Cost per Trip End Cost 1R 1962 Dollars 7911) 44(21 *Sart as neighborhood/ooRRnnity commercial (1) $133#096#091 t 1#66S#922 - S79.69/rcip Ends say f60/lrip Ond (2) 0117#131#97S ♦ 2#730#731 a f62.89/trip Ondi say 763/frip 2nd z=r3Pr II Page 1 of 2 DAILY VLHIMZ TRIP GENERNTION RNTES ORMGZ COUNTY MWIRMMMAL NhMGZ.!MEgr AMNCY August 1982 The following is a listing of vehicle trip generation rates toad for planning purposes by the Emwironmentsl Management Agency. These rates bave been compiled from a variety of sources. including County conducted studies, and are deemed representative of land sees within Orange County. 'TE/[sf• is on abbreviation for trip ends per tbousand square fast of gross building floor area. •TE/Ncre• sefess to trip ends per developed acre. land use TE/Rsf TE/Acre TL/Other INDUSTRIAL Light industrialAndustrial Park 13 176 Warehouse S 92 tLSIDLNTIAL Single Family Detached 32 TE/Du Single Family Detacbsd-estate 15 TE/Du Multiple unit (Apartments, Condos) 7 TE/Du sbbile Ease S TE/Du Retirement Community 4 TE/Du Motel 10 TE/Room Motel 9 TE/Room mowet Motel (TV use) 300 is TE/Aoom SICRFATIONAL Weighborbood Park 6 .Regional Park S State Park I Marina 6 TE/berth Beach 350 TE/1000' Sbore Golf Oourse 9 Campground S TE/Campsite 'tennis Club 43 TE/Court laquetball Club 26 31 TE/Court INSTITUTION Sltmentary school 47 1.0 u/student Junior Sigh /abool io 0.9 TE/student Sigh Sabool to 1.6 TE/Student Jmior College s0 1.5 TE/studsnt Cburch - Weekday isa Church - Sunday 135 Library 62 310 -50- 0 Vag* 2 of 2 Land lose UAW TE/1cre TE/Other Sospital It 200 14 TE/bed Nursing Some 2 2E/1ed O"ICE General Office is 240 Medical Office 75 S,esearcb Center 10 40 REmn Discount Store 65 Sardvare/som{e Improvement so SSO Shopping Center - Segional 50 Soo ( 30 Acres) Shappimg Center - Community 70 900 (10-10 Acres) Sbvpping Center - Seighborbood 11S 3250 ( 10 Awes) Sgtaurant - Quality (les.# Velvet Turtle, 110 Sungry Tiger# etc.) Ustaprant - Sigh Turnover (ie.# Sob'mp 2SO Denny's, etce) Seataurant - last food (ies.# Macoonald'sp 900 Carl's Ore# etc.) iatasobile sales 400 Service station 730 TE/station Supermarket 125 Convenience Market (iee.p 7-110 550 stop i Got eta.) SEMCES Sank - Malk in Sa0 Bank - Drive in IDS Savings and Loan - Walk In iS Savings and Loan - Drive In 75 SSS:desmo-22 SAXA5 —sl— TRANSPRATION CORRIDOR AGENCIES RIF 347 Michelson Drive, Suite 450 SUN 3t 3 42 QM OW?vine, California 92715 San Joaquin Hills (714) 553-0867 Foothill/Eastern Corridor Agency CITY CLERKMeyer, Curridor Agency John M er,Executive Ihmctor Chairman:Thomas F. Riley aE al kTVWT Chairman:Ben Bay Supervisor, County of Orange 4tTP Cr !.,:: Mayor, City of Anaheim Members:City of Costa Mesa Members:City of Anaheim San Juan Capistrano Newport Beach !ruin¢ Santa Ana San Clemente Orange Tustin San Juan Capistrano June 23 , 1987 San Clemente o Yorba Gnda Santa AnaCounty f orange County of Orange Anthony Bland, Mayor and Members of the City Council City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, California 92675 Re: FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY AND SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY ADJUSTMENT OF MAJOR THOROUGHFARE AND BRIDGE FEES ADJUSTMENT AS OF JULY 1, 1987 Dear Mayor Bland and Members of the City Council: In accordance with Section 4 .2 of the Joint Powers Agreement (the "Agreement" creating the Foothill/Eastern Transportation Corridor Agency and San Joaquin Hills Transportation Corridor Agency (the "Agency") , the Board of Directors of the Agency on June 11, 1987 approved the enclosed revised schedule of bridge and major thoroughfare fees imposed by the Agency members. The fee adjustment is based upon a 1. 04 percent rise in the California Construction Cost Index during calendar year 1986 prepared by the California Department of Transportation. Since each Agency member has adopted a resolution in accordance with Government Code Section 66484. 3 (b) (3) providing for periodic adjustment of the bridge and major thoroughfare fees based upon the California Construction Code Index, and their adjustment is based solely upon this Index, no action of the governing bodies of the Agency members is necessary to implement the revised fee schedule. Please notify the appropriate department of the new fee structure in order that it may be implemented in a timely fashion as of July 1, 1987 . Do not hesitate to contact us if you have any questions regarding this matter. Sincerely, John Meyer Executive Director JM kb p Enclosure 0 7 v CirY f`lGL� - Am eiry MG�Ct TRANSV6T .TATION CORRIDQ& '►GENCIES )RANGE COUNTY, CALL 1A FoothilliEastern Transportation Corridor San Joaquin Hills Transportation Corridor May 14, 1987 TO: Transportation Corridor Agencies FROM: Ken R. Smith SUBJECT: Major Thoroughfare and Bridge Fee Update The Technical Advisory Committee has considered the method of updating San Joaquin Hills and Foothill/Eastern Transportation Corridor fees and recommends a cost index increase prior to July 1, 1987. Consideration was given to a more thorough analysis of costs but was determined premature at this time. A comprehensive analysis of the fee structure should occur based upon the engineering analysis performed for the EIS and route alignment studies as soon as that information is complete and alignments are determined. The analysis of fee structure should also include changes in land use which have taken place since the establishment of the data base used for the fee program. The increase in fees is proposed to be based upon the California Construction Cost Index which is prescribed by Section 66484.3(b) (3) of the California Government Code for modification of major thoroughfare and bridge fees. The California'Cost Index has increased 1.042 during the calendar year 1986. Major thoroughfare and bridge fees were generally adopted by cities between August 1985 and February 1986, The latest California Construction Cost Index published is for the fourth quarter of 1986. The proposed cost index of 1.042 would, therefore, update the fees through the beginning of 1987. The revised construction costs for the transportation cor- ridors are proposed as follows: SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR COST Construction $262,437,000 Engineering b Administration 39,365,000 Contingencies 26,244,000 Right of Way (in excess of Major Arterial Hwy) 17,167,000 TOTAL (for purposes of Fee Program) $345,213.000 3347 Michelson Drive, Suite 450, Irvine, California 92715 (714) 553-0867 Transportation Corrid* encies • Page 2 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS COST Foothill Eastern Total Construction $235,986,000 $145,019,000 4381,005,000 Engineering 6 Administration 35,397,500 21,752,500 57,150,000 Contingencies 35,397,500 21,752,500 57,150,000 Right of Way (in excess of Major Arterial Hwy.) 14,298,000 11,913,000 26,211,000 TOTAL (for purposes of $321,079,000 $200,437,000 $521,516,000 Fee Program) The following fee schedule for the San Joaquin Hills and Foothill/Eastern Major Thoroughfare and Bridge Fee Programs is recommended for your approval. SAN JOAQUIN HILLS ROAD FEE PROGRAM Single Family Multi-Unit Residential Residential Non-Residential Current Proposed Current Proposed Current Pro ose Zone A $1,305/unit $1,319/unit $760/unit $768/unit $1.75/af. $1.77/af. Zone B $1,010/unit $1,021/unit $590/unit $596/unit $1.30/sf. $1.31/sf. FOOTHILL EASTERN ROAD FEE PROGRAM Single Family Multi-Unit Residential Residential Non-Residential Current Proposed Current Proposed Current Proposed Zone A $1,295/unit $1,308/unit $755/unit $763/unit $1.80/sf. $1.82/sf. Zone B $ 920/unit $ 930/unit $535/unit $541/unit $1.05/af. $1.06/sf. The adopted Major Thoroughfare and Bridge Fee Programs also contain provisions for granting credit for the dedication of right-of-way and for grading the transportation corridors. Revision of the fees by the proposed cost index also requires adjustment to the values of credit earned by developers. The following adjusted credit values are proposed to be adopted for the San Joaquin Hills and Foothill/Eastern Major Thoroughfare and Bridge Fee Program: SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Corridor Segment Credit Rate Jamboree to Station 511+50 $151,341 per acre road easement Station 511+50 to Moulton Parkway $125,423 per acre road easement Moulton Parkway to Paseo de Colinas $126,214 per acre road easement Transportation Corridicies ;'age 3 FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Corridor Segment Credit Rate Foothill/Eastern Corridor $138,485 per acre road easement Revised credit for right-of-way dedication will be given at the rate of $50,520 per acre except for slope easements and a 120-foot wide strip along centerline of the Transportation Corridor which would normally be required for arterial highway dedi- cation. RECOMMENDATION Adopt the revised cost estimates, fees and credit rates and request each member agency to adopt the revised Transportation Corridor Major Thoroughfare and Bridge Fee Programs within their jurisdictional boundaries. K. R. Smith Chairman, Subcommittee on KRS;nk Fee Structure Review Technical Advisory Committee AGENDA ITEM July 2, 1985 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: San Joaquin Hills and Foothill Eastern Transportation Corridors - Agreements for Joint Powers Authorities SITUATION: Agreements pertaining to the San Joaquin Hills and Foothill Eastern Transportation Corridors were to be presented for adoption at this meeting. Unfortunately, documents from the County and other partici- pating agencies are still being discussed and finalized. I will provide an oral status report at the meeting. This item should be continued until the agreements are finalized. COMMISSION/BOARD REVIEW AND RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None ALTERNATE ACTIONS: 1 . Direct staff to reagendize when this matter is ready for Council action. 2. Request further information. RECOMMENDATION: By motion, direct staff to reagendize this item when ready for Council action. ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- Respectfully submitted, 4Sephen B. lian SBJ:bmc A G=NI FY ';711 . � � .P4 � ili's 1114 R � I AGENDA ITEM June 18, 1985 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: San Joaquin Hills and Foothill Eastern Transportation Corridors - Agreements for Joint Powers Authorities SITUATION: Agreements pertaining to the San Joaquin Hills and Foothill Eastern Transportation Corridors were to be presented for adoption at this meeting. Unfortunately, documents from the County and other partici- pating agencies, are still being discussed and finalized. I will provide an oral status report at the meeting. This item should be formally reagendized for July 2nd. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None ALTERNATE ACTIONS: 1 . Direct staff to reagendize this item for July 2nd. 2. Request further information. --------------------------------------------------------------------------- --------------------------------------------------------------------------- RECOMMENDATION: By motion, direct staff to reagendize this item for July 2nd. --------------------------------------------------------------------------- --------------------------------------------------------------------------- Respectfully submitted, Stephen B. Julian SBJ:bmc AGENDA ITEM June 4 , 1985 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: San Joaquin Hills and Foothill Eastern Transportation Corridors - Agreements for Joint Powers Authorities SITUATION: Agreements pertaining to the San Joaquin Hills and Foothill Eastern Transportation Corridors were to be presented for adoption at this meeting. Unfortunately, documents from the County and other participating agencies , including current revisions to the Major Thoroughfare and Bridge Fee Program fee schedule and area of benefit, have not yet been received. Materials related to the Memorandum of Understanding will be made available for preliminary Council review as soon as they are prepared. This item should be formally reagendized for June 18th. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None ALTERNATE ACTIONS: 1. Direct staff to reagendize this item for June 18th. 2 . Request further information. RECOMMENDATION: By motion, direct staff to reagendize this item for June 18th. ------------------------------------------------------------------ Respectfully submitted, tep en B. ian SBJ:cj �'np C,ro ,;CuNCu_ AGE►" �� AGENDA ITEM May 21 , 1985 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: San Joaquin Hills and Foothill Eastern Transportation Corridors Joint Powers Agreement SITUATION: On February 5, 1985 the City Council approved a Memorandum of Understanding between the County of Orange and the City regarding the San Joaquin Hills Transportation Corridor. Similar Memoranda of Understanding were entered into between the County and the Cities of Newport Beach, Costa Mesa, Irvine and San Clemente. Although the City of Laguna Beach participated in some of the discussion, it declined to adopt the Memorandum of Understanding. A MOU was also entered into between the County of Orange and the Cities of Anaheim, Irvine, Orange, San Clemente, Santa Ana, Tustin and Yorba Linda for the Foothill Eastern Corridor. The City of San Juan Capistrano did not enter into that MOU. The Memoranda of Understanding did not bind the parties to participate in a major thoroughfare and bridge fee program or any joint powers of authorities that might be devised to construct the various trans- portation corridors. The MOU was a commitment to participate in a process to determine whether a joint powers of authority could be devised and to define the powers and scope and authority of such an entity. Since that time, Mayor Pro Tem Hausdorfer, Mayor Schwartze, myself and other members of the City Staff have actively participated in numerous meetings regarding the development of an appropriate joint powers authority agreement as well as a major thoroughfare and bridge fee program to finance the con- struction of the transportation corridors. Although the fee program continues to be worked upon, the joint powers authority agreements are essentially complete. It was determined early on in the process that the various cities preferred to have two separate joint powers authorities; one for the San Joaquin Hills Transportation Corridor and one for the Foothill Eastern Corridor respectively. As indicated previously, although the San Juan Capistrano City Council initially entered into only the MOU for the San Joaquin Hills Transportation Corridor, it became readily apparent during the course of our participation in the process that the City of San Juan Capistrano should very seriously consider participation in the Foothill Eastern Corridor as well . The purpose of the joint powers authorities is the planning and construction of the transportation corridors. Those not participating in the authority will not have a vote and very little voice in such planning and construction. In short, if the City of San Juan Capistrano is not willing to participate, the ability to the City to influence decisions which could have serious impacts upon this community is limited. As currently configured, the participants in the San Juan Hills Transportation Corridor are the Cities of Newport Beach, Costa Mesa, Irvine, Santa Ana, San Clemente, and San Juan Capistrano as well as the County of Orange. The City of Laguna Beach has thus far declined to participate. The Foothill Eastern Corridor participants are the Cities of Orange, Anaheim, Irvine, Santa Ana, Tustin , San Juan Capistrano and again , the County of Orange. AGENDA ITEM -2- May 21 , 1985 San Joaquin Hills and Foothill Eastern Transportation Corridors Joint Powers Agreements - (Continued) The essential provisions of the agreements are as follows: I. Board Structure and Voting Authority A. The Board of Directors is to be comprised of one voting member from each member city and two voting members from the County of Orange (one each from the third and fifth supervisorial districts respectively). B. Alternates. Alternate Board Members from cities must be elected officials, county alternates may be non elected officials. C. Ex-Officio Members. One each from Cal Trans and OCTC. Board may appoint additional ex-officios as it determines. II. Powers of Authorities A. Both authorities have the ability to take any actions necessary to plan, finance, and construct the transportation corridors. The San Joaquin Hills Corridor however has a specific limitation providing "the agency shall not maintain or operate or incur liability for the maintenance or operation of the facilities constructed pursuant to this agreement. " The Foothill Eastern agreement makes it permissive for the authority to ". . .maintain, repair, manage, operate and control the major thoroughfares and bridges in the Eastern and Foothill Transportation Corridors. " Both the Foothill and San Joaquin Hills authorities will be able to exercise the power of eminent domain and to issues bonds as may be necessary for the financing and construction of the corridors. III. Financing A. The source of financing for the plan and construction of the Transportation Corridors is the major thoroughfare and bridge fee program which must be adopted and maintained by each partici- pating agency. Such fees are currently limited for the actual planning and construction of the corridors. Therefore, the joint powers authority has the ability to assess each member at an amount of excessive said fees to meet overhead and other administrative expenses which may be specified in an annual budget adopted by the JPA Board of Directors. B. One or more members of the Agency may jointly participate in the issuance of bonds for the financing of the construction of the corridor. Bond financing is limited to the corridor fees and the agreements provide that ". . .no funds of a party AGENDA ITEM -3- May 21 , 1985 San Joaquin Hills and Foothill Eastern Transportation Corridors Joint Powers Agreements - (Continued) to this agreement shall be utilized as security or as a source for the payment or redemption of any bonds , without the consent of the legislative body of that party. " C. The lending and borrowing of funds may be permitted between the two joint powers of authorities provided both JPA boards consent to such transaction. IV. Acquisition of Right-of-Way A. Each member is responsible for acquisition by dedication, pursuant to the sub-division map act and other authority, the necessary rights-of-way for the transportation corridor within their jurisdiction. If an entity fails to acquire the right-of-way when it had the opportunity, then it would be required to reimburse the joint powers authority for any cost incurred by the authority in obtaining said right-of-way. B. Rights-of-way that can not be acquired through dedication are to be acquired by the joint powers of authority with all members participating in the cost of such acquisition. C. It is understood that the County of Orange has already entered into agreements and obligations for some right-of way that could not be acquired through dedication and such obligations would be assumed by the JPA's. V. Planning Policy Parties to the agreement recognize that "in accordance to the principles of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities. " It should also be noted that San Joaquin Hills Transportation Corridor calls for the facilities to be constructed consistent with scenic highway provisions whereas the Foothill Eastern Corridor does not contain such a provision. While there are certainly many other provisions to this Agreement, the foregoing represents an effort to summarize some of the more important provisions of the Agreement itself. Members of the City Council should scrutinize this Agreement closely and Staff will be prepared to answer any specific questions that may arise between now and June 4th at which time it would be our intention to schedule this item for Council approval unless of course, the City Council directs otherwise. AGENDA ITEM -4- May 21 , 1985 San Joaquin Hills and Foothill Eastern Transportation Corridors Joint Powers Agreements - (Continued) BOARD AND COMMISSION REVIEW: Not Applicable. FINANCIAL CONSIDERATIONS: The approval of joint powers of authority would obligate the City to adopt uniform major thoroughfare and bridge fee program and would subject the City to certain administrative expense associated with any adopted budgets of the JPA'S as well as, and as yet undetermined, administrative expense associated with the collection of major thoroughfare and bridge fee payments. ALTERNATIVE ACTIONS: None at this time. RECOMMENDATION: Receive the current drafts of the respective joint powers of agreements for the Eastern Foothill and the San Joaquin Hills Transportation Corridors. Further, schedule this matter for consideration by the City Council at your Regular Meeting of June 4, 1985. Respectfully Submitted, StepSen B. Julfan City Manager SBJ/fwm SUPERVISOR,FIFTH DISTRICT 1 THOMAS F. RILEY CHAIRMAN OF THE BOARD OF SUPERVISORS ORANGE COUNTY HALL OF ADMINISTRATION 10 CIVIC CENTER PLAZA, P.O.BOX 687, SANTA ANA,CALIFORNIA 02702-0687 PHONE:834-3880(AREA CODE 714) March 6, 1985 Honorable Gary L. Hausdorfer Mayor, City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, California 92675 Dear Gary: To follow up on our earlier letters, enclosed are several documents regarding the proposed Joint Powers Agreement for your review and consideration, and a status report from the technical committee regarding revised areas of benefit and fees. A "first cut" at a Joint Powers Agreement and a series of options for the governing structure provided at our request by the Orange County Transportation Commission are included. These items will be discussed at the breakfast meeting scheduled for Friday, March 15, at 7:30 a.m. at the Saddleback Inn. We look forward to continuing our cooperative discussion at that time. Sincerely, omas F. Riley �B uce Ne de Chairman of the Board Supervisor, Third District TFR:jbr Enclosure = cc: Stan Oftelie _ -- Murray Storm — - - Bill Zaun - Ken Smith John Erskine — (COPY 5Ea-, ;o (,+ rr%f M62) X TY CLL2K AML t 4 C TION Oe ORANGE COUNTY TRANSPORTATION COMMISSION March 4 , 1985 TO: Supervisors Riley and Nestande FROM: Stan Oftelie SUBJECT: Joint Powers Agreement Board of Directors The attached Joint Powers Agreement outlines a governing Board structure designed to maximize local control of the Eastern, Foot- hill , and San Joaquin Bills Corridors , while minimizing the need for new or duplicative administrative staff. As with the other provisions of the attachment , it is a first cut proposal . And, per your direction, this memorandum is a discussion of other options available for discussion. Where possible, some discussion of the advantages and disadvan- tages are included. In general terms , there are two options available for governing board structures : creating a new agency with a new board and new staff, or piggybacking on existing structures . The proposed JPA develops an alternative using the existing Orange County Transportation Commission' s administrative staff, plus local governing boards for primary decision-making. The staffing aspect is important because of County Counsel ' s opinion that no money generated by developer fees can be used for administrative overhead; it can only be used for project purposes . (Therefore, the OCTC could hire. a project manager for the corridor projects , but could not use developer fees to finance other normal overhead costs .) For an array of options involving existing agencies (the county , an individual, or combination of cities , or the Orange County Trans- portation Commission) , there is a potential conflict in determin- ing who the staff really works for: the Corridor Authority or the existing agency. The proposed JPA deals with this issue by making 1055 North Msin Suite 516 Santa Ana, CA 92701 (714) 834-7581 .:.ar.w.-.r.,•,_ ...��..r+�..:.:.--:..rti...��.Kr.:w.': :.. ..-,�.,..,v;,..:..�..a....u..�.... _ --..iw.:-ar:.... _c:.r.::,.:—..r.�..__ TO: Supervisors Riley and Nestande Page 2 C FROM: Stan Oftelie SUBJECT: Joint Powers Agreement Board of Directors an existing agency (OCTC) the governing Board of the agency. The local decision-making aspect of the process , however , is pro- tected by having local boards for each corridor. On these corri- dor boards , each agency has one vote. The-OCTC , with three super- visors on the Board of Directors , is placed in a position of either approving or vetoing, but not modifying, the recommendations of these individual Boards . Rather than using the OCTC staff and Board of Directors in this role, there are a number of other alternatives available: 1. - Joint Powers Agreement staff could b'e part of the County Environmental Management staff, with the County Board of Super- visors financing the administrative costs . C 2. An individual city ora consortium of cities could pick-up the additional costs and could house the new project staff. 3. A cost sharing allocation for funds , above the developer fee contributions , could be charged to each participating agency, according to an agreed upon formula. Such a formula would be developed by the JPA. 4. . The Board of Directors could contract with a private firm to serve as a project manager to oversee the work of another private consultant , who will do the design and other necessary work. 5. The- Board of Directors could hire a consultant to oversee work that is done by 'the EMA or the consortium. of cities . While this is an interesting twist , it may prove to be quite costly. The problems of staffing ties directly to the makeup of the Board of Directors of the Joint Powers Agency. If the staffing problem is solved, there are a number of other options available for consideration. Among the alternatives : TO: Supervisors Riley and Nestande Page 3 r FROM: Stan Oftelie SUBJECT: Joint Powers Agreement Board of Directors 1. The OCTC model, of three supervisors , three' city repre- sentatives , and a public member, could be replicated. This approach, however, does not solve the staffing problems nor does it provide each of the 11 participating cities with a direct voice on the Board of Directors . 2. The OCTD-LAFCO model, of two supervisors , two city offi- cials , and a public member could also be used, but the problems are identical. 3. A 1:6-member Board, consisting of all five members of the Board of Supervisors , plus the 11 cities in the area-of-benefit could be developed. Staffing could be dandled through deve- loper fees , where allowable, plus a cost-sharing formula for overhead. This approach appears to be weighted against the county, which would have roughly one-third of the votes , and ( would collect about 60 per cent of all developer fees . 4. Individual Boards for each corridor could be created, with a matching of city and county representatives . This would work on the Foothill (San Clemente, Irvine , and Tustin providing three city council members , the Board of Supervisors appointing three supervisors) , but it would run into problems on the San Joaquin and Eastern (six cities , five supervisors) . Some of these problems might be mitigated if some of the cities- do not participate , but the number and size of the Boards would still be unwieldy. Additionally, three separate staff may be required. 5. Some provision of weighted voting, based on the corridor fee contribution, could be developed and revised from time-to- time. (The County collects 60Z of the fees and has 60% of the vote on all matters. Some assessment districts use this approach, It is fairly cumbersome , but not unmanageable. ) Using the San Joaquin Hills Corridor as an example , this would be the proportional voting: TO: Supervisors Riley and Nestande Page 4 FROM: Stan Oftelie SUBJECT: Joint Powers Agreement Board of Directors Percent Contribution Agency in Developer Fees County 51 .32 Irvine 30 . 2 Laguna 0 . 9 Newport 9.8 San Clemente 5 . 0 San Juan 2.2 Costa Mesa 0. 6 These percentages could change , of ,course, if the developer C fee area-of-benefit changed or if any annexations take place'. Under this proposal, cities may be displeased with their share of the vote. Also , zoning decisions in each city could impact how much of a vote a city receives (a high rise approval would generate more fees and increase an agency' s voting power; a decision to make land open space or a park would decrease voting power) . Annual reviews of actual and anticipated fee revenues would have to be required, and a solution to the staffing problems would have to be developed. This is the most difficult of the proposals to administer. It rates high in terms of fair- ness , but low in terms of simplicity and ease of normal admin- istration. 6. The Santa Clara Traffic Authority model was discussed in a December memo to Supervisor Nestande (attached) . 7. Individual Boards for each corridor , where each agency would have one vote, and a new governing Board, with two or three supervisors , two or three city representatives from area-of- benefit cities , and a public member. This is a variation on the draft Joint Powers Agreement. The proposal in the draft Joint Agreement solves the staffing problem, provides each local agency with a strong local voice in decision- making, does not create administrative duplication, and provides a regional perspective to decision-making by involving the County' s regional transportation agency in an accept-reject role. It is TO: Supervisors Riley and Nestande Page 5 FROM: Stan Oftelie SUBJECT: Joint Powers Agreement Board of Directors clearly an option and could be replaced by a number of alternatives. Because of the positive aspects of this approach, it has been included in the first draft. Finally, to make sure there is close liaison with the California Department of Transportation, the Governor should be requested to appoint a Caltrans representative as an ex-officio member of the eventual governing Board. The OCTC currently has the District 07 Director, Heinz Heckeroth, as its ex-officio member. This provides a valuable communications link. It also ties to the termination of the JPA. This agency should be "sunsetted" when Caltrans takes over the maintenance and operations of the proposed corridors. Please let me know if you need any elaboration on these alternatives or if you want a change in the proposed Joint Powers Agreement. • ate„ • � fA� �. MEMBERS OF THE CITY COUNCIL .:/ ANTHONY L. BLAND ".JJJ LAWRENCE F. BUCHH CIM 111111"11"1 KENNETH E. PRIEBE ift11mR1 11 19 61 GARY L. HAUSDORFER 1776 PHILLIP R. SCHWARTZE • B CITY MANAGER STEPHEN B. JULIAN September 23 , 1985 Mr. Stan Oftelie Orange County Transportation Commission 1055 North Main Street, Suite 516 Santa Ana, California 92701 Re: Major Thoroughfare and Bridge Fee Program Cridfor San Joaquin Hills and Foothill/Eastern Transportation orors Dear Mr. Oftelie: The City Council of the City of San Juan Capistrano at its regular meeting held September 17 , 19185 , took the following actions: 1 . Approved the Joint Exercise of Powers Agreement creating Foothill/Eastern Transportation Corridor Agency. As you requested, the signature page is enclosed. 2 . Approved the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency. As you requested, the signature page is enclosed. 3 . Adopted Ordinance No. 552 adding Section 9-2 . 318 to Title 9 of the City' s Municipal Code adopting a Major Thoroughfare and Bridge Fee Program. A certified copy of the Ordinance is enclosed. 4 . Continued the Public Hearing regarding the Resolution establishing areas of benefit for each transportation corridor for 30 days to October 15 , 1985 . 5 . Approved policy statement excerpts from the San Juan Capistrano General Plan for inclusion in the memorandum of understanding entered into between the County of Orange and the City of San Juan Capistrano for the Transportation Corridors and established said policy statements as the guidelines by which the City' s 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 • (714) 493-1171 Mr. Stan Oftelie Orange County Transportation Commission September 23 , 1985 -2- participation in these programs will be conducted. Copies of the Scenic Highways Element, Noise Element, Community Design Element, Circulation Element, and Interim Policy Plan for Transportation and Circulation of the general plan are enclosed with the excerpts marked. 6 . Appointed Councilman Friess to be the City' s representative and voting member of the Board of Directors of the San Joaquin Hills Transportation Corridor Agency and appointed Councilman Hausdorfer as the alternate representative. 7. Appointed Councilman Hausdorfer to be the City ' s representative and voting member of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency and appointed Councilman Buchheim as the alternate representative. Copies of the agenda and staff report will be forwarded to you prior to the City Council meeting of October 15 , 1985 , at which time the continued Public Hearing regarding the Resolution establishing areas of benefit for each transportation corridor will be held. After the Joint Exercise of Powers Agreement creating the Foothill/Eastern Transportation Corridor Agency and the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency are fully executed, we would appreciate having copies for our files . Thank you for your cooperation. If you have any questions , please do not hesitate to call. Very truly yours, MARY ANN NOVER, CMC City Clerk MAH/mac Enclosures cc: City Manager Director of Public Works Greg Hastings , Planning Department, City of Anaheim Mitch Ritschel , Kaiser Development Company John P. Erskine , Building Industry Association Allison Martin, Mission Viejo Company Joint ExercisePowers Agreement j Creating the SdWoaquin Hills Transportate Corridor Agency R C tions, promises, covenants or conditions of this Agreement R shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent R jurisdiction, each and all of the remaining terms, provi- sions, sections, promises, covenants and conditions of this Agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law. L 11.6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. 11.7 Assignment. The parties hereto shall not assign any rights or obligations under this Agreement without written consent of 9 all other parties. 11.8 Execution. The Board of Superyisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. ATTEST: COUNTY OF ORANGE J Clerk of the Board of Supervisors By Chairman By Board of Supervisors Dated J -29- • • ATTEST: CITY OF COSTA MESA City Clerk City of Costa Mesa By Mayor By Dated ATTEST: CITY OF IRVINE City Clerk { City of Irvine By Mayor By Dated 1 ATTEST: CITY OF LAGUNA BEACH City Clerk City of Laguna Beach By Mayor By Dated ATTEST: CITY OF NEWPORT BEACH City Clerk City of Newport Beach By Mayor By { Dated J -30- ' R • i . L ATTEST: CITY OFAN JUAAt CAR T NO i City Clerk / ;641 City of San Juan Capistrano By Mayor Phillip R. Schw e By _ Appr v as to Form: Mary Han er Dated September 17, 1985 Joh Shaw, City Attorney (1 ATTEST: CI OF SAN CLEMENTE tL City Clerk . City of San Clemente By Mayor t By !. Dated ATTEST: CITY OF SANTA ANA a City Clerk City of Santa Ana By Mayor By Dated L f' -31- r ^ Joint ExercisePowers Agreement • Creating the Foo hill/Eastern Transportation Corridor Agency 11.8 Execution. r l The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. ATTEST: COUNTY OF ORANGE Clerk of the Board of ( Supervisors By Chairman Board of Supervisors BY Dated r ATTEST: CITY OF ANAHEIM City Clerk City of Anaheim By " Mayor BY y Dated ATTEST: CITY OF IRVINE City Clerk City of Irvine By Mayor IL By Dated ;L V -29- ATTEST: CITY OF ORANGE City Clerk City of Orange BY Mayor BY Dated ATTEST: CITY OF SAN CLEMENTE r City Clerk City of San Clemente By Mayor ri By "' Dated .i ATTEST: CITY OF JUAN City Clerk CAPI City of San Juan Capistrano By Mayor Phillip R. Sc artze Ap oved as to Fo BY Mary n Ha over Dated Se tember 17, 1985 Jo n Shaw, City Attorney ATTEST: OF SANTA ANA i., City Clerk City of Santa Ana BY Mayor k► By, r, Dated n cr .. -30- r • ATTEST: CITY OF TUSTIN City Clerk City of Tustin By Mayor By Dated I■ ATTEST: CITY OF YORBA LINDA [i City Clerk City of Yorba Linda By Mayor By Dated t� L -31- 801 . `1 2 . PROPOSED AMENDMENT TO JOINT EXERCISE OF POWERS AGREEMENTS FOOTHILL EASTERN AND SAN JOAQUIN HILLS TRANSPORTATION CORRIDORS (406. 608406 .625/801 . 7) Written Communications: Report dated November 5 , 1985 , from the City Manager, setting forth the exact language of a proposed amendment to both Joint Exercise of Powers Agreements to add a paragraph which removes the "penalties" for the withdrawal of a party from the Agency due to judicial invalidation of its fee program or participation in the Joint Powers Agencies. The amendment was prompted by the City of Irvine , whose participation in both the San Joaquin and Foothill/Eastern Corridors is being challenged in the courts by a citizens ' group. Approval of Amendment: — It was moved by Councilman Hausdorfer, seconded by Councilman Buchheim, and unanimously carried to approve the amendment removing the penalty for withdrawal by an Agency due to judicial action. II � 5 � g5 . • RUTAN & TUCKER MILFORD w DAHL• uDrtH WOODWARD ATTORNEYS AT LAW A w UTAry Be G ARON F SMALLENBERGCR• ONI PERRY ME5 B TUCRER�S. ...S R MOOR.• R A PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS M ROEDER.OW CLL I19 B] Ie eJ1 Mc`OwMIC R' M GREENOE iOBIN CENTRAL BANK TOWER, SUITE 1400 RICHARD RA BCURNUTT' EVR~DIn~IVICN II DALLAS LEONARD n NICHOLS SOUTH COAST PLAZA TOWN CENTER JOHN B ?RLBUJ GBROC.INGTON MICHAEL w MME LL' MAURICE SANCHEZ 611 ANTON BOULEVARO TELEPHONE 19141 641-5100 D MILFORD w a RANDALL M BABBU SM THEODORE IWALLACE,J ANDY L REZEN POST OFFICE BOX 1950 12131 625-7585 RONALD P ARRINLGTON• M HAOE ERER TELECOPIER V14) 546-9035 RICHARD P SIMS' Rn B F COSTA MESA, CALIFORNIA 92628-1950 MARSHALL M AN nRDGIVE ROBERT C BRAUN. HEATHER n ROGER A GRABLE• STVEN T 6RAHAMoD D D SYBESMA,JR PAMELA J JOHN S TONE TOOMAE 5 SALINGER• THOMAS J CRANE TELEX 910 596-IBB3 AVBSCHCR• RUCE A CMARO CABLE ADDRESS RUTAN TUC CSMA ROBEATW RTS TCMONEYWELI RINE JENSON OAVIO C LARSEN• DAWNCNovember 211985 ARTHUR CLIFFORD E FRIEDEN• SELMA J / G nIDMA • NET L LACHIAN MICHAEL D RV BIN• THOMPSON IFA L O R AROJFLYNN FFREY MN ODERMAN• SCOTT R JOSEPH O C...UTH HELEN A ROBI HAUD STAN WOLCOTT' DEBORAH 5 THOREN IN REPLY PLEASE REFER TO ROBEaT SBOWE IRCH J EDGE ARCIA A ORSYTH N C GASTELUM WILLIAM TICORENA RICHARD G MONTEVIDEO N a AREN L AN ELsoN LAN PH n eUSM CAPLAN DA VIO B SMITH FLYNN ILLN]CHAELL JT HORNTI R SMITH FLYNN rvPHILIP L EIOTiI A DH WRAY STE YE NS JOEL POD NUDERBERG LEE MCAROL AUS Z ILLIAN VN SCHMIDT D/.NIEE GENCF O DAVID J lESHIREG MY .SF ORBAiM + ME„ R L MORIST SARNER SMITH r_`) OWIG T L RONG J A5 F FINERTI C y mor T.RRIDIA55IwI.L CPR.o...,DNrn mn Wa o Benjamin P. DeMayo, Esq. vz�" :3r- Deputy Deputy County Counsel " COUNTY OF ORANGE 'ter+ 10 Civic Center Plaza, Room 407 Santa Ana, CA 92702 Re : Amended Joint Exercise of Powers Agreements for Eastern/Foothill Transportation Corridor Agency and San Joaquin Hills Transportation Corridor Agency Dear Mr . DeMayo: I believe now is a good time to begin getting signatures from the County and the various cities involved in the Foothill/ Eastern and San Joaquin Hills Joint Powers Agencies. I am enclosing five execution copies of the signature pages only for each Agreement and request that the County begin this process by having the documents signed by the Chairman and Clerk of the Board of Supervisors and then circulate the signature pages to each city per the attached list . By copy of this letter, I would appreciate it if each city would have their Mayor and City Clerk sign either or both Agreements, as appropriate, and then forward the documents on to the next city on the list. When the Agreements have been executed by each of the cities on the attached list, I would appreciate having the last city return the executed copies to me and I will see that they are distri- buted to all parties involved. RUTAN & TUCKER ATTORNEYS AT LAW .PAPT.ensrm i.eLmie anvssio.0 coewA.Tios Benjamin P. DeMayo, Esq. November 21 , 1985 Page Two Thank you for your prompt attention to this matter. If you have any questions, please feel free to give me a call . Very truly yours, RUTAN _&�TUCKER / p Heather A. Mahood HAM: jb Enclosures cc : City of San Juan Capistrano City of San Clemente City of Orange City of Anaheim City of Tustin City of Yorba Linda City of Newport Beach City of Irvine Orange County Transportation Commission (Attn: Stan Oftelie) RUTAN & TUCKER ATTORNEYS AT LAW .a.arn sasni.mmoinc.oars ssion. conwa.nons DISTRIBUTION LIST City Clerk City Clerk CITY OF SAN JUAN CAPISTRANO CITY OF YORBA LINDA 32400 Paseo Adelanto Post Office Box 487 San Juan Capistrano, CA 92675 Yorba Linda, CA 92686 City Clerk City Clerk CITY OF SAN CLEMENTE CITY OF NEWPORT BEACH 100 Avenida Presidio 3300 Newport Boulevard San Clemente, CA 92672 Newport Beach, CA 92660 City Clerk City Clerk CITY OF ORANGE CITY OF IRVINE 300 East Chapman 17200 Jamboree Boulevard Orange, CA 92666 Irvine, CA 92715 City Clerk CITY OF ANAHEIM Post Office Box 3222 Anaheim, CA 92803 City Clerk CITY OF TUSTIN 300 Centennial Way Tustin, CA 92680 MRMYi Rf OF TNi CITY COUNCIL ANTHONY L. ISLAND LAWRLNC. P. YUCNHCIM ^pp 1116111.116 N[NN[TH K. FRI\if 131401111 1161 GARY L. HAUfDONF{R N7� PHILLIP R. SCHWARTZK • CITY MANAG[R /T[PH[N B. JULIAN May 7, 1986 Janette Barnes, Secretary Rutan h Tucker Attorneys at Law P. O. Box 1950 Costa Mesa, California 92628-1950 Res Signature Pa es for the Amended Joint Exercise of Powers Agreement for the San Joaquin Its ranWortatlon Corridor flency Dear Ms. Barnes: As per your telephone instructions, enclosed are five sets of signature pages for the referenced agreement, which have been executed by the City of San Juan Capistrano. Very truly yours, /ARYANNN VER, CMC , C C City Clerk MAH/mac Enclosures 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 497.1171 RUTAN & TUCKER GARVINFl sMILFORD W�A UENDERGE p• n AHL' MARY M,GREroelN EN ATTORNEYS AT LAW JAmEA R R'SR.oile eTe 1Ia S of JAMES H .00 RE• I .I.LKI V ICNII D LL IP AS A PgRTNERSHINCLUDING PROFESSIONAL CORPORATIONS M_ROOGEB HOWELL 11.2E '.631 L.IMIn EI MCCORMICn• MAURICE SANCHE2 nNDALL M SH CENTRAL BANK TOWER, SUITE 1400 RICHARD Rn.COGNOTT• RANDY L REZEN B LEONARD e. SOUTH COAST PLAZA TOWN CENTER JOHN R DAVID H HOCHNER MICHAEL W IR 611 ANTON BOULEVARD TELEPHONE 17141 641-5100 MILFORD w ARIN6T MROGIHA HEODORE 10 HEATHER A. M POST OFFICE BOX 1950 12131 625-)SB6 RONALD P ON STEVEN i.GRAHAM O RICHARD PASIM SG TH.MAS J.CRANE COSTA MESA, CALIFORNIA 926281950 TELECORIER (7141 546-9035 MARSHALL M Ary BRUCE A EVARG ..BDP' ' KATHERINE JENSON ROGERA-GRABLE• NC HONEYWELL SELMA J HANN THOMAS 5 NET L TELEX 910 596-1663 DAVID A CMPSON CABLE ADDRESS RUTAN TUC CSMA BARRYP. DAVID F NN April 14 , 1986 SCOTT R INZONE DAVID WILLIAM A RORICHADD CLIFF.R 9LDEBORAH TITOREN PEDEN IRCn J. EDOE M CHAELGD IN JoHN C.GASTELUM JRA G R VI ADB RICHARD . MONTEVIDEO VIA FEDERAL EXPRESS EFFREY M�ODERMAN• BUSH JOSEPH 0 CARRUTHB.COSGROVE IN REPLY PLEASE REFER TO STAN WOLCOTT' NSMITH FLYNN S. DOWER' ROBERT A A FORSVTHSTEVENS LATICORENA AUS NENELSON� AR NCE LLIAM J. CAPLA NPH KATHLEEN M.FORBATH MICHAEL T HORNAN R SMITH N ICE L CELOTTI JAMES I 1IN1.1Y R SWYER JOEL B,KUPERBERG GARY Y, TO- PERRY M�COWLES STEVEN ICHOLS THOMAS G.BROCHINGTON WAVY TAYLOR AVLO JAESHIRE EISEN MES L LMORRISMARSHALL S, RUBEN WIGHT L ARMSTRONG ARNOLD E BRIER j JOITH W000wA RD JEFFREY WILLIAM W.WYNDER STEVEN J. R.SANEKY Ms . Maxianne Hanover City Clerk CITY OF SAN JUAN CAPISTRANO 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Re: Foothill/Eastern Joint Exercise of Powers Agreement Dear Ms . Hanover: Enclosed please find five sets of signature pages for the referenced agreement. Please have the Mayor sign where indicated prior to the City Council meeting on April 15th. I would appreciate it if you would then call me the morning of April 16th at 641-3441 so that we may send a messenger to pick up the executed copies . Thank you for your prompt attention to this matter. Very truly yours, RUTAN & TUCKER qµx � Janette Barnes, Secretary to Heather A. Mahood jb Enclosures 11 .6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. 11.7 Assignment. The parties hereto shall not assign any rights or obligations under this Agreement without written consent of all other parties. 11.8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. ATTEST: COU OF ORANGE Clerk of the Board of Supervisors Chairman H Board of Supe visors �J Dated DEC 1 i WS5 ATTEST: CITY OF ANAHEIM City Clerk City of Anaheim By Mayor By Dated -29- ATTEST: CITY OF IRVINE City Clerk City of Irvine By Mayor By Dated ATTEST: CITY OF ORANGE City Clerk City of Orange By Mayor By Dated ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By Mayor By Dated ATTEST: CITY OF SAN JUAN CAPI City Clerk City of San Juan Capistrano B Mayor i i . Sch4aftze By APPROVED AS TO FORM: Mary A7 Hanover Dated Jo 71 Shaw, City Attorney -30- - • ATTEST: CITY OF SANTA ANA City Clerk City of Santa Ana By Mayor By Dated ATTEST: CITY OF TUSTIN City Clerk City of Tustin By Mayor By Dated ATTEST: CITY OF YORBA LINDA City Clerk City of Yorba Linda By Mayor By Dated -31- JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY TABLE OF CONTENTS Page RECITALS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 IDEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 II PURPOSE AND POWERS. . . . . . . . . . . . . . . . . . . . . . . . . . . 6 2 . 1 Agency Created. . . . . . . . . . . . . . . . . . . . . . . . . . 6 2 .2 Purpose of the Agreement; Common Powers to be Exercised . . . . . . . . . . . . . . . . . . 6 2 .3 Powers. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 III ORGANIZATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 3 . 1 Membership. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 3 .2 Names. . • . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 3 .3 Board ofDirectors. . . . . . . . . . . . . . . . . . . . . . 9 3 .4 Principal office. . . . . . . . . . . . . . . . . . . . . . . . 11 3 . 5 Meetings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 3 .6 Quorum. . . . . . . . . . . . . . . . . . . . . . 11 3 .7 Powers and Limitations Thereon. . . . . . . . . . 11 3 .8 Minutes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 3 .9 Rules. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 3 . 10 Vote or Assent of Parties. . . . . . . . . . . . . . . 12 3 .11 Officers. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 3 . 12 Committees. . . . . . . . . . . . . . . . . . . . . 13 3 .13 Additional Officers- and Employees. . . . . . . 14 3 .14 Bonding Requirement. . . . . . . . . . . . . . . . . . 14 3 .15 Status of Officers and Employees. . . . . . . . 14 IVCONTRIBUTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 4 .1 Imposition of Major Thoroughfare and Bridge Construction Fee by Members. . . . . . 15 4 . 2 Annual Review of Fees. . . . . . . . . . . . . . . . . . . 16 4 . 3 Payment. . . . . • . . . . . . . . . . . . . . . . . . . . . . . 16 4 .4 Compensation of Agency for Acquisition of Rights-of-Way. . . . . . . . . . . . 17 V RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES. . . . . . . . . . . . . . . . . 18 5 . 1 Joint Action with Other Agencies. . . . . . . . 18 5 .2 Communications Between Corridor Agencies. . . . . . . . . . . . . . . . . . . . . . . . . . . 18 5 .3 Lending and Borrowing of Funds Between Agencies. . . . . . . . . . . . . . . . . . . . . . . . 19 ( i) VI BUDGETS AND DISBURSEMENTS . . . . . . . . . . . . . . . . . . . . 19 6 . 1 Annual Budget. . . . . . . . . . . . . . . . . . . . . . . . . . . 19 6 . 2 Disbursements. . . . . . . . . . . . . . . . . . . . . . . . . . . 19 6 .3 Accounts. . . . . . . . . . . . . • . . . . • . . . . 20 6 .4 Expenditures Within ApprovedAnnual Budget. . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 6. 5 Audit. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 6 .6 Reimbursement of Funds. . . . . . . . . . . . . . . . . . 21 VIISECURITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 7. 1 Securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 VIIILIABILITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 8 . 1 Liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . 22 8 .2 Hold Harmless and Indemnity. . . . . . . . . . . . . 22 IX ADMISSION AND WITHDRAWAL OF PARTIES. . . . . . . . . . 23 9 . 1 Admission of New Parties. . . . . . . . . . . . . . . . 23 9.2 Withdrawal. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 X TERMINATION AND DISPOSITION OF ASSETS. . . . . . . . 25 10 .1 Termination. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 10 .2 Distribution of Property and Funds . . . . . . 26 XI MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 11 . 1 Amendments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 11 .2 Notice. . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . 27 11 .3 Effective Date. . . . . . . . . . . . . . . . . . . . . . . . . . 27 11 .4 Arbitration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 11 .5 Partial Invalidity. . . . . . . . . . . . . . . . . . . . . . 29 11 . 6 Successors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 11 . 7 Assignment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 11 . 8 Execution. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 L 0 JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY THIS AGREEMENT is made and entered into as of the day of , 1985, by and between five or more of the following public agencies : (a) County of Orange (b) City of Costa Mesa (c) City of Irvine (d) City of Laguna Beach' (e) City of Newport Beach ( f) City of San Clemente (g) City of San Juan Capistrano (h) City of Santa Ana. R E C I T A L S: A. The California State Legislature adopted Chapter 708, Statutes 1984, adding Section 66484. 3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways, railways, freeways, and canyons or constructing major thoroughfares. B. The parties to this Agreement have territory within or related to that area known as the San Joaquin Hills Trans- portation Corridor and desire to impose such a fee pursuant to Government Code Section 66484. 3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor. The parties hereto have the common power to conduct such transportation planning, financing and construction. C. It has been determined by the parties hereto that it is in the best interests of the respective parties to join together to administer the funds provided by these fee pro- grams, and to plan, acquire and construct said thoroughfares and bridges . D. Each of the parties is authorized to contract with each other for the joint exercise of any common power under Article 1, Chapter 5, =Division 7, Title L of the Government Code of the State of California. E. The parties hereto recognize that, in order to serve the purposes stated herein, the impositicn of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or con- trolled by the parties hereto. E. The parties hereto recognize that, in order to serve the purposes stated herein, additional funding other than that received from the above-described fees must be obtained. Each party has agreed to cooperate in obtaining additional financing, including, but not limited to, debt -2- financing, assessment districts, special legislation, Arteri- al Highway Financing program funds and other forms of govern- mental grants-in-aid. G. The parties hereto enter into this Agreement with the express understanding that the acquisition of rights-of- way and similar property interests necessary for the construction of transportation facilities pursuant to this Agreement shall be accomplished at little or no expense to the members hereto or to the Agency created hereunder. However, it is recognized by the parties hereto that prior to the execution of this Agreement, the County of Orange, as the sole responsible party for the administration of the Orange County Major Thoroughfare and Bridge Fee Program, may have obligated fees to be .collected under said program for the acquisition of certain rights of way located in the City of Laguna Beach (Sycamore Hills) and in the area of Tentative Tract Map No. 8965 not available for dedication, and these obligations shall be assumed by the Agency. H. The parties hereto recognize that in accordance with the principles of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities. I . It is anticipated by the parties hereto that any major thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261 . -3- J. It is anticipated by the parties hereto that the public agency created pursuant to this Agreement shall termi- nate upon the effective date of the inclusion of the trans- portation facilities constructed pursuant to this Agreement in the California State Highway System, as defined and governed by Division 1 of the Streets and Highways Code. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows: I DEFINITIONS For the purposes of this Agreement, the following words shall have the following meanings: a. "Agreement" -means - this Joint Exercise of Powers Agreement. b. "Agency" means the SAN JOAQUIN HILLS TRANSPOR- TATION CORRIDOR AGENCY formed pursuant to this Agreement. C. "Annual Budget" means the approved budget applicable to the expenses of administration of the Agency. d. "Board" means the governing body of the Agency. e. "Ex Officio Members" means Board members who do not have a vote in Agency matters and whose presence -4- shall not be counted in determining whether a quorum sufficient to transact Agency business exists. f. "Executive Director" means the chief operating employee selected by the Board to manage the day-to-day activities of the Agency, including, but not limited to, the appointment and removal of all employees of the Agency except those described in Section 3 . 11 below. The Executive Director shall not be an employee of any individual member of the Agency. g. "Fiscal Year" means July 1st to and including the following June 30th. h. "Members" or "Board Members" means those persons serving as members of the Board or their alternates. 7 - i . "Party" means each of the parties which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder, including any public entity executing an addendum of the original agreement as hereinafter provided. j . "Quarter" means July 1st to and including September 30th, October 1st to and including December 31st, January 1st to and including March 31 and April 1st to and including June 30th. -5- 1 II PURPOSE AND POWERS 2. 1 Agency Created. There is hereby created a public entity to be known as the "SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. " The Agency is formed by this Agreement pursuant to the provi- sions of Article 1, Chapter 5, Division 7, Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2 .2 Purpose of the Agreement; Common Powers to be Exer- cised. Each member has the common power to plan for, acquire, construct, maintain, repair, manage, operate, and control facilities for:- one er more of the following purposes: a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges; b. The power to plan for, acquire, and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation (CALTRANS) and the Federal Highway Administration (FHWA) , whenever possible. The purpose of this Agreement is to jointly exer- cise the foregoing common powers to undertake such studies and planning relative to the San Joaquin Hills Transportation Corridor as may be necessary to establish areas of benefit, -6- to recommend to its members the adoption of local ordinances and the undertaking of all acts necessary for the imposition of fees by those members pursuant to Government Code Section 66484.3 and to fund, plan, acquire, and construct the major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor. The Agency shall not maintain or operate, or incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement. Board planning policy shall respond to those memoranda of understanding and various minute orders and policy state- ments adopted by each party to this Agreement, attached hereto collectively as Exhibit "A" and incorporated by reference herein. 2 . 3 Powers. -The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of its members in studying and planning ways and means to provide for the design, financing, and constructing of the San Joaquin Hills Transportation Corridor; b. To make and enter into contracts; C. To contract for the services of engineers, attorneys, planners, financial consultants, and separate and apart therefrom to employ such other persons, as it deems necessary; d. To appoint agents; -7- e. To lease, acquire, construct, manage, main- tain, and operate any buildings, works, or improvements; f, To acquire, hold, and dispose of property by eminent domain, lease, lease purchase or sale; g, To incur debts, liabilities, or obligations subject to limitations herein set forth; h, To receive gifts, contributions and donations of property, funds, services and other forms of finan- cial assistance from persons, firms, corporations and any governmental entity; i . To sue and be sued in its own name; j . To apply for an appropriate grant or grants under any federal, state, or local programs for assis- tance in developing any of its programs; k. To adopt rules, regulations, policies, bylaws and procedures governing the operation of the Agency; and 1. To the extent not herein specifically provided for, to exercise any powers in the manner and according to the methods provided under applicable laws. III ORGANIZATION 3 . 1 Membership. The parties to the Agency shall be each public entity which has executed or hereafter executes this Agree- ment, or any addenda, amendment, or supplement thereto, and -8- which has not, pursuant to the provisions hereof, withdrawn therefrom. 3 .2 Names. The names, particular capacities and addresses of the parties at any time shall be shown on Exhibit "B" attach- ed hereto, as amended or supplemented from time to time. 3 . 3 Board of Directors. a. The Board of Directors shall consist of the following: (i) one voting member from each of the fol- lowing entities which have become members of the Agency pursuant to Section 3 . 1 above: the cities of Costa Mesa, Irvine, Laguna Beach, Newport Beach, San Clemente, San Juan Capistrano and-Santa- Ana. (ii) two voting members from the County of Orange (in the event that the County of Orange becomes a member of the Agency pursuant to Section 3 . 1 above) , said members to be the duly elected supervisors for the Third and Fifth County of Orange Supervisorial Dis- tricts, or their alternates. (iii ) one ex officio member representing the California Department of Transportation and one ex offi- cio member representing the Orange County Transportation Commission. The Board may, from time to time appoint additional ex officio members. -9- b. Except for ex officio members, each member of the Board shall be a current member of the legislative body such member represents. C. Each participating member shall also have an alternate, who must also be a current member of the legislative body of .the party such alternate represents with the exception of the alternates to the members representing the County of Orange. The name of the alternate member shall be on file with the Board. An alternate member shall assume all rights and duties of the absent member. d. Each member and alternate shall hold office from the first meeting of the Board after appointment by the city council or BoardofSupervisors until a succes- sor is named. Members and alternates shall be appointed by and serve at the pleasure of their appointing body and may be removed at any time, with or without cause, at the sole discretion of the legislative body of the party such member represents. e. A board member shall receive only such com- pensation from the Agency for his services as may be approved by not less than two-thirds (2/3 ) of the members of the Board. f. A board member may be reimbursed for expenses incurred by such member in the conduct of the business of the Agency. -10- 3 .4 Principal Office. The principal office of the Agency shall be estab- lished by the Board and shall be located within the County of Orange . The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange. Any change shall be noted by the secretary under this section but shall not be considered an amendment to this Agreement. 3 .5 Meetings . The Board shall meet at the principal office of the Agency or at such other place as may be designated by the Board. The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board; a copy of such resolution shall be furnished to each party hereto. Regular, adjourned , and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act, Government Code Sections 54950 et seq. , as it may be amended. 3 .6 Quorum. Not less than two-thirds of the members shall constitute a quorum for the purposes of the transaction of business relating to the Agency. 3 .7 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board, subject however, to the reserved rights of the parties as herein set forth. Unless otherwise -11- provided herein, each member or participating alternate shall be entitled to one vote , and except as otherwise provided herein, a vote of the majority of those present and qualified to vote may adopt any motion, resolution, or order and take any other action they deem appropriate to carry forward the objectives of the Agency. 3 .8 Minutes. The secretary of the Agency shall cause to be kept minutes of regular, adjourned regular, and special meetings of the Board, and shall cause a copy of the minutes to be forwarded to each member and to each of the members hereto. 3 . 9 Rules. The Board may adopt from time to time such rules and regulations for the conduct of its affairs consistent with this Agreement. 3 . 10 Vote or Assent of Parties. The vote, assent, or approval of parties in any matter requiring such vote , assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such party filed with the Agency. It shall be the responsibility of the Executive Director to obtain certified copies of said actions. 3 .11 Officers. There shall be selected from the membership of the Board, a chairman and a vice chairman. The Board shall appoint a secretary who may be a member. The Board shall -12- appoint an officer or employee of the Board or an officer or employee of a member public agency to hold the offices of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board. Such person or persons shall possess the powers of , and shall perform the treasurer and auditor functions for, the Agency and perform those functions required by Government Code Sections 6505 , 6505 . 5 , and 6505 .6 , including any subsequent amendments thereto. The chairman, vice chairman, and secretary shall hold office for a period of one year commencing July lst of each and every fiscal year; provided , however, the first chairman, vice chairman., and_ secretary appointed shall hold office from the date of appointment to June 30th of the ensu- ing fiscal year. Except for the Executive Director, any officer, employee, or agent of the Board may also be an officer, employee, or agent of any of the members. The appointment by the Board of such a person shall be evidence that the two positions are compatible. 3. 12 Committees. The Board may , as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a committee shall be deemed to be a meeting of the Agency for compensation purposes only and all such meetings of the Agency shall be open to all members. -13- 0 3 , 13 Additional Officers and Employees. The Board shall have the power, upon the approval of not less than two-thirds (2/3) of its members, to appoint such additional officers and to employ such employees and assistants as may be appropriate. Such officers and employees may also be, but are not required to be, officers and employees of the individual members. 3 . 14 Bonding Requirement. The officers or persons who have charge of, handle, or have access to any property of the Agency shall be the members of the Board, the treasurer, the auditor, and any other officers or persons to be designated or empowered by the Board. Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board. Should the existing bond or bonds of any such officer be extended to cover the obliga- tions provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3 . 15 Status of Officers and Employees. All of the privileges and immunities from liabil- ity, exemption from laws, ordinances and rules, all pension, relief, disability, worker' s compensation, and other benefits which apply to the activity of officers, agents, or employees of any of the members when performing their respective func- -14- tions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement. None of the officers, agents, or employees appointed by the Board shall be deemed, by rea- son of their employment by the Board, to be employed by any of the members or, by reason of their employment by the Board, to be subject to any of the requirements of such members. IV CONTRIBUTIONS 4. 1 Imposition of Major Thoroughfare and Bridge Con- struction Fee by Parties. On or before the effective date of this Agreement (or, in the case of a, new _party, on or before that party becomes signatory to this Agreement) , each party shall require by ordinance or resolution the payment of a fee as a condition of issuing building permits, for the purposes of defraying the actual or estimated cost of constructing major thoroughfares and bridges, in accordance with California Government Code Section 66484.3 . Said fee shall be in the form, and in those amounts set forth in the "Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors, " attached hereto as Exhibit "C" and incorporated by reference herein. The imposition of said fee by each -15- party shall be a condition precedent to that party' s par- ticipation in the Agency. 4.2 Annual Review of Fees. At least once annually, the Board shall undertake a review of the above-described fee program and may, upon approval of not less than two thirds (2/3 ) of its members, modify the fee to be imposed by the parties hereto. The legislative body of each party shall impose said revised fee within one hundred twenty ( 120.) days, and if a party fails to impose said fees, repeals the enabling ordinance or fee requirement, or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the aforemen- tioned time period, whichever is sooner, such action shall be deemed the withdrawal of that party from the Agency, subject to the conditions specified in Section 9 .2 below. 4.3 Payment. Each party agrees to contribute said fees to the Agency in quarterly payments. In addition, the Board, upon approval of not less than two-thirds (2/3 ) of its members, may assess each party of the Agency an amount in excess of the amount of said fees collected by that party in order to meet overhead and other administrative expenses specified in the annual budget. For the purposes of this Agreement, the "contribution" of each party shall include the corridor fees imposed pursuant to this Agreement, any excess amounts -16- assessed to the party by the Board, and any voluntary contri- butions made to the Agency by the party. The contribution of each party of the Agency specified herein shall be due and payable sixty (60) days after receipt of billing therefore from the Agency. The Board may authorize an audit of any party to determine whether said contributions accurately reflect each party' s obligations under this Agreement. Unpaid contributions shall bear interest at a rate to be determined by the Board. In the event that any party fails to remit said contributions to the Agency, said failure may be deemed by the Board to be a withdrawal of that party from the Agency. In the event that any dispute arises as to the amount of fees assessed any person under the fee program, any aggrieved person may appeal the decision of a party hereto regarding the appropriate amount of the assessment to the Agency, which decision shall be final . In the event that any party hereto becomes a party to litigation regarding the legality of the fee program, the Board, where it deems appropriate, may defend such action or lend other assistance to said party in said action. 4. 4 Compensation of Agency for Acquisition of Rights- of-Way. When it is within its power to do so, each party shall be individually responsible for the acquisition by dedication pursuant to Title 7, Division 2 of the Government -17- Code of rights-of-way and similar property interests within its territory which are necessary to accomplish the purposes of this Agreement. Except as provided for in Recital G of this Agreement, in the event that a party fails to acquire these rights-of-way by the above-mentioned means after the route alignment for the San Joaquin Hills Transportation Corridor is established and accepted by the Agency, that party shall compensate the Agency for all costs (including attorneys' fees) incurred by the Agency in acquiring said property interests. V RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5 . 1 Joint Action.with-Other Agencies. In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, constructing, maintaining, repair- ing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corri- dors or other transportation corridors, the Board is author- ized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges, when it is deemed appropriate. 5 .2 Communications Between Corridor Agencies. In the event that the agencies described in Section 5 . 1 above are formed, the chairman or his designate shall -18- meet with the chairmen, or their designates, of said agencies at least quarterly, for the purpose of coordinating the plan- ning, financing and construction activities of the various agencies. 5 .3 Lending and Borrowing of Funds Between Agencies . When it is found to be beneficial to the purposes of the Agency and the general purpose of improving transpor- tation facilities in Orange County, the Board is authorized to lend and borrow available funds and services to the agencies described in Section 5 . 1 above, upon the approval of not less than two thirds (2/3 ) of the members of the Board. The Board shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on 'the loran. VI BUDGETS AND DISBURSEMENTS 6. 1 Annual Budget. The Board shall adopt upon the approval of not less than two thirds (2/3 ) of the members of the Board, an annual budget, for the ensuing fiscal year, pursuant to procedures developed by the Board. 6.2 Disbursements. The auditor shall draw warrants upon the approval and written order of the Board. The Board shall requisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance -19- with rules, regulations, policies, procedures and bylaws adopted by the Board. 6.3 Accounts. All funds will be placed in object accounts and the receipt, transfer, or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with general accepted accounting principles applicable to governmental entities. There shall be strict accountability of all funds. All revenues and expenditures shall be report- ed to the Board. 6 . 4 Expenditures Within Approved Annual Budget. All expenditures within the designations and limi- tations of the approved annual budget shall be made upon the approval of a majority of the -members of the Board. Notwith- standing the above, no expenditures shall be made for the purpose of the acquisition of rights-of-way or similar prop- erty interests except upon the approval of not less than two thirds (2/3 ) of the members of the Board. No expenditures in excess of those budgeted shall be made without the approval of not less than two thirds (2/3 ) of the members of the Board to a revised or amended budget which may, from time to time, be. submitted to the Board. 6. 5 Audit. The records and accounts of the Agency shall be audited annually by an independent certified public account- ant and copies of such audit report shall be filed with the -20- County Auditor, State Controller and each party to the Agency no later than fifteen ( 15) days after receipt of said audit by the Board. 6.6 Reimbursement of Funds. Grant funds received by the Agency from any fed- eral, state , or local agency to pay for budgeted expenditures for which the Agency has received all or a portion of said funds from the parties hereto shall be paid to said parties in proportion to the contributions made by each party. VII SECURITIES 7 .1 Securities. Upon the approval of , the Board , one or more parties of the Agency may jointly participate in any statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484 .3 , including the power to establish one or more community facilities districts under the Mello Roos Community Facilities District Act of 1982 , Government Code Section 53311 , et seq. , or any other applicable legislation. Other than the fees specified herein, no funds of a party to this Agreement shall be utilized as security or as a source for the payment or redemption of any securities, without the consent of the legislative body of that party. Upon the approval of not less than two-thirds ( 2/3 ) of the members of the Board , the Agency may participate in -21- the above-mentioned statutory powers for bond financing of the fees specified herein; provided, however, that the fees collected by any individual member of the Agency may be excluded as security for or as a source for such financing if the Board, upon the approval of not less than two-thirds (2/3 ) of its members, so provides. VIII LIABILITIES 8. 1 Liabilities . The debts, liabilities, and obligations of the Agency shall be the debts, liabilities, or obligations of the Agency alone and not of the parties to this Agreement, unless expressly specified herein. 8.2 Hold Harmless- and -Indemnity. Each party hereto agrees to indemnify and hold the other parties harmless from all liability for damage, actual or alleged, to persons or property arising out of or result- ing from negligent acts or omissions of the indemnifying party or its employees. Where the Board itself or its agents or employees are held liable for injuries to persons or prop- erty, each party' s liability for contribution or indemnity for such injuries shall be based proportionately upon the contributions ( less voluntary contributions) of each member. In the event of liability imposed upon any of the parties to this Agreement, or upon the Board created by this Agreement, for injury which is caused by the negligent or wrongful act -22- or omission of any of the parties in the performance of this Agreement, the contribution of the party or parties not directly responsible for the negligent or wrongful act or omission shall be limited to One Hundred Dollars ($100. 00) . The party or parties directly responsible for the negligent or wrongful acts or omissions shall indemnify, defend, and hold all other parties harmless from any liability for per- sonal injury or property damage arising out of the perform- ance of this Agreement. IX ADMISSION AND WITHDRAWAL OF PARTIES 9. 1 Admission of New Parties. It is recognized that public entities, other than the original parties, may- wish to participate in the Agency. Additional public entities may become parties to the Agency upon such terms and conditions, including, but not limited to, financial contributions, as provided by the Board and the unanimous consent of each existing party to the Agency, evidenced by the execution of a written addendum to this Agreement, and signed by all of the parties including the additional party. 9 .2 Withdrawal . It is fully anticipated that each party hereto shall participate in the Agency until the purposes set forth in Section 2 .2 above are accomplished. The withdrawal of any party, either voluntary or involuntary pursuant to Sections -23- 4. 2 and 4 . 3 above , unless otherwise provided by the Board, shall be conditioned as follows: ( i ) in the case of a voluntary withdrawal, written notice shall be given one hundred and twenty ( 120 ) days prior to the end of a fiscal year; ( ii) the fee program established by the party pursuant to this Agreement, shall remain in effect for a period of at least four ( 4 ) years after its adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees; ( iii ) said withdrawal shall not relieve the party of its proportionate share of any debts or other liabilities incurred by the Agency prior to the effective date of the party' s withdrawal, nor any liabilities imposed upon or incurred by the party pursuant to this Agreement prior to the effective date of the party' s withdrawal; and ( iv) said with- drawal shall result in the forfeiture of that party 's rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10 . 2 below. Notwithstanding the above, in the event that the withdrawal of a party from the Agency is ordered by a final order of a court of competent jurisdiction, or said withdrawal is caused solely by the judicial invalidation of a fee program instituted by that party pursuant to Section 4 . 1 above, the contribution of that party (as defined in Section 4 . 3 above ) shall be refunded to said party upon its -24- withdrawal and said party shall have no further liability for its proportionate share of any debts or other liabilities incurred by the Agency prior to or subsequent to said party ' s withdrawal from the Agency. X TERMINATION AND DISPOSITION OF ASSETS 10. 1 Termination. The Agency shall continue to exercise the joint powers herein until the termination of this Agreement and any extension thereof or until the parties shall have mutually rescinded this Agreement; providing, however, that the Agency and this Agreement shall continue to exist for the purposes of : disposing of all claims, distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall be accomplished by written con- sent of all of the parties, or shall occur upon the with- drawal from the Agency of a sufficient number of the agencies enumerated herein so as to leave less than five of the enumerated agencies remaining in the Agency, or shall occur upon the effective date of the inclusion of the transporta- tion facilities constructed pursuant to this Agreement in the California State Highway System as defined and governed by Division 1 of the Streets and Highways Code. -25- 10 . 2 Distribution of Property and Funds . In the event of the termination of this Agreement , any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each party or former party a proportionate return on the contri- butions made to such properties by such parties, less pre- vious returns , if any, provided that said property interests shall be utilized to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally pos- sible. In the event of the termination of this Agreement, any funds remaining following the discharge of all obliga- tions shall be disposed of by returning to each party a pro- portionate share of such funds equal to the percentage of the contribution made by each party, less each party' s propor- tionate share of expenditures, if any, provided that said funds shall be expended to construct major arterial trans- portation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible. -26- I MISCELLANEOUS 11 .1 Amendments. This Agreement may be amended with the approval of not less than three-fourths ( 3/4 ) of all members. 11 . 2 Notice. Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office, registered or certified, postage prepaid, addressed to the addresses of the parties as shown on Exhibit "B" , shall be deemed to have been received by the party to whom the same is addressed at the expiration of seventy-two (72 ) hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid. 11 .3 Effective Date . This Agreement shall be effective and the Agency shall exist at such time as this Agreement has been executed by any five or more of the public agencies enumerated herein. 11 . 4 Arbitration. Any controversy or claim between any two or more parties to this Agreement, or between any such party or parties and the Agency, in respect to the Agency' s opera- tions, or to any claims, disputes, demands, differences, controversies, or misunderstandings arising under, out of, or in relation to this contract, or any breach thereof, shall be -27- submitted to and determined by arbitration. To the extent not inconsistent herewith, the rules of the American Arbitra- tion Association shall apply. The party desiring to initiate arbitration shall give notice of its intention to arbitrate to every other party to this Agreement and the Agency. Such notice shall designate as "respondents" such other parties as the initiating party intends to have bound by any award made therein. Any party not so designated but which desires to join in the arbitration may, within ten ( 10 ) days of service upon it of such notice, file a response indicating its inten- tion to join in and to be bound by the results of the arbi- tration, and further designating any other parties it wishes to name as a respondent. Within twenty ( 20 ) days of the service of the initial, demamd for arbitration, the American Arbitration Association, hereinafter referred to as "AAA" , shall submit simultaneously to the initiating party and to all parties named as respondents or filing a response there- in, an identical list of names of persons chosen from the AAA National Panel of Arbitrators which persons shall be , to the extent possible, persons first in the field of transportation as well as public law. Each party to the dispute shall have seven ( 7) days from the mailing date in which to cross off any names to which he or she objects , number the remaining names indicating the order of his or her preference, and return the list to the AAA. If a party does not return the list within the time specified, all persons named therein -28- shall be deemed acceptable. From among the persons who have been approved on both lists, in accordance with the designated order of mutual preference, the- AAA shall invite the acceptance of an arbitrator to serve. If the parties fail to agree upon one of the persons named, the acceptable arbitrator is unable to act, or if for any other reason the appointment cannot be made from the submitted list, the AAA shall have the power to make the appointment of the arbi- trator from other members of the panel without the submission of any additional list. The arbitrator shall proceed to arbitrate the mat- ter in accordance with the provisions of Title 9 of Part 3 of the Code of Civil Procedure. 11.5 Partial Invaliditys _ If any one or more of the terms , provisions, sec- tions, promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable , void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms , provi- sions, sections, promises, covenants and conditions of this Agreement shall not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11 . 6 Successors. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. -29- 11 . 7 Assignment. - The parties hereto shall not assign any rights or obligations under this Agreement without written consent of all other parties. 11 .8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below, respectively. ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors By Chairman Board of Supervisors By Dated ATTEST: CITY OF COSTA MESA City Clerk City of Costa Mesa By Mayor By Dated ATTEST: CITY OF `IRVINE City Clerk City of Irvine By Mayor By Dated -30- i ATTEST: CITY OF LAGUNA BEACH City Clerk City of Laguna Beach By Mayor By Dated ATTEST: CITY OF NEWPORT BEACH City Clerk City of Newport Beach By Mayor By Dated ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By Mayor By Dated ATTEST: CITY OF SAN JUAN CAPMS City Clerk City of San Juan Capistrano By Mayoreftillip R. SCh rtze By Appy a as toForm: Dat d anon f� John Shaw, City Attorney ATTEST: CITY OF SANTA ANA City Clerk City of Santa Ana By Mayor By Dated -31- EXHIBIT "C" (Major Thoroughfare and Bridge Fee Program for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Cor- ridor) s Jgift M[MS[RS OF TN[ CITY COUNCIL .i ANTHONY L ISLAND LAWR[NC[ F. SUCHN[IM WINR111 K[NN[TH [. FRI[SS • 101AIIIII 1961 GARY L. HAUSOORF[R 17n PHILLIP R. SCHWART2[ CITY MANAG[R • • IST[FN[N M.JULIAN November 12 , 1985 Mr.. Stan Oftelie Orange County Transportation Commission 1055 North Main Street, Suite 516 Santa Ana, California 92701 Re: Ma 'or Thorou hfare and Bridge Fee Pro ram for San Joaquin Hil s and Foot ill Eastern Transportation Corridors Dear Mr. Oftelie: : The City Council of the City of San Juan Capistrano at its regular meeting held November 5 , 1985 , approved the amendments to the Agreements for the San Joaquin Hills and Foothill/Eastern Transportation Corridors. The amendments remove penalty for withdrawal caused by court action. Two copies of each of the Agreements executed by our City officials are enclosed. Please forward fully executed copies of the Agreements to this office when they are available. Thank you for your cooperation. If you have any questions, please. do not hesitate to call. Very truly yours, MARY ANN OVER, CMC City Clerk MAH/mac Enclosures cc: City Manager John P. Erskine, BIA Director of Public Works Allison Martin, Mission Viejo Greg Hastings Company Mitch Ritschel, Kaiser John Lloyd Development Company Al Arps Leslie Campbell James Thorpe Russell Burkett Jay Palchikoff Patricia Andresen Bill Griffith Doug Nash ATTEST: CITY OF IRVINE City Clerk City of Irvine By Mayor . By Dated ATTEST: CITY OF ORANGE City Clerk City of Orange By Mayor By Dated ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By Mayor By Dated ATTEST: CITY OF SAN JUAN CA75w,�I'r- Mayorphillip City Clerk City of San Juan Capistrano By . R. Sc artze By Mary Hanover A pr v as t Form: Dated k1ofember 5 , 1985 Johfn Shaw, City Attorney -30- ATTEST: CITY OF LAGUNA BEACH City Clerk City of Laguna Beach By Mayor By Dated ATTEST: CITY OF NEWPORT BEACH City Clerk City of Newport Beach By Mayor By Dated ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By Mayor By Dated ATTEST: CITY OF SAN JUAN LAPIS City Clerk City of San Juan Capistrano By Mayor1whillip R. Sc artze By Apr e as orm: Mary Hanover f Dated Z-.S��J J hn Shaw, City Attorney ATTEST: CITY OF SANTA ANA City Clerk City of Santa Ana By Mayor By Dated -31- 406 . (b08 2 . PROPOSED AMENDMENT TO JOINT EXERCISE OF POWERS AGREEMENTS FOOTHILL EASTERN AND SAN JOA UIN HILLS TRANSPORTATION CORRIDORS (406.608/406 .625/801 . 7 Written Communications: Report ate November 5 , 1985 , from the City Manager, setting forth the exact language of a proposed amendment to both Joint Exercise of Powers Agreements to add a paragraph which removes the "penalties" for the withdrawal of a party from the Agency due to judicial invalidation of its fee program or participation in the Joint Powers Agencies. The amendment was prompted by the City of Irvine, whose participation in both the San Joaquin and Foothill/Eastern Corridors is being challenged in the courts by a citizens' group. Approval of Amendment: — It was moved by Councilman Hausdorfer, seconded by Councilman Buchheim, and unanimously carried to approve the amendment removing the penalty for withdrawal by an Agency due to judicial action. 11 � 5 � 85 AGENDA ITEM November 5, 1985 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: Proposed Amendment to Joint Exercise of Powers Agreements - Foothill/Eastern and San Joaquin Hills Transportation Corridors SITUATION: Presented for your review is a proposed amendment to both Joint Exercise of Powers Agreements. The amendment, which consists of the addition of a paragraph to Section 9.2 of both Agreements, removes the "penalties" for the withdrawal of a party from the Agency due to judicial invalidation of its fee program or partici- pation in the Joint Powers Agencies. This amendment was {prompted by the City of Irvine, whose participation in both the San Joaquin and Foothill/Eastern Corridors is being challenged in the courts by a citizen's group. The proposed amendment is being sent to all member agencies for approval . The exact language is as follows: "Notwithstanding the above, in the event that the withdrawal" of a party from the Agency is ordered by a final order of a court of competent jurisdiction, or said withdrawal is caused by the judicial invalidation of a fee program instituted by that party pursuant-to Section 4.1 above, the contribution of that party (as defined in Section 4.3 above). shall be refunded to said party upon its withdrawal and said party shall have no further liability for its proportionate share of any debts or other liabilities incurred by the Agency prior to or subsequent to said party's withdrawal from the Agency. " COMMISSION/BOARD REVIEW AND RECOMMENDATION: N/A FINANCIAL CONSIDERATIONS: None ALTERNATIVE ACTIONS: 1 . Approve the amendment as presented. 2. Request further information. -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- RECOMMENDATION: By motion, approve the amendment as presented. -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Respec ully su t ed, t B. J ion F— i tephen SBJ:ja RUTAN & TUCKER vORD w. OA.v JUDITH .00.M..O ATTORNEYS AT LAW uffo If Tal GARVIN I SN RLLCN6CwO CR' u TON.IC..Y MC36.TUCx[R,a9 liR if-If]OI MCS R XOOw[• YNDCR A PAM"CPSM.R INCLUDING PROFESSIONAL CORPORATION! N ROOOCR nOwCIL li]af-If Gil AL wuCl.cC ORMIcx• MARY . G.CCN .LL IAM R B.CI• NATU RVN L.TO.— CENTRAL MANN TOWER. SUITE 1400 RIC.... A CUR.UYT• [VR.OIXI IVICXII DALLAS LEONARD A MPCL• 6TCVCN A NIC.OLS SOUTH COAST PLAZA TOWN CENTER I..N C, FURL[VT.JR THOMAS O [ROCxINOTON MIC F.CL W IuuCLL• R.C[ ...C.C. 611 ANTON MOULEVARD TELEPHONE IJI AI 611.5100 MI"...W DAHL, JR RANDALL M S.uUSH T"DOOR. AL LAC C.L .NOT L RCZCN POST OFFICE Box 1950 12131 625-7586 RONALD P ARRINGTON• DAVIT H Mw u CMM[w Tf Lf CO PIER IJIRI SAB-9035 9..A..A v.6• B IR Z. COSTA MESA, CALIFORNIA 92688-1950 +NSHALL M ICARLMAN• x.RIN T ..OGIV6 ROB[BT C BRAUN• ...T.C.A AH DOD ROGER A. GR.u[• sY.VCN T OP.... COw.wO O av[SN+.JR .CIA J. JO...TO.0 T-DNA$ S S.0 NG4u THOMAS J C"MMC TEL Ex proSRVTAX!04' TVC CIMA 1863 e Y R L...1C.u• MRµ.[ A. CMA.0 CACLC AOORCl POSCRT W ALOCRTS - T...I.L CNS.. October 21 1985 R OAVID C LAIC.- DAWN C MONCYWCLL / CLlrrowO C PRICO[N• SCL.A J MwT.U.IS xIOM.N. JANET L LACHLAN CF.[L D P....• DAVID A IN...so. IRA G P CAROL J JEPFRCY VIA. CAROL SCOTT w �..zo.L JOSC ON D CARRUTH .CLE N A ROBICHAUD STAN WOLCOTT' ...0... S, T.OR[N IN REPLY PLEASE RCIER TO ...CRTIBOWER• DUCXJ EDGE MARC'^ A I0R61T. JO.. C. 0.6TCWM WILLIAM MARTICORCNA RICHARD G. MONTEVIDEO NH[ H[LS ON L Aw Aw[N L.BVaH J. . C 'IA. ~ DAVID B COS GROVE IW SCF CL T .....X .... s..I. I..YNN NIC. L. C[LOTTI JO.. . WR.Y P OR401" C.ROLC SICVEN6 JOEL O MU I."MC.0 LLC M STRAUS WILLIAN V SC.AIOT DANK I SPC.CC ACS VID J ALMI.. IORBAT. UC.L M0." LORI S..FCR SMITH O WIO.T L. A.MST.OMO JAMES R IIN1R11 TO: DISTRIBUTION LIST (see attached) Re: Amended Joint Exercise of Powers Agreements for Eastern/Foothill Transportation Corridor Agency and San Joaquin Hills Transportation Corridor Agency Enclosed please find the latest draft of the Eastern/ Foothill Joint Powers Agreement and/or the San Joaquin Hills Joint Powers Agreement . a The amendment, which consists of the addition of a paragraph to Section 9 . 2 of both Agreements , removes the "penalties" for the withdrawal of a party from the Agency due to judicial invalidation of its fee program or participation in the Joint_ Powers Agencies . ^ The exact language of this addition is as follows : "Notwithstanding the above, in the event that the withdrawal of a party from the Agency is ordered by a final order of a court of competent jurisdiction, or said withdrawal is caused by the judicial invalidation of a fee program instituted by that party pursuant to Section 4 . 1 above, the contribution of that party (as defined in ' Section 4 . 3 above ) shall be refunded to said party upon its withdrawal and said party shall have no further liability for its proportionate share of any debts or other liabilities incurred by the Agency prior to or subsequent to said party ' s with- drawal from the Agency. " RUTAN & TUCKER ATTORNEYS AT LAW ... NZRSwr i.cwmwu�oruno.I<GOAR.TION3 TO: DISTRIBUTION LIST October 21 , 1985 Page Two Please don' t hesitate to call if you have any questions or suggested changes . Very truly yours, RUTAN & TUCKER Heather A. Mahood HAM:jb Enclosure (s ) FRUTAN & TUCKER ATTORNEYS AT LAW ... r.ssev iacwoi.n norstswwi cosnn•+row DISTRUBITION LIST Supervisor Thomas F. Riley Mr . William Woollett Supervisor Bruce Nestande City Manager COUNTY OF ORANGE CITY OF IRVINE Board of Supervisors 17200 Jamboree Boulevard 10 Civic Center Plaza Irvine, CA 92715 Santa Ana, CA 92701 Mr . Fred Sorsabal Mr. Stan Oftelie City Manager ORANGE COUNTY TRANSPORTATION CITY OF COSTA MESA COMMISSION 77 Fair Drive 1055 N. Main St. , Suite 516 Costa Mesa, CA 92626 Santa Ana, CA 92701 Mr. J. William Little Mr . Robert Bobb City Manager City Manager CITY OF ORANGE CITY OF SANTA ANA 300 East Chapman 20 Civic Center Plaza Orange, CA 92666 Santa Ana, CA 92701 Mr. William Houston Mr . Stephen B. Julian City Manager City Manager CITY OF TUSTIN CITY OF SAN JUAN CAPISTRANO 300 Centennial Way 32400 Paseo Adelanto Tustin, CA 92680 San Juan Capistrano, CA 92675 Mr . Arthur C. Simonian Mr. Robert L. Wynn City Manager City Manager CITY OF YORBA LINDA CITY OF NEWPORT BEACH Post Office Box 487 3300 Newport Boulevard Yorba Linda, CA 92686 Newport Beach, CA 92660 Mr. William 0. Tally Mr. James B. Hendrickson City Manager City Manager CITY OF ANAHEIM CITY OF SAN CLEMENTE Post Office Box 3222 100 Avenida Presidio Anaheim, CA 92803 San Clemente, CA 92672 Mr . Kenneth Frank City Manager CITY OF LAGUNA BEACH 505 Forest Avenue Laguna Beach, CA 92651 i; MEMBER! OI THE CITY COUNCIL y� ANTHONY L. /LANO a LAWRENCE F. IUCHHEIM 1,[Y� i,IHmime KENNETH E. PRIE!! f9INmIR 361 GARY L. HAUSOOR/ER �]]( PHILLIP R. SCHWARTZE � ! CITY MANAGER lTEPHEN !. JULIAN r September 23 , 1985 Mr. Stan Oftelie Orange County Transportation Commission 1055 North Main Street, Suite 516 Santa Ana, California 92701 Re: Ma 'or Thorou hfare and Brid a Fee Pro ram RE= or San Joaquin Hells and Foothill Eastern Transportation Corridors Dear Mr. Oftelie: The City Council of the City of San Juan Capistrano at its regular meeting held September 17 , 19185 , took the following actions: 1 , Approved the Joint Exercise of Powers Agreement creating Foothill/Eastern Transportation Corridor Agency. As you requested, the signature page is enclosed. 2 . Approved the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency. As you requested, the signature page is enclosed. 3 . Adopted Ordinance No. 552 adding Section 9-2 . 318 to Title 9 of the City' s Municipal Code adopting a Major Thoroughfare and Bridge Fee Program. A certified copy of the Ordinance is enclosed. 4 . Continued the Public Hearing regarding the Resolution establishing areas of benefit for each transportation corridor for 30 days to October 15 , 1985 . 5 . Approved policy statement excerpts from the San Juan Capistrano General Plan for inclusion in the memorandum of understanding entered into between the County of Orange and the City of San Juan Capistrano for the Transportation Corridors and established said policy statements as the guidelines by which the City' s Mr. Stan Oftelie Orange County Transportation Commission September 23 , 1985 -2- participation in these programs will be conducted. Copies of the Scenic Highways Element, Noise Element, Community Design Element, Circulation Element, and Interim Policy Plan for Transportation and Circulation of the general plan are enclosed with the excerpts marked. 6 . Appointed Councilman Friess to be the City' s representative and voting member of the Board of Directors of the San Joaquin Hills Transportation Corridor Agency and appointed Councilman Hausdorfer as the alternate representative. 7. Appointed Councilman Hausdorfer to be the City ' s representative and voting member of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency and appointed Councilman Buchheim as the alternate representative. Copies of the agenda and staff report will be forwarded to you prior to the City Council meeting of October 15 , 1985 , at which time the continued Public Hearing regarding the Resolution establishing areas of benefit for each transportation corridor will be held. After the Joint Exercise of Powers Agreement creating the Foothill/Eastern Transportation Corridor Agency and the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency are fully executed, we would appreciate having copies for our files. Thank you for your cooperation. If you have any questions, please do not hesitate to call. Very truly yours, MARY ANN XANOVER, CMC City Clerk MAH/mac Enclosures cc: City Manager Director of Public Works Greg Hastings , Planning Department, City of Anaheim Mitch Ritschel , Kaiser Development Company John P. Erskine , Building Industry Association Allison Martin, Mission Viejo Company Joint Exercise *Powers Agreement • Creating the San Joaquin Hills Transportation Corridor Agency tions, promises, covenants or conditions of this Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provi- sions, sections, promises, covenants and conditionsof this Agreement shall. not. be affected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11.6 Successors. This Agreement shall be binding upon and shall inures to thw benefit of the successors of the parties hereto. 11.7 Assignment.- The: parties hereto shall not assign any rights or obligations under this Agreement without written consent of all other- parties 11.8 Execution-. The Board of Superyisors of the County of orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement, as evidenced by the authorized signatures below-, respectively.. ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors BY Chairman Board of Supervisors By Dated -29- ATTEST: CITY OF COSTA MESA City Clerk City of Costa Mesa By Mayor By Dated ATTEST: CITY OF IRVINE City Clerk City of Irvine By Mayor By Dated ATTEST: CITY OF LAGUNA BEACH City Clerk. City of Laguna Beach By Mayor By Dated - - ATTEST: CITY OF NEWPORT BEACH City Clerk City of Newport Beach By Mayor By. Dated -30- ATTEST: CITY OF AN JUAR-CAPqST�ANO City Clerk City of San Juarr Capistrano By Mayor 7hillip R. Schw e By _ Appr veA as to Form: Maryanver- 1 Dated September 17, 1985 ' JohShaw,. City Attorney ATTEST: CI OF SAN CLEMENTE City Clerk City of San Ctement�- By Mayor By Dated ATTEST: Cl Tr OF SANTA ANA City Clerk. City of Santa Ana By Mayor By Dated -31- ADMINISTRATIVE ITEMS CITY MANAGER 1 . SAN JOAQUIN HILLS AND FOOTHILL EASTERN TRANSPORTATION CORRIDORS - AGREEMENTS FOR JOINT POWERS AUTHORITIES (801 . 7/406 . 608) This item was continued from the meeting of June 18 , 1985 . Written Communications: Report dated July 2 , 1985 , from the City Manager, advising that documents from the County and other participating agencies were not finalized. Continuation of Item: There was a consensus of Council to direct staff to reschedule the item when ready for Council action. 7/2�S CITY MANAGER 1% SAN JOAQUIN HILLS AND FOOTHILL EASTERN TRANSPORTATION CORRIDORS - AGREEMENTS FOR JOINT POWERS AUTHORITIES (801 . M . 608) ' This item was rescheduled from the meeting of June 4 , 1985 . Written Communications : Report dated June 18 , 1985 , from the City Manager, advising that documents from the County and other participating agencies were still being discussed and finalized; and, requesting the item be reagendized for July 2 , 1985 . Rescheduling of Item: It was moved by Councilman Friess , seconded by Councilman Hausdorfer, and unanimously carried to direct staff to reschedule the item for the Council meeting of July 2 , 1985 . 2 . SAN JOAQUIN HILLS AND FOOTHILL EASTERN TRANSPORTATION CORRIDORS - AGREEMENTS FOR JOINT POWERS AUTHORITIES _(801 . 84406 .608) Written Communications: Report dated June 4 , 1985 , from the City Manager, advising that pursuant to Council action of May 21 , 1985 , agreements pertaining to the San Joaquin- Hills and Foothill Eastern Transportation Corridors were scheduled for approval; however, documents from the County and other participating agencies had not been received. The report recommended the item be continued. Consideration Scheduled for June 18 , 1985 : It was moved by Councilman Hausdorfer, seconded by Councilman Buchheim, and unanimously carried to direct staff to schedule the item for the meeting of June 18 , 1985 . C-✓y�s TRANSPORTATION CORRIDOR AGENCIES �"°+Yl ' t ( 3347 Michelson Drive, Suite 450 Irvine, California 92715 C (K id r j�z Foothill/Eastern (714) 553-0867 San Joaquin Hills Corridor Agency FAX (714) 553-1762 Corridor Agency Chairman:Dan Young John Meyer, Executive Director Chairman: Thomas F. Riley Mayor, City of Santa Ana Supervisor, County of Orange Members., City of Anaheim San Juan Capistrano Members.: City of Costa Mesa Irvine Santa Ana Mission Viejo Mission Viejo Tustin Newport Beach Orange Yorba Linda San Clemente San Clemente San Juan Capistrano County of Orange November 30, 1988 Santa Ana County of Orange Ms. Mary Ann Hanover v City Clerk ci City of San Juan Capistrano 32400 Paseo Adelanto :_ _ San Juan Capistrano, California 92675 OD T T�'r < rn Dear Ms. Hanover, 0 0 It is a real pleasure to finally be able to transmit a signed'O original of the First Amended and Restated Joint Exercise of Powers Agreement for your files. This material became of utmost importance to the agencies because until now we did not have the complete agreement in the form of a single document. We realize that we may have been a nuisance over the last month while we were collecting signatures, but we appreciate the cooperative spirit that we have found in all the clerkts offices around the county. Your city manager has received a conformed copy under separate cover and a conformed copy has been made available to your city's member of our Board. Thank you for your help in securing the signatures on the originals and if you have any questions about the material please do not hesitate to call. Sincerely, John Meyer Executive Director MEN COUNCIL I B [ CITY ANTHONY L. BLAND LAWRENCE F. BUCHH[IM .....Jup4 KENNETH E. FRIESS uulufHl I96I GARY L. HAUSOORIER 1776 PHILLIP R. SCHWARTIE 0 • CITY MANAGER STEPHEN B JULIAN October 6, 1988 John Meyer, Executive Director Transportation Corridor Agencies 3347 Michelson Drive, Suite 450 Irvine, California 92715 Re: Revisions to Joint Powers Agreements Dear Mr. Meyer: The City Council of the City of San Juan Capistrano at its regular meeting held October 4, 1988, approved the First Amended and Restated Joint Exercise of Powers Agreements Creating the San Joaquin Hills Transportation Corridor Agency and Creating the Foothill/Eastern Transportation Corridor Agency. Enclosed is one copy of each Agreement signed by the City. We would appreciate notification when the Agreements have been fully-executed. Thank you for your cooperation. If we can be of further assistance, please call. Very trul4Hover, , Mary Ann CMC City Clerk MAH/cj Enclosures cc: City Manager 32400 PASEO ADELANTO. SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493.1171 Applicant: John Matus, 27791 Camino La Rhonda, San Juan Capistrano. Written Communications: Report dated October 4, 1988, from the Director of Community Planning and Development, advising that the proposal was consistent with the General Plan Designation of 1.1 Very Low Density. The report forwarded recommendations of approval from the Traffic and Transportation Commission and the Planning Commission. Public HLearing: Notice having been given as required by law, Mayor Hausdorfer opened the Public Hearing and, there being no response, closed the Hearing with the right to re-open at any time. Exhibits were on display and Dan Fox, Assistant Planner, made an oral report. Approving Tentative Parcel Map 88-260: It was moved by Councilman Schwartze, seconded by Councilman Buchheim that the following Resolution be adopted: RESOLUTION NO. 88-10-4-4 APPROVING TENTATIVE PARCEL MAP 88-260 MATUS - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING TENTATIVE PARCEL MAP 88-260 (MATUS) The motion carried by the following vote: AYES: Councilmen Schwartze, Friess, Buchheim, Bland, and Mayor Hausdorfer NOES: None ABSENT: None RECESS AND RECONVENE Council recessed at 7:27 p.m., to convene the San Juan Capistrano Community Redevelopment Agency, and reconvened at 7:34 p.m. ADMINISTRATIVE ITEMS CITY MANAGER �1. PEYISION$ TO JOJNT POWERS AGREENT - JOA UIN I TRAN P ORRIDOR AGEN ND FOOTHILL EASTERN TRANSPOR OR AGENCY (600.50) <-- Written Communications: Report dated October 4, 1988, from the Senior Management Assistant, setting forth changes to the Joint Powers Agreements for both corridors and advising that the changes were basically for clarification purposes. -8- 10/4/88 A roval of First Amendment: It was moved by Councilman Schwartze, seconded by Councilman Friess and unanimously carried to approve the First Amendment and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. The Mayor and City Clerk were authorized to execute the Amendment on behalf of the City. DIRECTOR OF COMMUNITY PLANNING AND DEVELOPMENT 1. FORMATION OF COMMUNITY DEVELOPMENT BLOCK GRANT COMMITTEE FOR YEAR 15, 1989-90 480.20 Written Communications: Report dated October 4, 1988, from the Director of Community Planning and Development, recommending that a committee be formed as a part of the City's Community Development Block Grant Community Participation Program, to review and recommend projects for the City's Year XV (Fiscal Year 1989-90) Community Development Block Grant Application. The committee is to be made up of five members selected by Council as follows: One Member from the Los Rios Review Committee One Member from the Mobile Home Park Review Committee One Member from the Planning Commission Two Members selected at large. Appointment of Committee: It was moved by Councilman Bland, seconded by Councilman Friess and unanimously carried to appoint the following persons to the Community Development Block Grant Committee: Bill Hardy, Gil Jones, Thomas Erin, Terry Dorse, Pam Gibson. 2. CONSULTANT SERVICES FOR PLAN CHECKING (ROGER LEGGETT INC., AND VAN DORP, CHOU AND ASSOCIATES, INC.) (600.30 Written Communications: Report dated October 4, 1988, from the Director of Community Planning and Development, forwarding consultant agreements for plan checking services. The two consultant firms have been providing plan checking services and due to the continuing overload of building permit applications, the report requested that the consultant services be continued. It was estimated that costs for the services would be approximately $126,000 and a budget adjustment from the General Fund was requested. The contracts will expire on June 30, 1990. The consultant is to be compensated for his services in the amount of no more than 75% of the plan review fees. Approval of Consultant Contracts: It was moved by Councilman Schwartze, seconded by Councilman Buchheim and unanimously carried to approve the consultant agreements for building plan checking services with Roger Leggett, Inc., of Huntington Beach and with Van Dorp, Chou and Associates, Inc., of Orange. The Mayor and City Clerk were authorized to execute -9- 10/4/88 AGENDA ITEM October 4, 1988 TO: Stephen B. Julian, City Manager FROM: Jeffrey C. Parker, Senior Management Assistant SUBJECT: Revisions to Joint Powers Agreement for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridor Agencies SITUATION: At their September 15, 1988, Board meeting, the Directors of the San Joaquin Hills Transportation Corridor and Directors of the Foothill/Eastern Transportation Corridor were notified by counsel that there would be a request of each of the participating agencies to review and execute the first amended and restated Joint Exercise of Powers Agreement creating both the San Joaquin Hills and the Foothill/Eastern Transportation Corridor Agency. City Manager's staff and the City Attorney have reviewed the amended Joint Exercise of Powers Agreement and feel that the changes are basically for clarification and meet with the basic principles that the City of San Juan Capistrano has established in being a member of the Transportation Corridor Agencies. However, both agreements do have some changes that should be pointed out. To begin with, under both agreements, it is noted that all parties have areas within the area of benefit for the corridors. Secondly, and one of the major changes to the Joint Powers Agreements, is that the agreements now state that toll revenue financing is one of the legally feasible methods of additional financing for the agency. Both agreements also correctly identify the acknowledgment of statutory authorization and Cal Trans requirement regarding agency allocation to maintain toll collection facilities after transfer to Cal Trans. Another main element of the change is the inclusion of the City of Mission Viejo as one of the parties and acknowledgment of the appointment by the legislative body of the parties. With the possible growth of new cities in the south Orange County area, the agreement also was revised to broaden the power of the Board to appoint ex officio members to include the possibility of a newly incorporated city, etc. as ex officio members. The final element of the revised agreement is Exhibit A which reference the major thoroughfare and bridge fee program for both the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridors. The revisions to this element of the program are primarily clarification of language and deletion of redundant provisions. However, it is important to note that the fee program reflects the addition of the City of Mission Viejo, the inclusion of the facilities necessary for collection of tolls within the Transportation Corridor, and the currently adjusted fee schedule for the thoroughfare and bridge fee program. The Bridge Fee Program also notes any historical adjustments for the overall program and clarification of language regarding fee adjustments in accordance with historical practice and original intent. To summa ize, I believe that the first amendment and FOR CITY COUNCN.AGEND&� Z /L/ • • AGENDA ITEM - Joint Exercise of Powers Agreement -2- October 4, 1988 restated Joint Exercise of Powers Agreement for both the San Joaquin Hills and the Foothill/Eastern Transportation Corridor Agency has cleaned up and more efficiently established the provisions of the Joint Exercise of Powers Agreement between the cities that belong to the agency. It is therefore the recommendation of staff that the City Council authorize the Mayor to execute the revised Joint Exercise of Powers Agreement for both the San Joaquin Hills and Foothill/Eastern Transportation Corridors. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: Not applicable. NOTIFICATION• Not applicable. ALTERNATE ACTIONS: 1. Authorize the Mayor to execute the first amendment and restated Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. 2. Do not authorize the Mayor to sign the revised Joint Exercise of Powers Agreement for the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. 3. Request further information. RECOMMENDATION: Authorize the Mayor to execute the first amendment and restated Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Agency. Respectfully submitted, F7 Jeffrey C. Parker JCP:jmf 1 THE FIRST AMENDMENT AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY AND THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY ARE AVAILABLE FOR REVIEW IN THE CITY CLERKS DEPARTMENT AMENDMENT NO. 5 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY SECTION 1. The Board of Supervisors of the San Joaquin Hills Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of Aliso Viejo as a Party to the Agency pursuant to Section 9.1 of the First Amended and Restated Joint Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, in addition to enactment of the ordinance adopting the Major Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit, estimated costs and required fees. SECTION 2. The fust paragraph of such Agreement hereby is amended to read as follows: THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into,pursuant to Sections 11.1 and 11.3 by and among the following public agencies, other than the Cities of Dana Point,Laguna Niguel,Laguna Hills and the City of Laguna Woods, as of the 17th day of October, 1988,the first date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, and is amended by this Amendment No. 5 to such Agreement: (a) City of Aliso Viejo (b) City of Costa Mesa (c) City of Dana Point (d) City of Irvine (e) City of Laguna Hills (f) City of Laguna Niguel (g) City of Laguna Woods (h) City of Mission Viejo (i) City of Newport Beach (j) County of Orange(3rd District) 210647 1 - (k) County of Orange (5th District) (1) City of San Clemente (m) City of San Juan Capistrano (n) City of Santa Ana SECTION 3. Section 3.2 hereby is amended to read as follows: . . . BOARD. (a) The Board shall consist of the following: (i) One voting Board Member appointed by the legislative body of each of the following Parties, pursuant to Section 3.1 above, the Cities of Aliso Viejo, Costa Mesa, Dana Point,Irvine, Laguna Hills,Laguna Niguel, Laguna Woods, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano, and Santa Ana and the County of Orange (3rd and 5th Districts). ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors By: Chairman Board of Supervisors By: Dated: Approved as to form: By: County Counsel [continued on next page] 2 - (k) County of Orange(5th District) (1) City of San Clemente (m) City of San Juan Capistrano (n) City of Santa Ana SECTION 3. Section 3.2 hereby is amended to read as follows: . . . BOARD. (a) The Board shall consist of the following: (i) One voting Board Member appointed by the legislative body of each of the following Parties,pursuant to Section 3.1 above,the Cities of Aliso Viejo, Costa Mesa,Dana Point,Irvine,Laguna Hills,Laguna Niguel,Laguna Woods,Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano,and Santa Ana and the County of Orange (3rd and 5th Districts). ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors By: ' Chairman Board of Supervisors By: a2 Dated: Approve a 6form: ounsel [continued on next page] 2 - ATTEST: CITY OF LISO VIEJO�`�`-- Clerk of the City of Aliso Viejo By By: Mayor 1 .�1.— Dated: god l APPR ED TO FORM: By: City Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF ALISO VIEJO Clerk of the City of Aliso Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CIT OF�COSTA S Clerk of the City of Costa Mesa BT / V /� Mayor I�R.e I EM By: %. Dated: (2u air i APPROVED TO FORM: By: CityEoemsei A 7 oRNsLf ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 3 - ATTEST: CITY OF ALISO VIEJO Clerk of the City of Aliso Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated: APPROVED AS TO FORM: By. City Counsel ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: LIT Dated: 7&-10) APPROVED AS TO FORM: By: - City Attorney 3 - ATTEST: CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: �`��-�� Dated: q'Y-O I APPROVED AS TO FORM: By: Ci o e ATTEST: CITY OF LAGUNA HILLS Clerk of the City of Laguna Hills By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of Laguna Niguel By: Mayor By: Dated: APPROVED AS TO FORM: By: 4 - ATTEST: CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated: APPROVED AS TO FORM: By: City,Attorney ATTEST: CITY O Clerk of the City of Laguna Hills By: Mayor R dVJ' essette By: Mar A. Caron; i y Jerk Dated: APPROVED AS TO FORM: By: City Attorney L s JeVfrey ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of Laguna Niguel By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney - 4 - ATTEST: CITY OF IRVINE Clerk of the City of Leine By: Mayor By: Dated: APPROVED AS TO FORM: By. City Counsel ATTEST: CITY OF LAGUNA HILLS Clerk of the City of Laguna Hills By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF LAGUNA NIGUEL Cl a City of Laguna Niguel By: Mayor B . ed: 7 yoc/ APPRO AS TO O By: 4 - ATTEST: CITY OF LAGUNA WOODS Clerk of the City of Laguna Woods By: (x7� 7 60'0' -L By: — Mayor Dated: aW APPROVED AS TO FO Attomey ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attomey �7bC4 he o 'ginal n file in this office: Atfe�t*U. VU ( �ICt�4)fdmQtyL8gmmWCountY`ofC- ATTEST: CITY OF LAGUNA WOODS Clerk of the City of Laguna Woods By: By: Mayor Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: By: / " Ivy . 7 ph Williath S. Cray aft Mayor Dated: APPROVED AS TO FORM: By: J _,f�e City Attorney ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: By: Mayor Dated: APPROVED AS TO FORM: By: City Attorney AORIOMOPTICAL\AGEIAGE00003W00I 3227,dm -5- ATTEST: CITY OF LAGUNA WOODS Clerk of the City of Laguna Woods By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel _ ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: By:DSU z. m,x—/a A, Mayor Dated: 9 -Al-0/ APPROV D AS TO FORM: By: ---------- City Attorney 5 - ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemen a By: Mayor By: Dated: k^O —0l APPROVED AS TO FORM: B " / -- City Attorney ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 6 - ATTEST: CITY OF SAKI CLEMENTE Clerk of the City of San Clemente By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: (�I� May r APPROVED AS TO FORM: By: City lCounsel ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: The foreping atstanent is �t��ffof,48rillpnal 0n In this office. Attest: /'"p 20 APPROVED AS TO FORM: city clerk of the city of an rare County or Omge 0 242' By: 6y: City Counsel 6 - ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CIT O TA Clerk of the City of Santa By: _!l yor Dated: APPROVED AS TO FORM: By: t Citl Counsel AMENDMENT NO. 4 ( copy TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY SECTION I. The Board of Supervisors of the Foothill/Eastern Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of Rancho Santa Margarita as a Party to the Agency pursuant to Section 9.1 of the First Amended and Restated Joint Powers Agreement Creating the Foothill(Eastern Transportation Corridor Agency, in addition to enactment of the Ordinance adopting the Major Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit, estimated costs and required fees. SECTION 2. The first paragraph of such Agreement hereby is amended to read as follows: THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into,pursuant to Sections 11.1 and 11.3 by and among the following public agencies, other than the City of Mission Viejo,the City of Lake Forest,the City of Dana Point, and the City of Rancho Santa Margarita, as of the 21st day of October, 1988,the first date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastem Transportation Corridor Agency,and is amended by this Amendment No. 4 to such Agreement: (a) City of Anaheim (b) City of Dana Point (c) City of Irvine (d) City of Lake Forest (e) City of Mission Viejo (f) City of Orange (g) City of Rancho Santa Margarita (h) City of San Clemente (i) City of San Juan Capistrano 0) City of Santa Ana (k) City of Tustin 193815 1.00C 0 (I) City of Yorba Linda (m) County of Orange(3' District) (n) County of Orange (4" District) (o) County of Orange(5`" District) SECTION 3. Section 3.2 hereby is amended to read as follows: . . . BOARD. (a) The Board shall consist of the following: (i) One voting Board Member appointed by the legislative body of each of the following Parties,pursuant to Section 3.1 above: the Cities of Anaheim, Dana Point,Irvine, Lake Forest, Mission Viejo, Orange, Rancho Santa Margarita, San Clemente, San Juan Capistrano, Santa Ana, Tustin, Yorba Linda, and the County of Orange(3`', 4"and 5'' Districts). ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors By: Chairman Board of Supervisors By: Dated: APPROVED AS TO FORM: By: County Counsel 2 ATTEST: CITY OF ANAHEIM Clerk of the City of Anaheim By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 3 ATTEST: - CITY OF LAKE FOREST Clerk of the City-of Lake Forest By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF ORANGE Clerk of the City of Orange By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 4 • ATTEST: - CITY OF RANCHO SANTA MARGARITA Clerk of the City of Rancho Santa Margarita By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF S JUAN APISTRANO Clerk of the City of San Juan Capistrano By: Mayo Collene Campbell By: Dated: April 4, 2000 APPROVED AS TO ORM: By: City Couns 5 ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF TUSTIN Clerk of the City of Tustin By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 6 ATTEST: — CITY OF YORBA LINDA Clerk of the City of Yorba Linda By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel APPROVED AS TO FORM: By: Counsel Foothill/Eastern Transportation Corridor Agency 7 AMENDMENT NO. 4 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY SECTION 1. The Board of Supervisors of the San Joaquin Hills Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of Laguna Woods as a Party to the Agency pursuant to Section 9.1 of the First Amended and Restated Joint Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, in addition to enactment of the ordinance adopting the Major Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit, estimated costs and required fees. SECTION 2. The first paragraph of such Agreement hereby is amended to read as follows: ,,THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into, pursuant to Sections 11.1 and 11.3 by and among the following public agencies, other than the City of Laguna Woods and the City of Laguna Hills, as of the 17th day of October, 1988, the first date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, and is amended by this Amendment No. 4 to such Agreement: (a) City of Costa Mesa (b) City of Dana Point (c) City of Irvine (d) City of Laguna Hills (e) City of Laguna Niguel (f) City of Laguna Woods (g) City of Mission Viejo (h) City of Newport Beach (i) County of Orange (3rd District) 0) County of Orange (5th District) (k) City of San Clemente Agreement#99-021 1 (1) City of San Juan Capistrano (m) City of Santa Ana" SECTION 3. Section 3.2 hereby is amended to read as follows: ". . . BOARD. (a) The Board shall consist of the following: (i) One voting Board Member appointed by the legislative body of each of the following Parties, pursuant to Section 3.1 above, the Cities of Costa Mesa, Dana Point, Irvine, Laguna Hills, Laguna Niguel,Laguna Woods,Mission Viejo,Newport Beach, San Clemente, San Juan Capistrano, and Santa Ana and the County of Orange(3rd and 5th Districts)." ATTEST: COUNTY OF ORANGE i Clerk of the Board of Supervisors By: � i` `� Chairman By: Board of Supervisors � cmoa Dated: Q APPROVED AS TO FORM: By: / ^ it Kathy Besnard, hereby certify the foregoing County Couns instrument to be a full, true and correct COPY of the original instrument now on file in our office. Dew. y �il,drLLl� Kathy Besnard, Assistant Secretary son Joaquin mills Transportation Corridor Agency Agreement#99-021 2 L , ATTEST: CITY OF COSTA Clerk of the City of Costa Mesa By: Mayor By: T Dated: ! 93_q APPROVED AS TO FORM: By: City Attorney ATTEST: COUNTY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF LAGUNA HILLS Clerk of the City of Laguna Hills By: _ Mayor By: Dated: 1, Kathy Besnard, hereby certify the foregoing APPROVED AS TO FORM: Instrument to be a full, true and correct copy of the original instrument now on file in our office. By: Date: �j q/ox) City Attorney Kathy Besnard, Assistant Secretary San Joaquin Hills Transportation Corridor Agency Agreement#99-021 3 ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney C t r'I ATTEST: F RVINE, c'2� Clerk of the City of Irvine BZayor Dat ; `HE FOREGOING INSTRUNJENT IS A FULL, TRUE, I' AND CORRECT COPY OF THE ORIGifditt M FILE 1 AP OVE As ORM: IN THIS OFFICE l G ATTEZT= y Attorney _ . 1 .._..�U..aL: i ................. ... .............. By CITY CLERK OF THE CITY OF IRVINE, CA. ATTEST: CITY OF LAGUNA HILLS Clerk of the City of Laguna Hills By: Mayor By: Dated: 1, Kathy Besnard, hereby certify the foregoing APPROVED AS TO FORM: kerument to be a full, true and correct COPY of the originalink`u%ow onflie inour off ice. BY: pate$ City Attorney �LhY aasnerd, Aa SUfft Secretary $en joagWn Nlgs Transportation corridor Agency Agreement#99-021 3 ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: COUNTY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF LAGUNA HILLS Clerk of the City of L una Hills By: f� "��/�� Mayor Cynthia D. Greerx3ol By: 'A. r ar i fir. Dated: / /3 Kathy Besnard, hereby certify the foregoing Instrument to be a full, true and correct copy APPROVED AS TO FORM: of the original instrument now on file in our office. By: �. Date: y�Ufl City Attorney _ d Lois E. Jeffry Kathy sesnard, Assistant secretary San Joaquin Hills Transportation Corridor Agency Agreement#99-021 3 ATTEST: CITY OF LAG NIGUEL Clerkf Laguna Niguel By n— Mayor I3y: Date4 o �S APPRO D AS ORM: F3 y:: 7AorneyI C id1�7 ATTEST: ! CITY OF L A OODS Clerk of the City f Laguna Woods By ayor Pro Yern 13y: D ed- APPROVES TO FORM: By: A-bt. City Attorney ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: Ir Kathy Besnard, hereby certify the foregoing Instrument to be a full, true and correct copy of the original instrument now on file in our office. APPROVED AS TO FORM: Date: �3/c/% By: City Attorney Kathy Besnard. Assistant secretary San iwuln Hills Transportation Corridor Agency Agreement#99-021 4 ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of Laguna Niguel By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF L A OODS Clerk of the City f Laguna Woods By ayor Pro em D ed• "027 - 9�1 APPROVERS TO FORM: By: A5 t- City Attorney ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated: L Kathy Besnard, hereby certify the foregoing Instrument to be a full, true and correct copy of the original instrument��n file in our office. APPROVED AS TO FORM: // Date: By. Kathy Seward, Asslstmrt Secretary City Attorney San Joaquin Hills TransportatlOn corridor ABency Agreement#99-021 4 ATTEST: CITY OF LAGUNA WOODS Clerk of the City of Laguna Woods By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo 134� M or By: Dated: /I t. APPROVED AS TO FORM: By: City Counsel ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: Mayor By: Dated: L Kathy Besnard, hereby certify the foregoing APPROVED AS TO FORM: instrument to be a full, true and correct copy of the original instrument now on file in our office. By: Date: City Counsel awn_ Kathy Bosnord. Assistant ssaratary san Joaquin Hills Transportation Corridor Agency Agreement #99-021 - 4 - 40 • ATTEST: CITY OF N PORT BEACH Clerk of the City of Newport Beach By: �� Mayor 9Ui�/�1L0 - xI2. (/caJ ��NEW BY Dated: j A :7)ct cj t U APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: Mayor By: Dated: APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated: 4 Kathy Besnard, hereby certify the foregoing Instrument to be a full, true and correct copy APPROVED AS TO FORM: pf the original instrument now on file in ouroffice. By: Date: /Cb City Attorney �0 Kathy Besnard, Assistant Secretary San Joaquin Hills Transportation Corridor Agency Agreement 499-021 5 ATTEST: CITY OF SA A AN Clerk of the City of Santa Ana By: r By: Dated: 7Z 9 4 A PROV ,D A TO By: — C' ttorne 1, Kathy Besnard, hereby certify the foregoing Instrument to be a full, true and correct copy of the original instrument now on file in our office. Date: C//610 Kathy Nesnara, Assistant Secretary am JoaaWn Hills Transportation Corridor Agency Agreement#99-021 6 AMENDMENT NO. 3 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY SECTION 1. The Board of Supervisors of the San Joaquin Hills Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of Laguna Hills as a Party to the Agency pursuant to Section 9 .1 of the First Amended and Restated Joint Powers Agreement Creating the San Joaquin Hills Transportation (.orridur Agency, in audition to enactment of the ordinance adopting the Major Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit, estimated costs and required fees . SECTION 2. The first paragraph of such Agreement hereby is amended to read as follows: THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into, pursuant to Sections 11. 1 and 11.3 by and among the following public agencies, other than the City of Laguna Hills, as of the 17th day of October, 1988, the first date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, and is amended by this Amendment No. 3 to such Agreement: (a) County of Orange (b) City of Costa Mesa (c) City of Dana Point (d) City of irvii.e (e) City of Laguna Hills (f) City of Laguna Niguel (g) City of Mission Viejo (h) City of Newport Beach (i) City of San Clemente (j ) City of San Juan Capistrano (k) City of Santa Ana ORI:DLB:257 -1- SECTION 3 . Section 3 .2 hereby is amended to read as follows : . . . BOARD. (a) The Board shall consist of the following : (i) One voting Board Member appointed by the legislative body of each of the following Parties, pursuant to Section 3 . 1 above, the Cities of Costa Mesa, Dana Point, Irvine, Laguna Hills, Laguna Niguel, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano, and Santa Ana. ATTEST: COUNTY ORANGE Clerk of the Board of Supervisors By: Ch an B(j of Supervisors By: _ Dated 02� oZ APPROVED AJSJ TO FORM: my Counsel r ATTEST: CITY OF DANA POIN Clerk of. the By: City �of Dana P;,izet May r By: Lp r1) Dated _._. APPROVED AS` ^TOS FORM: Y ✓l By: Gxow�;, it Counsel ORI:DLB:257 -2- TRANSPORTATION CORRIDOR August 31, 1992 AGENCIES Foothill/Eastern Corridor Agency TO: Cit Clerks San Joaquin Hills Y Corridor Agency FROM: Kathy Besnard Secretary of the Board SUBJECT: Amendment #3 San Joaquin Hills TCA Joint Powers Agreement Enclosed is an "original" copy for your files. 345 Clinton Street, Costa Mesa, CA 92626 714/557-3298 FAX 714/557-9104 MEMBERS OF THE CITY COUNCIL LAWRENCE F BUCHHEIM KENNETH E FRIESS OAIIO Yf[ AN,upllnl9 GARY L HAUSOORFER It IAilut,ll 1961 GIL JONES 176 JEFF VASQUEZ 1 • CITY MANAGER 'L STEPHEN 8 JULIAN December 9, 1991 Bill Woollett, Executive Director Transportation Corridors Agencies 345 Clinton Street Costa Mesa, California 92626-6011 Re: Admission of New Cities to Transportation Corridor Admission of New Cities to Transportation Corridor Agencies Dear Mr. Woollett: At their regular meeting held December 3, 1991, the City Council of the City of San Juan Capistrano took the following actions: 1. Adopted Resolution No. 91-12-3-3, supporting the admission of the City of Lake Forest to the Foothill/Eastern Transportation Corridor Agency; and, 2. Adopted Resolution No. 91-12-3-4, supporting the admission of the City of Laguna Hills to the San Joaquin Hills Transportation Corridor Agency. The Resolutions authorized the Mayor and City Clerk to sign the applicable amendments to the Joint Exercise of Powers Agreements. Two copies, signed by the City, of Amendment No. 1 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency, and of Amendment No. 3 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency are enclosed. We would appreciate the return of fully-executed copies for our files. Also enclosed are certified copies of Resolutions No. 91-12-3-3 and No. 91-12-3-4. VeAtruly yours, Aztz Cheryl Johnson City Clerk Enclosure 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493-1171 94 • • 7 . RESOLUTION APPROVING ADMISSION OF THE CITY OF LAKE FOREST TO THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY (800. 50) As set forth in the Report dated December 3 , 1991, from the Assistant City Manager, the following Resolution was adopted agreeing to admit the newly incorporated City of Lake Forest as a member of the Foothill/Eastern Transportation Corridor Agency and approving Amendment No. 1 to the First Amended and Restated Joint Exercise of Powers Agreement: RESOLUTION NO. 91-12-3-3 . SUPPORTING ADMITTANCE OF THE CITY OF LAKE FOREST TO THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AGREEING TO ADMIT THE CITY OF LAKE FOREST AS A PARTY TO THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY 8 . RESOLUTION APPROVING ADMISSION OF THE CITY OF LAGUNA HILLS TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY (800. 50) T As set forth in the Report dated December 3, 1991, from the Assistant City Manager, the following Resolution was adopted agreeing to admit the newly incorporated City of Laguna Hills as a member of the San Joaquin Hills Transportation Corridor Agency and approving Amendment No. 3 to the First Amended and Restated Joint Exercise of Powers Agreement: RESOLUTION NO. 91-12-3-4 . SUPPORTING ADMITTANCE OF THE CITY OF LAGUNA HILLS TO THE SAN JOAQUIN TRANSPORTATION CORRIDOR AGENCY - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AGREEING TO ADMIT THE CITY OF LAGUNA HILLS AS A PARTY TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY PUBLIC HEARINGS 1. ADOPTION OF THE FINAL DRAFT OF THE SOURCE REDUCTION AND RECYCLING ELEMENT AND THE HOUSEHOLD HAZARDOUS WASTE ELEMENT AND CONSIDERATION OF CERTIFYING A NEGATIVE DECLARATION FOR THE PROJECT (810. 60) Proposal: The second and final public hearing on the adoption of the Source Reduction and Recycling Element (SRRE) and Household Hazardous Waste Element (HHWE) , prepared in compliance with State law. The first public hearing was held August 6, 1991. The Elements propose programs to reduce or recycle 25% of the -6- 12/3/91 AGENDA ITEM December 3, 1991 TO: STEPHEN B. JULIAN, CITY MANAGER FROM: GEORGE SCARBOROUGH, ASSISTANT CITY MANAGER SUBJECT: ADMISSION OF THE CITY OF LAGUNA HILLS AS A PART OF THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. SITUATION: The City of Laguna Hills will be incorporated on December 20. 1991. It is anticipated that one of the first actions of the City of Laguna Hills will be to comply with the requirements of Section 4 . 1 of the "First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency" by enactment of an ordinance adopting the Major Thoroughfare and Bridge Fee Program of the Agency, and a Resolution establishing the Areas of Benefit, estimated costs and required fees. The admission of the City of Laguna Hills will represent a continuation of the program previously established by the County before incorporation of the City within the same area of benefit. No additional conditions have been or will be recommended and it is unlikely that any will be imposed by the Board of the Agency. This agreement requires the unanimous consent of all parities including the City of Laguna Hills for their inclusion as a member in the San Joaquin Hills Transportation Corridor Agency. The Transportation Corridor Agency staff has requested that the City Council adopt the attached resolution agreeing to admit the City of Laguna Hills so that the City of Laguna Hills may participate fully in the Board's meeting immediately following the Laguna Hills first City Council meeting. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None. PUBLIC NOTIFICATION: The San Joaquin Hills Transportation Corridor Agency. FOR CRY COUNCIL AGUIM �p ALTERNATE ACTIONS: 1. Adopt the resolution and approve the amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency admitting the City of Laguna Hills as a member of the Agency. 2 . Request further information. -------------------------------------------------------------- -------------------------------------------------------------- RECOMMENDATION: Adopt the resolution and approve the amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency admitting the City of Laguna Hills as a member of the Agency. -------------------------------------------------------------- Respectfull submitted, e g S rborough As is City Manager • RESOLUTION NO. 91-12-3-4 SUPPORTING ADMITTANCE OF THE CITY OF LAGUNA HILLS TO THE SAN JOAQUINHILLS TRANSPORTATION CORRIDOR AGENCY A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AGREEING TO ADMIT THE CITY OF LAGUNA HILLS AS A PARTY TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY WHEREAS, the County of Orange and the Cities of Costa Mesa, Dana Point, Irvine, Laguna Niguel, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano and Santa Ana have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency (the "Agreement" and the "Agency"), which Agreement became effective on October 17, 1988; and, WHEREAS, the incorporation of the.City of Laguna Hills (the "City") will become effective on December 20, 1991; and, WHEREAS, the City intends to adopt an Ordinance adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, the City also intends to adopt a Resolution establishing the Areas of Benefit and fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, the City Council-elect has requested admission as a party to the Agency; and, WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of each existing party to the Agency is required for admission of the City as a Party. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Juan Capistrano does hereby agree to admit the City as a Party to the Agency, and authorizes its Mayor to sign and the Clerk of the City of San Juan Capistrano to attest Amendment No. 3 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, attached hereto as Exhibit A. PASSED, APPROVED, AND ADOPTED this 3rd day Of Deremher GIL JONES, MAYOF ATTEST: PITY' CLERW -1- STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of San Resolution No. 91-12-3-4 adoptedY Y b the Cit Council of the City of $a Juan Capistrano, California, at a regular meeting thereof held on the 3rd day of December , 1991, by the following vote:. AYES: Councilmen Friess, Hausdorfer, Vasquez and Mayor Jones NOES: None ABSTAIN: None ABSENT: None (SEAL) ✓L / CHERYL J I Y CLERK -2- AMENDMENT NO . 2 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY SECTION 1. The Board of the San Joaquin Hills Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of Laguna Niguel as a Party to the Agency pursuant to Section 9 . 1 of the First Amended and Restated Joint Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, in addition to enactment of the ordinance adopting the Major Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit , estimated costs and required fees . SECTION 2 . The . first paragraph of such Agreement hereby is amended to read as follows : THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into, pursuant to Sections 11 . 1 and 11. 3 by and among the following public agencies , other than the City of Dana Point and the City of Laguna Niguel, as of the 17th day of October , 1988 , the first date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, and is amended by this Amendment No . 2 to such Agreement , pursuant to Section 9 . 1 , by and among all of the following public agencies of the 6th day of February, 1990 , the date on which the last of such public agencies executed this Amendment No . 2 to such Agreement : (a) County of Orange 0jm (b) City of Costa Mesa 9LZ (c) City of Dana Point (d) City of Irvine (e) City of Laguna Niguel (f) City of Mission Viejo (g) City of Newport Beach (h) City of San Clemente ( i) City of San Juan Capi (j ) City of Santa Ana Page 1 of 5 cover I ITInN NO. q 0 - 17 0 SECTION 3 . Section 3 . 2 hereby is amended to read as follows : . . . 3 . 2 BOARD a . The Board shall consist of the following : ( i ) One voting Board Member appointed by the legislative body of each of the following Parties . pursuant to Section 3 . 1 above ; the Cities of Costa Mesa, Dana Point , Irvine , Laguna Niguel , Mission Viejo , Newport Beach, San Clemente , San Juan Capistrano and Santa Ana. SECTION 4 . This Amendment No. 2 can be executed in any number of counterparts . ATTEST : COUNTY OF ORANGE Clerk of the Board of Supervisors By: Chairman By: Board of Supervisors Dated : APPROVED AS TO FORM: By: County Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney Page 2 of 5 (i) One voting Board Member appointed by the legisla- tive body of each of the following Parties, pursuant to Section 3.1 above; the Cities of Costa Mesa, Dana Point, Irvine, Laguna Niguel, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano and Santa Ana. SECTION 4. This Amendment No. 2 can be executed in any number of counterparts. ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors Chairman, Board of Supervisors Dated: APPROVED AS TO FORM: County Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa Ma r Dated: S APPROVED AS TO FORM: I.Kathy 9Asn8rd.herNsl cart"!the tarcfoing inetrumen+,to no�3 fu{I. a In and co* C6py Ut tC,!OII�IfYI IflStiuSf.CRI now on n'le in cur:ft'Ke. City Attorney pate: L1 Y y Desnard Trane tisn Corridor agencies — 2 — 0 0 SECTION 3 . Section 3 . 2 hereby is amended to read as follows : . . . 3 . 2 BOARD a. The Board shall consist of the following : (i ) One voting Board Member appointed by the legislative body of each of the following Parties , pursuant to Section 3 . 1 above ; the Cities of Costa Mesa, .Dana Point , Irvine, Laguna Niguel , Mission Viejo, Newport Beach, San Clemente , San Juan Capistrano and Santa Ana. SECTION 4 . This Amendment No. 2 can be executed in any number of counterparts . ORIGINAL DCX'CII= MISPLACED. AUrxoRlzED FEBRtu;r 6, 1990 COUNTY OF ORANGE RE-EKSIGNED MARCH 18, 1990 SIGNED �/�� AND CERTIFIED THAT A COPY OF THIS DOCU4DU HAS BEEN DE1 IVERID TO ez THE CHAIRMAN OF THE BOARD. By: Chairman .c Board of Supervisors LINDA D. RUM Clerk of the Board of Supervisors Countv of Orange. California APPROVED AS TO FORM: B y: i County Counsel ATTEST: CITY OF COSTA MESA Clerk of the City of Costa Mesa By: Mayor By: imtru gni a`ugtd K WtEi�f inStrt . Dated : I,KatMs6Snard�c dCOPY bO a fuii,trie: rce. now on fill in our e!t APPROVED AS TO FORM: Datej- sear d By: TroRVo oarbo► City Attorney Page 2 of 5 ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point ///�J�� By: ^C��v'"'e , ' Mayor Eileen L. Krause By . r r_so Cy Clerk Dated : j� 990 APPROVED AS TO RM: By: City Attorney Jerry Patterson ATTEST : CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of Laguna Niguel By: Mayor By: I.Y.alhy 8eanard.hwebl car"the taropft Instrument 0 Dated : be a Iu!I,true ani correct copy e1 the original inxtrur.:ert nor»nn i!!z in our afflce. APPROVED AS TO FORM: Date: Ka sesford wr By: Tranxportat CY�e"°ee City Attorney Page 3 of 5 i • ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF IRVINE Clerk of the City of f Irvine Mayor By: Dated : APPROVED AS TO FORM: i By: City Attorney ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of Laguna Niguel By: Mayor By: t.Kathy Besnart hera0tr osrufy the torettoim instrur:^,t Y Dated : he a fug,true and correct copy of the orWnst irstrwn_!-t now on tqe 1n our afts. APPROVED AS TO FORM: Deft. aft Beswd �_LU By: - umm641tion Carrtdor A►erwies City Attorney Page 3 of 5 ATTEST: CITY OF DANA POINT Clerk of the City of Dana Point By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF IRVINE Clerk of the City of Irvine By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF LAGUNA NIGUEL Clerk of the City of 44zez—t Laguna Niguel By: / Mayor By: /��✓ B I, instrum,nt Kath eenetd,hereto CeftifY the terelloin6 Dated : 2- 4 v De a f�f.Mn and correct COPY d the Original instrmr,m now on file In our ellice. APPROVED AS TO/FORM: pate:_ a . aard By. C// Transvwt CercldOr Nlerciea C ty ttorney Page 3 of 5 • ATTEST : CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By:7;�& : '11 / .�- ayor Christain W.;eRKa By: Zobe Dated : r�& /D APPROVED AS TO FORM: By: City Attorney Scott Field ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: Mayor By : 1,Kath 6eanard,Maty certify tM foreOn4 enstrurr.�:It t_" be a lull,true and correct copy of the arKinal lrstrume�::. Dated : now on tut in our ollim. APPROVED AS TO FORM: guard Tra Carldor uncles By: City Attorney Page 4 of 5 ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF NEWPORT BEACH Clerk of the City of ^ Newport Beach By: 'L Mayor ed : V `¢ PROVED AS TO FORM: q�l Fo R� By; w 1 i City Attorney ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: Mayor By: Dated : I,Kath Besmrd,l+eresy oerdlythe faresoing tnstrun:ent:, be a full,true and Correct Copy of the wWnal insh"n APPROVED AS TO FORM: now on Ne in our a!fice. oate:__LZ-1— By' y pesrra,d City Attorney Tramwot. ' con4dor lKencies Page 4 of 5 0 10 ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF NEWPORT BEACH Clerk of the City of Newport Beach By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: o �^ Mayor By: Dated : i,Kathy Sesnard,hereby certify the foregoing instruninnt 0 APPROVED AS TO FORM: be a fun, true and correct copy of the orfginai watrUnIc'. now on til-in our c:7ice. Date: �� By: C t Atto ney y se,nar3-- Trans lonCorridorAgencies Page 4 of 5 ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: - Dated : Ap ove as t APPROVED AS TO FORM: City Manager By: City ne 1.Kathyeesnsrd,herebJearthythe 10MO ffiinstrumentto be a iutl,true ami correct coPY of ttx`&'ne instrument n7a on the in our office. Dater ya eearrgrd Trzr.,Port cerrkw/penes Page 5 of 5 ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: ayOr Gary L. Hau orfer By: P,iary A Hanover Dated : February 6 1990 APPROVED AS TO FOR M:C) /1 V By: (,y City Attorney ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana By: Mayor By: Dated : APPROVED AS TO FORM: By: City Attorney LKathy8xsnerd.Mreb/cerkNYthe lorfc014 o*inalalr.•trU"Mri be a Lull,true anal carrect copy of tt" nv a en filo I.t our":ce. �r/(0_ y2 r n37d , tram a CprridYr A!«'r'fe Page 5 of 5 32400 PASEO ADELANTO i MEMBERS OF THE CITY COUNCIL SAN JUAN CAPISTRANO, CA 92675 / mtlrRrAl[r DIANE L.BATHGATE JOHN S.GELFF (949) 493-1171 Bunttrtr 1961 COLLENE CAMPBELL (949) 493-1053 (FAX) 1776 MATT HART www.sanjuancapistrana.org • • DAVID M.SWERDLIN • CITY MANAGER GEORGE SCARBOROUGH December 27, 2001 Nossaman, Buthner, Knox & Elliott, LLP 1801 Von Karman Avenue, Suite 1800 Irvine, CA 92612-0177 Attention: Monica M. Lawrence Re: Amendment of San Joaquin Hills Transportation Corridor Agency Agreement related to membership of Aliso Viejo Dear Monica: We have not received a copy of the executed agreement, as of yet. If it is available, please return one to my attention, or let me know when to expect it. Thank you, Me ona an, CMC Cit Clerk (9 9) 443- 08 DgUO USE IS Son .horn Copi.strano) PrPSPrvin, r the Post to Fiihanc e the Ftiture • , �l„ • 32400 PASEO ADELANTO � fJ MEMBERS OF THE CITY COUNCIL SAN JUAN CAPISTRANO, CA 92675 / uU1n1OG DIENEL 84T11GATE (949) 493-1171 WILI5111 1961 JOHN GREI ER (949) 493-1053 (FAX) 1776 MATT HART www.sanjuancapistrano.org 0 DAMD M. SWERDLIN CITY MANAGER GEORGE SCARBOROUGH September 14, 2001 Nossaman, Guthner, Knox & Elliott, LLP 18101 Von Karman Avenue, Suite 1800 Irvine, CA 92612.0177 Attention: Monica M. Lawrence Re: Amendment of San Joaquin Hills Transportation Corridor Agency Agreement related to membership of Aliso Viejo Dear Monica: The required approval of our City Attorney has been added to the agreement and a new Certified Copy enclosed. Best regards, Meg M ah CMC City C erk onus use 1s San Juan Capistrano: Preserving the Past to Enhance the Future �.�32400 PASEO AOELANTO MEMBERS OF THE CITY COUNCIL SAN JUAN CAPISTRANO, CA 92675 / unIn11R1 DIANE L.MITIGATE JOHN S.GELFF (949) 493-1171 nilllp1111 X96( JOHN GREINER (949) 493-1053 (FAX) 1776 MATT HART www.sanjuancapistrano.org • 1 • DAVID M. SWEROLIN CITY MANAGED GEORGE SCARBOROUGH August 22, 2001 NOTIFICATION OF ACTION BY THE CITY COUNCIL OF SAN JUAN CAPISTRANO On August 21, 2001 the City Council of San Juan Capistrano met regarding: "Consideration of Amendment to San Joaquin Hills Transportation Corridor Agency Agreement Related to Membership of Aliso Viejo." Item No. D6 The following action was taken at the meeting: "Resolution No. 01-8-21-1 adopted, approving Amendment No. 5 to the First Amended and Restated Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency, including the City of Aliso Viejo as a member and authorizing the Mayor to execute the agreement." The following documents have been enclosed as requested: Original executed agreement, (3) certified copies of the agreement and (3) certified copies of Resolution No. 01-8-21-1. If you have any questions regarding this action, please contact Meg Monahan, City Clerk at 443-6308 for more detailed information. Thank you, Me In an, CMC C' Clerk Cc: Mo ' a M. Lawrence, Nossaman, Guthner, Knox & Elliott; George Scarborough, City Manager; LNIUO USE IS San Juan Capistrano: Preserving the Past to Fnhcu ce the 1"uture CONSENT CALENDAR lCouncil Action: Moved by Council Member Bathgate, seconded by Mayor pro tem Swerdlin and carried unanimously, 4-0, to approve Consent Calendar Items 1, 2 and 4 through 9, as recommended by staff. 1. MOTION TO READ ORDINANCES BY TITLE ONLY APPROVED 2. MINUTES FROM THE REGULAR MEETING OF JULY 17, 2001, APPROVED AS SUBMITTED 3. ACCOUNTS PAYABLE WARRANTS DATED JULY 26, 2001, AND PAYROLL WARRANTS DATED JULY 19 AND AUGUST 2, 2001, RECEIVED AND FILED (300.30) This item was removed from the Consent Calendar to allow Council Member Bathgate to abstain from voting. ROLL CALL AYES: COUNCIL MEMBERS: Gelff, Mayor pro tem Swerdlin and Mayor Hart NOES: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: Bathgate 4. CASH BALANCES BY FUND FOR JUNE 30, 2001 RECEIVED AND FILED (330.50) 5. STATUS REPORT ON NEW DEVELOPMENT APPLICATIONS RECEIVED AND FILED (440.10) 6. RESOLUTION NO. 01-8-21-1 ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF SAN JUAN CAPISTRANO, CALIFORNIA, AUTHORIZING EXECUTION OF AMENDMENT NO. 5 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY;" AND THE MAYOR AUTHORIZED TO EXECUTE THE AGREEMENT (68%.50) (0QO . .0 7. RESOLUTION NO. 01-8-21-2 ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, DECLARING CERTAIN FLEET INVENTORY AS SURPLUS" (380.50) 8. RESOLUTION NO. 01-8-21-3 ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA CC Minutes 3 08-21-01 AGENDA ITEM August 21, 2001 TO: George Scarborough, City Manager FROM: Meg Monahan, City Clerk SUBJECT: Consideration of Amendment to San Joaquin Hills Transportation Corridor Agency Agreement Related to Membership of Aliso Viejo. RECOMMENDATION By motion, adopt a Resolution approving Amendment No. 5 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency including the City of Aliso Viejo as a member and authorizing the Mayor to execute the agreement. SITUATION The newly incorporated City of Aliso Viejo is pursuing membership in the San Joaquin Hills Transportation Corridor Agency (SJHTCA). Aliso Viejo has completed the required adoption of an ordinance adopting the Major Thoroughfare and Bridge Fee Program and a resolution establishing Areas of Benefit, estimated costs and required fees. In addition, the joint powers agreement requires unanimous consent of all parties to the agreement, including the City of San Juan Capistrano, through execution of a written amendment to the agreement. Representatives of the SJHTCA have requested that the City Council of San Juan Capistrano consider a resolution that would allow the City of Aliso Viejo to participate as a member of SJHTCA by authorizing execution of the amendment to the agreement. COMMISSION/BOARD REVIEW, RECOMMENDATION None FINANCIAL CONSIDERATIONS None DCo FOR CITY COUNCIL AGED .... Page 2 • • August 21, 2001 NOTIFICATION None ALTERNATE ACTION Do not adopt the Resolution approving the amendment to the agreement. RECOMMENDATION By motion, adopt a Resolution approving Amendment No. 5 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency including the City of Aliso Viejo as a member; and authorizing the Mayor to execute the agreement. Respectfully submitted, Meg a n, CMC City Clerk Attach S. Resolution Amendment No. 5 to the agreement w w , RESOLUTION NO. 01-8-21-1 _.y A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN _. CAPISTRANO, CALIFORNIA, AUTHORIZING EXECUTION OF AMENDMENT NO. 5 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY WHEREAS,the County of Orange(Districts 3 and 5), and the cities of Costa Mesa, Dana Point, Irvine, Laguna Hills, Laguna Niguel, Laguna Woods, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano and Santa Ana have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency (the "Agreement" and the "Agency"), which Agreement becarpe effective on October 17, 1988; and WHEREAS, the incorporation of the City of Aliso Viejo (the "City") became effective on July 1, 2001; and WHEREAS, at a public hearing on July 24,2001,the City enacted Ordinance No. 2001-011 adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement,and adopted Resolution No. 2001-041 establishing the Areas of Benefit, estimated costs and required fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and WHEREAS,the City has requested admission as a parry to the Agency;and WHEREAS, Section 9.1. of the Agreement provides that the unanimous consent of the Parties to such an Agency, evidenced by execution of a written amendment to the Agreement by all Parties, including the City of Aliso Viejo, is required to admit the City of Aliso Viejo as a Party. NOW, THEREFORE, BE IT RESOLVED,that the City Council of the City of San Juan Capistrano, in anticipation of the events recited above,and in order to enable the City of Aliso Viejo to participate fully in the Agency's Board meeting on September 13, 2001, hereby authorizes its Mayor to sign and the City Clerk to attest Amendment No. 5 of the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, attached as Exhibit "A." PASSED, APPROVED, AND ADOPTED 21$`day of August 2001. CG/�C.. G^ IA�� WYAg HART, MAYOR ATTEST: M R ARET R. MONAHAN, CITY CLERK STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF SAN JUAN CAPISTRANO ) I, MARGARET R. MONAHAN, appointed City Clerk of the City of San Juan Capistrano, do hereby certify that the foregoing Resolution No. 01-8-21-1was duly adopted by the City Council of the City of San Juan Capistrano at a regular meeting thereof, held the 21 st day of August 2001, by the following vote: AYES: COUNCIL MEMBERS: Bathgate, Gelff, Swerdlin and Mayor Hart NOES COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None MAARET R. MONAHAN, City Clerk 0 0 LAW OFFICES NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP RECEIVED WALTER L. NOSSAMAN SUITE 1800 JOHN T. KNOX (1888-1981) 18101 VON KARMAN AVENNWARREN G. ELLIOTT WILLIAM E. GUTHNER. JR. �� I 12 PH 'OI P.O. BOX 19772 NN 1M OF COUNSEL (1932-1999) IRVINE, CALIFORNIA 92623-9772 TELEPHONE (9491 833-7800 SAN FRANCISCO FACSIMILE (919) 833-7878 [IFTAiT14'::11T WASHINGTON D.C. THIRTY-FOURTH FLOOR .,I1 i, ;o,,N SUITE 370-S 50 CALIFORNIA STREET JUAN rAP;,STRA±ICI 801 13TH STREET N.W. SAN FRANCISCO, CA 94111-1799 WASHINGTON, O.O. 20005 (115) 39 8-3800 (202) 783-7272 LOS ANGELES August U ust 21 L 2001 SACRAMENTO L1 THIRTY-FIRST FLOOR g , 1 SUITE 1000 115 SOUTH FIGUEROA STREET 915 L STREET LOS ANGELES. OA 90071-1502 SACRAMENTO, CA 95811-3701 (213) 812-7801) (Q 16) 112-8888 REFER TO FILE NUMBER 190477-999 VIA OVERNIGHT MAIL Margaret R. Monahan, City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Re: Admission of the City of Aliso Viejo as Member of the San Joaquin Hills Transportation Corridor Agency Dear Ms. Monahan: As we recently discussed by phone, our office serves as legal counsel to the San Joaquin Hills Transportation Corridor Agency ("SJHTCA"). The City of Aliso Viejo was incorporated on July 1, 2001. At a public hearing on July 24, 2001, the City of Aliso Viejo enacted Ordinance No. 2001-011 adopting the Major Thoroughfare and Bridge Fee Program, and adopted Resolution No. 2001-041 establishing the Areas of Benefit, estimated costs and required fees. These actions were pursuant to Section 9.1 of the "First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency" ("Agreement"). Section 11.1 of the Agreement requires the unanimous consent of all Parties, including the City of San Juan Capistrano, to be evidenced by execution of a written amendment to the Agreement. The amendment, together with a form of resolution authorizing execution, is enclosed. We request that this item be agendized promptly so that the City of Aliso Viejo may participate fully in the Board's next scheduled meeting. 0 0 NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP `Ms. Margaret Monahan August 2, 2001 Page 2 Please forward the original and three certified copies of the executed amendment, as well as three certified copies of the resolution authorizing execution to my attention at the address noted above. Thank you very much for your prompt attention to this matter. Please contact me if you have any questions or require further information. Very truly yours, Monica M. Lawrence Paralegal /mml CC: Walter D.Kreutzen,TCA Kathy Besnard,TCA �S 32400 PASEO ADELANTO MEMBERS OF THE CITY COUNCIL COLLENE CAMPBELL SAN JUAN CAPISTRANO,CA 92675 '% . JOHN GREINER (949) 493-1 171 /Y`d' mmnmF� WYATT HART (949) 493-1053 (FAX) B+mmF1961 G?L JONES 1776 DAVID M.SWERDLIN CITY MANAGER GEORGE SCARBOROUGH April 11, 2000 Monica Lawrence Nossaman, Guthner, Knox & Elliott 18101 Von Karman Avenue, Suite 1800 Irvine, California 92612 Re: Admission of the City of Rancho Santa Margarita as Member of the Foothill/Eastern Transportation Corridor Agency Dear Ms. Lawrence: At their meeting of April 4, 2000, the City council of the City of San Juan Capistrano adopted Resolution No. 00-4-4-3, which provides for the inclusion of the City of Rancho Santa Margarita in the Foothill/Eastern Transportation Corridor Agency. Enclosed are four copies of the Amendment signed by the City and three certified copies of the Resolution. Please feel free to contact Jennifer Murray, Assistant City Manager, at 443-6319 if you have any questions. Very truly yours, Cheryl Joh on City Clerk Enclosures cc: City of Rancho Santa Margarita (with copy of resolution) WN use n San Juan Capistrano: Preserving the Past to Enhance the Future 00 9. APPROVAL OF RESOLUTION ACCEPTING AN EASEMENT FROM CALIFORNIA FIRST PROPERTIES FOR THE DOWNTOWN LIGHTING PROJECT (670.50) As set forth in the Report dated April 4, 2000, from the Engineering and Building Director, the following Resolution was adopted accepting an easement from California First Properties, owner of the Union Bank of California lot, for installation of light pole #2 in the City's downtown pedestrian lighting project: RESOLUTION NO. 00-4-4-2 ACCEPTING EASEMENT FOR DOWNTOWN LIGHTING PROJECT (CALIFORNIA FIRST PROPERTIES) - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, ACCEPTING AN EASEMENT FOR THE DOWNTOWN LIGHTING PROJECT FROM CALIFORNIA FIRST PROPERTIES The City Clerk was authorized to forward the Easement to the Orange County Recorder, 10. APPROVAL OF AMENDMENT TO THE AGREEMENT FOR HYDROGEOLOGIC SERVICES FOR THE NORTH AREA DOMESTIC WELL (RICHARD C. SLADE AND ASSOCIATES) (600.30) As set forth in the Report dated April 4, 2000, from the Public Works Director, the Amendment to the Personal Services Agreement with Richard C. Slade and Associates, for hydrogeologic services for the North Area Domestic Well was approved to acknowledge the increased scope and amount of work required in the amount of $13,000, for a total project cost of$35,874. 11. WITHDRAWAL OF RESOLUTION SETTING THE TIME AND DATE FOR A PUBLIC HEARING REGARDING VACATION OF AN EASEMENT FOR STREET AND HIGHWAY PURPOSES (DECK EKUAN BILYK AND BIRTCHER) (670.50) As set forth in the memorandum from the Engineering and Building Director, the Resolution forwarded by Report dated April 4, 2000, was withdrawn from the agenda to allow the affected parties additional time to work on the issues. APPROVAL OF RESOLUTION PROVIDING FOR THE CITY OF RANCHO SANTA MARGARITA'S INCLUSION IN THE FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY 600.50 f As set forth in the Report dated April 4, 2000, from the Assistant City Manager, the following Resolution was adopted supporting inclusion of the City of Rancho Santa Margarita in the Foothill/Eastern Transportation Corridor Agency: City Council Minutes -4- 4/4/00 RESOLUTION NO. 00-4-4-3, APPROVING ADMISSION OF THE CITY OF RANCHO SANTA MARGARITA AS A MEMBER OF THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING AMENDMENT NO. 4 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY FOR ADMISSION OF THE CITY OF RANCHO SANTA MARGARITA AS A MEMBER The following items were removed from the Consent Calendar: AWARD OF CONTRACT FOR THE FOURTH OF JULY AERIAL FIREWORKS DISPLAY (PYRO SPECTACULARS) 600.30) Written Communications: Report dated April 4, 2000, from the Community Services Director, forwarding a contract with Pyro Spectaculars, in the amount of $13,000, for a manually-fired aerial display. The Community Services Director advised that staff had worked to resolve issues associated with the past Fourth of July events, including an inadequate sound system and the choreographing and synchronization of the music and fireworks in conjunction with an electronically-fired display. He advised that a revised proposal had been received from Pyro Spectaculars for an electronically-fired, synchronized and choreographed show in the amount of $15,700. He advised that additional 4" and 5' shells could be obtained for additional funds. Council Member Swerdlin noted his support of the proposed improvements and additional shells, indicating that there had been a rebate from last year's show that could be applied. Approval of Electronically-Fired Display/Revised Contract: It was moved by Council Member Swerdlin, seconded by Council Member Hart and unanimously carried to approve the revised contract for an electronically-fired, synchronized and choreographed fireworks display, including additional funds in the amount of$2,000 for additional 4" and 5" shells for a total contract price of$17,700. AWARD OF CONTRACT - CITY STREET SWEEPING SERVICES (CALIFORNIA STREET MAINTENANCE, INC.) (600.30) Written Communications: Report dated April 4, 2000, from the Public Works Director, forwarding a contract with California Street Maintenance, Inc., to provide City street sweeping services for a three- year period commencing May 1, 2000 and ending April 31, 2003, in the amount of $213,864. City Council Minutes -5- 4/4/00 AGENDA ITEM April 4, 2000 TO: George Scarborough, City Manager FROM: Jennifer M. Murray, DPA, Assistant City Manager SUBJECT: Consideration of Resolution Providing for the City of Rancho Santa Margarita's Inclusion in the Foothill/Eastern Transportation Corridor Agency --------------------------------------------------------------------- --------------------------------------------------------------------- RECOMMENDATION: Approve the Attached Resolution supporting the inclusion of the City of Rancho Santa Margarita in the Foothill/Eastern Transportation Corridor Agency. SITUATION: The City of San Juan Capistrano is a party to the Foothill/Eastern Transportation Corridor Agency, created as a joint powers authority. As a member, the City must approve the inclusion of new jurisdictions in the Agency. The City of Rancho Santa Margarita incorporated January 1, 2000, and desires to join the Corridor Agency. To facilitate Rancho Santa Margarita's inclusion, it is necessary for all parties in the joint powers authority to approve the change. Staff recommends the City Council approve the attached resolution conveying San Juan Capistrano's support for the inclusion of Rancho Santa Margarita. COMMISSION/BOARD REVIEW AND RECOMMENDATIONS Not Applicable. FINANCIAL CONSIDERATIONS None. NOTIFICATION Michael Shonafelt, Esq. Nossaman, Gunther, Knox and Elliott City of Rancho Santa Margarita FOR CITY COUNCIL AGEND I i ALTERNATE ACTIONS 1. Approve the Attached Resolution supporting the inclusion of the City of Rancho Santa Margarita in the Foothill/Eastern Transportation Corridor Agency. 2. Do not approve the attached resolution. 3. Request more information from staff. ------------------------------------------------------------------- ------------------------------------------------------------------- RECOMMENDATION Approve the Attached Resolution supporting the inclusion of the City of Rancho Santa Margarita in the Foothill/Eastern Transportation Corridor Agency. Respectfully submitted, J ifer MMurra PA A sistant City Manager JM:jmm Attachment: Resolution RESOLUTION NO. 00-4-4-3 APPROVING ADMISSION OF THE CITY OF RANCHO SANTA MARGARITA AS AMEMBER OF THE FOOTHILLIEASTERN TRANSPORTATION CORRIDOR AGENCY A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING AMENDMENT NO. 4 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY FOR ADMISSION OF THE CITY OF RANCHO SANTA MARGARITA AS A MEMBER WHEREAS, the County of Orange (Districts 3, 4 and 5) and the cities of Anaheim, Dana Point, Irvine, lake Forest, Orange, Mission Viejo,San Clemente, San Juan Capistrano, Santa Ana, Tustin and Yorba Linda have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency (the "Agreement" and the "Agency"), which Agreement became effective on October 21, 1988; and, WHEREAS, the incorporation of the City of Rancho Santa Margarita (the "City") became effective on January 1, 2000; and, WHEREAS, at a public hearing on February 27, 2000, the City adopted a Resolution establishing the Areas of Benefit, estimated costs and required fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, at a subsequent public hearing on March 2, 2000, the City enacted an ordinance adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS,the City has requested admission as a party to the Agency; and, WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of the Parties to such an Agency, evidenced by execution of a written amendment to the Agreement by all the parties, including the City of Rancho Santa Margarita, is required to admit the City of Rancho Santa Margarita as a Party. NOW, THEREFORE, BE IT RESOLVED, that in anticipation of the events recited above, and in order to enable the City or Rancho Satna Margarita to participate fully in the Agency's Board meeting on April 13, 2000, the City Council of the City of San Juan Capistrano does hereby authorize its Mayorto sign and the City Clerk to attestAmendment -1- NOSSRMAN GUTHNER KNOX i 1,14 7u D, 02102 IAW OFFICE6 NOSSAMAN, GIJTIINER, KNOX Il; ELLIOTT, LLP WALTER L NOSSANAN SUITE 1000 SONN i KNOX (1060-1904) 10101 VON KARMAN AVLNUF WARREN a. ELLIOTT wLLUAN E. OUTXNER,J0. P.0.SOX 107)] OF COUNSFL (1657.1-9q IRVINE. CAI FOR'NIA 92023-9777 TFLFRNONE (5451 0534000 S.0 FRANCISCO FACSIMILE (919)555.197E WASMNIOTON,D-C THIRTY-FOURTH FLOOR SUITE a)0-a 50 CALIFORNIA STREET 901 1314 STREET K.W SAN FRANCISCO. CA sant 4700 WASNINOTON. O.C. 20005 (116) 3-4-3000 (307) 755.7270 LOS NAC Ea, March 6 THIRTY-FIRST FLOOR ,2000 4AORAYl 9mr! 19x- IF) 445 SOUTH FIOUEROA STREET 960 I aTREET LOS ANAELEa. CA 90571 1401 SACRAMENTO. OA 95160-570, (715) 015.1000 {� (Hp 449055 3 11n —. To FRO NUWFR �lr�J-C f 080182-9999 VIA FEDERAL EXPRESS `L Collene Campbell, Mayor City of San Juan Capistrano 32400 Paseo AdeIanto San Juan Capistrano, CA 92675 Re: Admission of the City of Rancho Santa Margarita as Member of the FoothilUEastemTransp©rtation Corridor Agency Dear Mayor Campbell: This office serves as general counsel to the Foothill/Eastern Transportation Corridor Agency("F/ETCA"). The City of Rancho Santa Margarita was incorporated on January 1, 2000. At a public hearing on February 17, 2000, the City adopted a Resolution establishing the Areas of Benefit,estimated costs and required fees. Ata subsequent public hearing on March 2,2000,the City of Rancho Santa Margarita enacted an ordinance adopting the Major Thoroughfare and Bridge Fee Program. These actions were pursuant to Section 4.1 of the"First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency"("Agreement'). Section 9.1 of the Agreement requires the unanimous consent of all Parties, including the City of Rancho Santa Margarita,to he evidenced by execution of a written amendment to the Agreement. The amendment, together with a form of resolution authorizing execution,is enclosed. 194923 A RESOLUTION OF THE CITY OF SAN JUAN CAPISTRANO WHEREAS, the County of Orange (Districts 3,4 and 5), and the cities of Anaheim, Dana Point,Irvine, Lake Forest, Orange,Mission Viejo, San Clemente, San Juan Capistrano, Santa Ana, Tustin, and Yorba Linda have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency (the"Agreement" and the"Agency"),which Agreement became effective on October 21, 1988; and WHEREAS,the incorporation of the City of Rancho Santa Margarita(the"City") became effective on January 1, 2000; and WHEREAS, at a public hearing on February 27, 2000,the City adopted a Resolution establishing the Areas of Benefit, estimated costs and required fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and WHEREAS, at a subsequent public hearing on March 2, 2000,the City enacted an ordinance adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and WHEREAS,the City has requested admission as a party to the Agency; and WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of the Parties to such an Agency, evidenced by execution of a written amendment to the Agreement by all the Parties,including the City of Rancho Santa Margarita,is required to admit the City of Rancho Santa Margarita as a Party. NOW,THEREFORE, in anticipation of the events recited above, and in order to enable the City of Rancho Santa Margarita to participate fully in the Agency's Board meeting on 194948 1 April 13, 2000,the City of San Juan Capistrano hereby authorizes its Mayor to sign and the City Clerk to attest Amendment No.4 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the Foothill/Eastern Transportation Corridor Agency, attached as Exhibit "A". ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the City of San Juan Capistrano By: Mayor By: Dated: APPROVED AS TO FORM: By: City Counsel 194969_LDOC -2- 32400 PASEO ADELANTO i ® Q MEMBERS OF THE CITY COUNCIL SAN JUAN CAPISTRANO,CA 92675 LKl1 JO NGECAMPBELL REINER (949)493-I 171 wrap HART (949)493-1053(FAX) nnnnrw 1961 GILIONES 1776 DAVID M.SWERDLIN • • CITY MANAGER GEORGE SCARBOROUGH October 12, 1999 Michael Shonafelt, Esq. Nossaman, Gunther, Knox & Elliott, LLP 18101 Von Karman Avenue, Suite 1800 Irvine, California 92612 Re: Admission of the City of Lacuna Woods as Member of the San Joaquin Hills Transportation Corridor Anencv Dear Mr. Shonafelt: At their meeting of October 5, 1999, the City Council of the City of San Juan Capistrano adopted Resolution No. 99-10-5-2, which provides for the inclusion of the City of Laguna Woods in the San Joaquin Hills Transportation Corridor Agency. As requested, enclosed are three certified copies of Resolution No. 99-10-5-2, and an original and three certified copies of the "Amendment No. 4 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency." We appreciate receiving a copy of Amendment No. 4 once is has been fully executed. Please feel free to contact us if you need any further information. Very truly yours, Cheryl Joh 6n City Clerk Enclosure cc: City of Laguna Woods (with resolution) Jennifer Murray (with resolution) oxuo uss u San Juan Capistrano: Preserving the Past to Enhance the Future 11. ADOPTION OF RESOLUTION PROVIDING FOR THE CITY OF LAGUNA WOODS' INCLUSION IN THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY 600.50 1 As set forth in the Report dated October 5, 1999, from the Assistant City Manager, the following Resolution providing for the City of Laguna Woods' inclusion in the San Joaquin Hills Transportation Corridor Agency was adopted: RESOLUTION NO. 99-10-5-2, INCLUSION OF CITY OF LAGUNA WOODS IN SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY-A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, PROVIDING FOR THE INCLUSION OF THE CITY OF LAGUNA WOODS IN THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY PUBLIC HEARINGS - None RECESS AND RECONVENE Council recessed at 7:18 p.m. to convene the San Juan Capistrano Community Redevelopment Agency and the Capistrano Valley Water District, and reconvened at 7:20 p.m. ADMINISTRATIVE ITEMS CITY MANAGER 1. APPROVAL OF LAND TRANSFER AGREEMENT WITH DMB LADERA AND RESIDENTS IN THE STONERIDGE DEVELOPMENT TO FACILITATE LANDSLIDE REPAIR (600.30) Written Communications: (1) Report dated October 5, 1999, from the City Manager, advising that a landslide had occurred on land owned by DMB Ladera, LLC, within the unincorporated area immediately adjacent to the rear yards of six homes on Silver Creek Drive in San Juan Capistrano, undermining the rear yards and causing damage to some accessory structures. The homeowners had formed a small corporation, S.C. Slide, Inc., to acquire rights to enter the slide property and repair the slide. The agreement defined the land transfers and slide repairs. It provided that S.C. Slide, Inc. will hold harmless and indemnify both the City and Ladera, will post sufficient bonds to insure performance of the repair and will pay all costs associated with the transaction. (2) Memorandum dated October 5, 1999, from the City Manager, forwarding the final draft of the agreement. George Scarborough, City Manager, made an oral presentation advising that the agreement created no financial responsibility for the City. City Council Minutes -5- 1015199 AGENDA ITEM October 5, 1999 TO: George Scarborough, City Manager FROM: Jennifer M. Murray, DPA, Assistant City Manager SUBJECT: Consideration of Resolution Providing for the City of Laguna Woods' Inclusion in the San Joaquin Hills Transportation Corridor Agency --------------------------------------------------------------------- --------------------------------------------------------------------- RECOMMENDATION: Approve the Attached Resolution supporting the inclusion of the City of Laguna Woods in the San Joaquin Hills Transportation Corridor Agency. --------------------------------------------------------------------- --------------------------------------------------------------------- SITUATION: The City of San Juan Capistrano is a party to the San Joaquin Hills Transportation Corridor Agency, created as a joint powers authority. As a member, the City must approve the inclusion of new jurisdictions in the Agency. The City of Laguna Woods incorporated on March, 24, 1999, and desires to join the Corridor Agency. To facilitate Laguna Woods' inclusion, it is necessary for all parties in the joint powers authority to approve the change. Staff recommends the City Council approve the attached resolution conveying San Juan Capistrano's support for the inclusion of Laguna Woods. COMMISSION/BOARD REVIEW AND RECOMMENDATIONS Not Applicable. FINANCIAL CONSIDERATIONS None. NOTIFICATION Michael Shonafelt, Esq. Nossaman, Gunther, Knox and Elliott City of Laguna Woods FOR CITY COUNCIL AGE 2 ALTERNATE ACTIONS 1. Approve the Attached Resolution supporting the inclusion of the City of Laguna Woods in the San Joaquin Hills Transportation Corridor Agency. 2. Do not approve the attached resolution. 3. Request more information from staff. ------------------------------------------------------------------- ------------------------------------------------------------------- RECOMMENDATION Approve the Attached Resolution supporting the inclusion of the City of Laguna Woods in the San Joaquin Hills Transportation Corridor Agency. Respectfully submitted, *nn' i1fer M. �rray., PA Assistant City Manager JM:jmm Attachment: Resolution �\ 393 • RESOLUTION NO. 99-10-5-2 INCLUSION OF CITY OF LAGUNA WOODS IN SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, PROVIDING FOR THE INCLUSION OF THE CITY OF LAGUNA WOODS IN THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY WHEREAS, the County of Orange(Districts 3 and 5), and the cities of Costa Mesa, Dana Point,Irvine,Laguna Hills,Laguna Niguel,Mission Viejo,Newport Beach,San Clemente,San Juan Capistrano and Santa Ana have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency (the "Agreement" and the "Agency"), which Agreement became effective on October 17, 1988; and, WHEREAS, at a public hearing on May 5, 1999,the City of Laguna Woods enacted an ordinance adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, at a subsequent public hearing on August 18, 1999,the City of Laguna Woods adopted a Resolution establishing the Areas of Benefit, estimated costs and required fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the agreement; and, WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of the Parties to such an Agency, evidenced by execution of a written amendment to the Agreement by all the Parties, including the City of Laguna Woods, is required to admit the City of Laguna Woods as a Party. NOW, THEREFORE, BE IT RESOLVED, that in anticipation of the events recited above, and in order to enable the City of Laguna Woods to participate fully in the Agency's Board meeting on October 14, 1999, the City Council of the City of San Juan Capistrano does hereby authorize its Mayor to sign and City Clerk to attest Amendment No. 4 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, attached hereto as Exhibit "A." PASSED, APPROVED, AND ADOPTED this 5th day of October 1999. JO GREINER, MAYOR ATTEST: CITY CLERK -1- � 394 • STATE OF CALIFORNIA ) `" COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 99-10-s-2 adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held on the 5th day of October 1999, by the following vote: AYES: Council Members Jones, Hart, Campbell and Mayor Greiner NOES: None ABSTAIN: None ABSENT: Council Member Swerdlin (SEAL) CHERYLJOS , CITY CLERK -2- LAW OFFICES NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP WALTER L. NOSSAMAN SUITE 1800 JOHN T. KNOX 1188818841 18101 VON KARMAN AVENUE WARREN G. ELLIOTT OF COUNSEL WILLIAM E. GUTHNER, JR. P.O. BOX 19772 (1932-1999) IRVINE, CALIFORNIA 92623-9772 TELEPHONE (949) 833-7800 SAN FRANCISCO FACSIMILE (949) 833-7578 WASHINGTON, O.C. THIRTY-FOURTH FLOOR SUITE 370-S 50 CALIFORNIA STREET 601 13TH STREET N.W. SAN FRANCISCO. OA 04111.4788 WASHINGTON, 0. 20005 (4 15) 388-3600 (202) 753-7272 LOS ANGELES September 3, 1999 SACRAMENTO THIRTY-FIRST FLOOR SUITE 1000 445 SOUTH FIGUEROA STREET 915 L STREET LOS ANGELES, CA 90071.1602 SACRAMENTO. CA95614-3701 (2 13) 512-7590 (9 6) 442-6586 REFER TO FILE NUMBER 190477-999 VIA FIRST CLASS MAIL John Grenier, Mayor An� City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Re: Admission of the City of Laguna Woods as Member of the San Joaquin Hills Transportation Corridor Agency Dear Mayor Grenier: This office serves as general counsel to the San Joaquin Hills Transportation Corridor Agency ("SJHTCA"). The City of Laguna Woods was incorporated on March 24, 1999. At a public hearing on May 5, 1999, the City of Laguna Woods enacted an ordinance adopting the Major Thoroughfare and Bridge Fee Program. At a subsequent public hearing on August 18, 1999,the City adopted a Resolution establishing the Areas of Benefit, estimated costs and required fees. These actions were pursuant to Section 4.1 of the"First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency" ("Agreement"). Section 9.1 of the Agreement requires the unanimous consent of all Parties, including the City of Laguna Woods, to be evidenced by execution of a written amendment to the Agreement. The amendment, together with a form of resolution authorizing execution, is enclosed. We request that you agendize the enclosed Resolution at the next available public meeting of the City Council, so that the City of Laguna Woods may participate in meetings of 00992440035 SEP 0 7 1999 NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP John Grenier, Mayor September 3, 1999 Page 2 We request that you agendize the enclosed Resolution at the next available public meeting of the City Council, so that the City of Laguna Woods may participate in meetings of the TCA Board of Directors. We are anxious to welcome the City of Laguna Woods to full membership in the SJHTCA and to benefit from its full participation in the efforts to alleviate Orange County's traffic problems. Please forward the original and three certified copies of the executed amendment, as well as three certified copies of the resolution authorizing execution to: Michael Shonafelt, Esq. Nossaman, Guthner, Knox & Elliott, LLP 18101 Von Karman Ave, Suite 1800. Irvine, CA 92612 Thank you very much for your prompt attention to this matter. Very truly yours, *ael for NOSSAMAN, GUTHNER, KNOX & ELLIOTT, LLP Mwslcal l Enclosures CC: Walter D. Kreutzen,TCA Kathy Besnard,TCA • Joao • MEMBERS OF THE CITY COUNCIL v 7y ANTHONY L. BLAND LAWRENCE F. BUCHHEIM KENNETH E. FRIESS DORFI W 1"p {9SI GARY L. HAUSORfER 11 1776 PHILLIP R. SCHWARTZE • CITY MANAGER STEPHEN B JULIAN February 7, 1990 Mr. Bill Woollett, Executive Director Transportation Corridors Agency 345 Clinton Street Costa Mesa, California 92626-6011 Re: Admission of City of Laguna Niguel to San Joaquin Hills Transportation Corridor Agency Dear Mr. Woollett: At their regular meeting held February 6, 1990, the City Council of the City of San Juan Capistrano adopted Resolution No. 90-2-6-5, which supported the admission of the City of Laguna Niguel as a party to the Joint Powers Agency of the San Joaquin Hills Transportation Corridor. A certified copy of Resolution No. 90-2-6-5 is enclosed for your files. Two copies of the "Amendment No. 2" were signed by the Mayor and City Clerk of San Juan Capistrano and are also enclosed. We would appreciate receiving a completely signed copy of the Amendment when it is available. If you need any further information, please let me know. Very truly yours, Mary Ann fMnover, CMC City Clerk MAH/cj Enclosures cc: City Manager 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 499.1171 MEMBERS OF THE CITY COUNCIL ANTHONY L. BLAND LAWRENCE F. BUCX HEIM leap HBO KENNETH E. FRIESS up I96� GARY L. HAUSDORF£R 1776 PMILL IP R. 5CHWARTZE • • CITY MANAGER STEPHEN B JULIAN February 7, 1990 Ms. Patricia Bates, Mayor City of Laguna Niguel 27821 La Paz Road Laguna Niguel, California 92656 Re: San Joaquin Hills Transportation Corridor Joint Powers Agency Dear Ms. Bates: At their regular meeting held February 6, 1990, the City Council of the City of San Juan Capistrano adopted Resolution No. 90-2-6-5, which supported the admission of the City of Laguna Niguel as a party to the Joint Powers Agency of the San Joaquin Hills Transportation Corridor. A certified copy of Resolution No. 90-2-6-5 is enclosed for your files. The "Amendment No. 2 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency" was signed by the Mayor and City Clerk and forwarded to the Transportation Corridors Agency. Best wishes to you and your new Council Members and staff. Very truly yours Mary n2an CMC City Clerk MAH/cj Enclosure cc: City Manager 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 498.1171 control , and notification; $12 , 000 for City staff time; and $20, 000 for City overhead. COUNCILMANIC ITEMS RESOLUTION SUPPORTING ADDITION TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY (CITY OF LAGUNA NIGUEL) (600. 50) Written Communication: Report dated February 6, 1990, from the City Manager, forwarding a Resolution in support of admitting the newly formed city of Laguna Niguel to the San Joaquin Hills Transportation Corridor Agency so that the City may participate in the upcoming meeting of the Corridor Agency Board. Adoption of Resolution: It was moved by Councilman Bland, seconded by Councilman Friess, that the following Resolution be adopted: RESOLUTION NO 90-2-6-5 ADMISSION OF CITY OF LAGUNA NIGUEL TO SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING AMENDMENT NO. 2 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT TO ADMIT THE CITY OF LAGUNA NIGUEL AS PARTY TO THE AGENCY The motion carried by the following vote: AYES: Councilmen Bland, Buchheim, Friess, and Mayor Hausdorfer NOES: None ABSENT: Councilman Schwartze The Mayor was authorized to execute an Amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor. 2 . ORAL REPORTS OF OUTSIDE AGENCIES a. Orange County Solid Waste Management Committee (810. 10) Councilman Bland noted the meeting to be held on February 8, 1990, which Cindy Ferguson will attend on behalf of the City. -17- 2/6/90 AGENDA ITEM February 6, 1990 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: Resolution Supporting Admission of Member to the San Joaquin Hills Transportation Corridor Agency (City of Laguna Niguel) SITUATION• The newly formed City of Laguna Niguel desires to participate fully in the San Joaquin Hills Transportation Corridor Agency. The City is willing to comply with all of the requirements needed for membership in the Agency. In accordance with the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency, all member agencies must support the addition of new member organizations to the JPA. So that the City of Laguna Niguel may participate in the upcoming meeting of the Corridor Agency Board, the City of San Juan Capistrano has been requested to adopt the attached Resolution supporting Laguna Niguel's membership in the Transportation Corridor Agency. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None. ALTERNATE ACTIONS: 1. Move to approve the attached Resolution supporting the membership of the City of Laguna Niguel in the San Joaquin Hills Corridor Transportation Corridor Agency and authorize the Mayor to sign an Amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor. 2. Request more information from staff. FOR CITY COUN DA..... J / l Agenda Item -2- February 6, 1990 ------------------------------------------------------------------ ------------------------------------------------------------------ RECOMMENDATION: Move to approve the attached Resolution supporting the membership of the City of Laguna Niguel in the San Joaquin Hills Corridor Transportation Corridor Agency and authorize the Mayor to sign an Amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor. A ctfully ed, n B. Julia City Manager SBJ:JW:ms Attachment RESOLUTION NO. 90-2-6-5 ADMISSION OF CITY OF LAGUNA NIGUEL TO SAN 30AOUIN LIS A ON DOR A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING AMENDMENT NO. 2 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT TO ADMIT THE CITY OF LAGUNA NIGUEL AS PARTY TO THE AGENCY WHEREAS, the County of Orange and the Cities of Costa Mesa, Dana Point, Irvine, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano and Santa Ana have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency (the "Agreement" and the "Agency"), which Agreement became effective on October 17, 1988; and, WHEREAS, the incorporation of the City of Laguna Niguel (the "City") became effective on December 1, 1989; and, WHEREAS, it is anticipated that on February 6, 1990, the City shall adopt an ordinance adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, it is also anticipated that on February 6, 1990, the City shall adopt a resolution establishing the Areas of Benefit and fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, the City has requested admission as a party to the Agency; and, WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of the Parties to such Agency, evidenced by execution of a written amendment to the Agreement by all the Parties, including the City of Laguna Niguel, is required to admit the City of Laguna Niguel as a Party. NOW, THEREFORE, BE IT RESOLVED, that in anticipation of the events recited above, and in order to enable the City of Laguna Niguel to participate fully in the Agency's Board meeting on February 8, 1990, the City of San Juan Capistrano hereby authorizes its Mayor to sign and City Clerk to attest Amendment No. 2 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, attached by reference as Exhibit "A". PASSED, APPROVED, AND ADOPTED this 6th day Of Fehruary , 1990. , GA SDORFER, MAY ATTEST: CITY CL K -1- STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, MARY ANN HANOVER, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 90-2-6-5 adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held on the 6th day of February , 1990, by the following vote: AYES: Councilmen Friess, Buchheim, Bland and Mayor Hausdorfer DOES: None ABSENT: Councilman Schwartze (SEAL) MARYANN N VER, CITY CLERK -2- AMENDMENT NO. 1 TO THE FIRST AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY SECTION 1. The Board of the San Joaquin Hills Transportation Corridor Agency imposed no terms and conditions upon the participation of the City of aaa Pomt as a Party to the Agency ursuant to Section 9.1 of the First Amended and Restated Joint Powersreement Creating the San Joaquin Hills Transportation Corridor A�envy, m addition to enactment of the ordinance adopting the Major 'Thoroughfare and Bridge Fee Program of such Agency and the resolution establishing the Areas of Benefit, estimated costs and required fees. SECTION 2. The first paragraph of such Agreement hereby is amended to read as follows: THIS FIRST AMENDED AND RESTATED AGREEMENT was made and entered into, pursuant to Sections 11.1 and 11.3 by and among the following public agencies, other than the City of Dana Point, as of the 17th day of October, 1988, the fust date on which six or more of such public agencies executed this First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hi11s Transportation Corridor Agency, and is amended by this Amendment No. 1. to such Agreement, pursuant to Section 9.1, b and among all of the following public agencies as of the yid day of /c , 1989, the date on which the last of such public agencies executed this Amendment No. 1 to such Agreement: (a) County of Orange (b) City of Costa Mesa (c) City of Dana Point (d) City of Irvine (e) City of Mission Viejo (f) City of Newport Beach (g) City of San Clemente (h) City of San Juan Capistrano (i) City of Santa Ana EXHIBIT A Page 1 of 4 SECTION 3. Section 3.2 hereby is amended to read as follows: . . . 3.2 BOARD. a. The Board shall consist of the following: (i) One voting Board Member appointed by the legislative body of each of the following Parties, pursuant to Section 3.1 above; the Cities of Costa Mesa, Dana Point, Irvine, Newport Beach, San Clemente, San Juan Capistrano, Mission Viejo and Santa Ana. SIGNED AND CERTIFIED THAT COUNTY OF ORANGE A COPY OF THIS DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD 1C�B Chairman Board of Supervisors LINDA D. RUTH Clerk of the Board of Supervisors County of Orange, California 8 9-5'So APPROVED AS TO FORM: By: � y Counsel ATTEST: CITY OF DANA POINT Clerk of the �. City of Dana Point By: Mayor JUDY CURRERI By: MARY q R SON Dated May 23 , 1989 APPROVED AS TO FORM: By: Wl , C' A rney J RRY M. PATTERSON EXHIBIT A Page 2 of 4 ATTEST: CITY OF IRVINE ' Clerk of the City of IryM' a By: By: Dat 9 i APPZ AS TO FORM: By: ty Alto6&y/ ATTEST: CITY OF MISSION VIEJO Clerk of the City of Mission Viejo By: - IVY Z EL Mayor By: J WILLIAM S. CRA RAFT Dated APPROVED AS TO FORM: By: Lr� �./ City Attorney SCOTT FIELD , ATTEST: CITY OF NEWP �i� BEACH Clerk of the City o Newport Beach By: Mayor Dated APPR ED AS TO FORM: O U Z' By: w.� ty Attorney S�t1Foa��r ATTEST: CITY OF SAN CLEMENTE Clerk of the City of San Clemente By: yr By: �-n %: tea/ tcJQ t.1� Dated I/ —i/ APPROVED AS TO FORM: By: Cit tornl EXHIBIT A Page 3 of 4 ATTEST: CITY OF SAN JUAN CAPISTRANO Clerk of the / City of San Juan Capistrano By: ayor By: Dated V APPROVED AS TO FORM: By: --47— City Atto ATTEST: CITY OF SANTA ANA Clerk of the City of Santa Ana B ; 114 ayor B Da d7pf Apr ved s to APPROVED AS TO FORM: City Manager By: City Atto&eYj ATTEST: CITY OF COSTA MESA Cof the Gt City of Costa Mesa g Mayor By: ed�Dated (0-36-95 APPROVED AS TO FORM: By: City Attorney EXHIBIT A Page 4 of 4 see MEMBERS OF THE CITY COUNCIL ANTHONY L. BLAND LAWRENCE F. SUCH HEIM U< -VOIIx.�4 KENNETH E. FIESS ItIx116x10 IBGI GARY L. HAUSDORFER PHILLIP R. SCMWARTZE V • CITY MANAGER STEPHEN B JULIAN April 7, 1989 Mr. John Meyer, Executive Director Transportation Corridors Agency 345 Clinton Street Costa Mesa, California 92629-6011 Re: Admission of City of Dana Point to the San Joaquin Hills Transportation CorridorTransportation Corridor Agency Dear Mr. Meyer: At their regular meeting held April 4, 1989, the City Council of the City of San Juan Capistrano adopted Resolution No. 89-4-4-3, which agreed to the admittance of the City of Dana Point as a party to the San Joaquin Hills Transportation Corridor Agency. Enclosed is a certified copy of Resolution No. 89-4-4-3. Also enclosed is a copy of "Amendment No. 1 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency." The Amendment has been attested by the San Juan Capistrano Mayor, City Attorney, and City Clerk. We would appreciate receiving a fully-executed copy when it is available. If you need any additional information, please let me know. Very truly yours, Mary Ann over, CMC City Clerk MAHJcj Enclosure cc: City Manager 32400 PASEO ADELANTO. SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493-1171 6. ESTABLISHMENT OF DEPOSIT SYSTEM FOR COMMUNITY PLANNING AND DEVELOPMENT (440. 30) written Communication: Report dated April 4, 1989, from the Assistant City Manager proposing that the City change from a fee structure for planning and zoning applications to a deposit system in order to finance the Community Planning and Development Department's use of planning consultants to help process the high volume of applications in a timely manner. Under the new system, the applicant would submit an application cash deposit to the City when the application is filed, and the cost of processing the application would be paid out of the deposit. The purpose of the new system is to ensure that an applicant pays only the amount of money necessary to reimburse the City for the cost of processing the application while assuring full cost recovery for the City. Adoption of Resolution: It was moved by Councilman Friess, seconded by Councilman Buchheim, that the following Resolution be adopted: RESOLUTION NO. 89-4-4-2 . ESTABLISHING DEPOSIT SYSTEM FOR PROCESSING OF DEVELOPMENT PLANS - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AMENDING CITY RESOLUTION 83-7-5-1 RELATING TO AN AMENDMENT OF DEVELOPMENT FEES FOR THE PROCESSING OF DEVELOPMENT PLANS The motion carried by the following vote: AYES: Councilmen Schwartze, Bland, Buchheim, Friess, and Mayor Hausdorfer NOES: None ABSENT: None ----3;�'7. ADMISSION OF THE CITY OF DANA POINT AS A PARTY TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR (800.50) < --� Written Communication: Report dated April 4, 1989, from the City Manager stating that the admission of Dana Point to the San Joaquin Hills -8- 4/4/89 - 0 Transportation Corridor was a continuation of the program previously established by the County prior to the incorporation of Dana Point. Adoption of Resolution and Approval of Amendment: It was moved by Councilman Schwartze, seconded by Councilman Bland that the following Resolution be adopted: RESOLUTION NO. 89-4-4-3 . SUPPORTING ADMITTANCE OF THE CITY OF DANA POINT TO SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AGREEING TO ADMIT THE CITY OF DANA POINT AS A PART TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY The motion carried by the following vote: AYES: Councilmen Schwartze, Bland, Buchheim, Friess, and Mayor Hausdorfer NOES: None ABSENT: None The Resolution authorized the Mayor and City Clerk to attest the Amendment No. 1 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency. 8. CONTRACT MODIFICATIONS - STEPHEN C. KUHN & ASSOCIATES. INC. (600.30) written Communication: Report dated April 4, 1989, from the Senior Management Assistant, requesting that the amount of the contract with Stephen C. Kuhn & Associates, Inc. be increased by $4,000 for 48 additional hours of consulting time, totaling $28,400. The contract increase was requested because the scope of the overall project had expanded beyond what was originally anticipated (e.g. extended interview process and coordination of project management meetings) . Approval of Amended Agreement: It was moved by Councilman Schwartze, seconded by Councilman Buchheim, and unanimously carried that the Amendatory Agreement for consulting services with -9- 4/4/89 • • AGENDA ITEM April 4, 1989 TO: Honorable Mayor and City Council FROM: Stephen B. Julian, City Manager SUBJECT: Admission of the City of Dana as a Party to the San Joaquin Hills Transportation Corridor Agency SITUATION: The City of Dana Point was incorporated on January 1, 1989. One of the first actions that the City of Dana Point took was to comply with requirements of Section 4-1 of the First Amended and Restated Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency by enactment of Ordinance No. 89-8 adopting the major thoroughfare and bridge fee program of the agency, and Resolution No. 89-31 establishing the areas of benefit, estimated cost and required fees. The admission of the City of Dana Point is simply a continuation of the program previously established by the County before incorporation of the City within the same area of benefit. No additional conditions have been or will be recommended and it is unlikely that any will be imposed by the Board of the Agency. This agreement requires the unanimous consent of all parties including the City of Dana Point for their inclusion as a membership in the San Joaquin Hills Transportation Corridor Agency. It is staff's recommendation that the City Council adopt the attached resolution agreeing to admit the City of Dana Point as a member to the San Joaquin Hills Transportation Corridor Agency, and amend the First Amended and Restated Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency to reflect the City of San Juan Capistrano's action. COMMISSION/BOARD REVIEW & RECOMMENDATIONS: Not applicable. FINANCIAL CONSIDERATIONS: None. NOTIFICATION: The San Joaquin Hills Transportation Corridor Agency. FOR CITY COUNCIL.AGENDA 9 0 0 Agenda Item -2- April 4, 1989 ALTERNATE ACTIONS: 1. Adopt the resolution and approve the amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency admitting the City of Dana Point as a member to that Agency. 2. Take no action at this time. 3. Request further information. RECOMMENDATION: Adopt the resolution and approve the amendment to the Joint Exercise of Powers Agreement creating the San Joaquin Hills Transportation Corridor Agency admitting the City of Dana Point as a member to that Agency. ------------------------------------------------------------------ ------------------------------------------------------------------ 45t�e!phnen Rspectfully sub d, B. Jul' n City Manager SBJ:dh Attachments RESOLUTION NO. 89-4-4-3 SUPPORTING ADMITTANCE OF THE CITY OF DANA POINT TO SAN AOUIN HILLS TRANSPORTATION CORRIDOR AGENCY A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, AGREEING TO ADMIT THE CITY OF DANA POINT AS A PARTY TO THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY WHEREAS, the County of Orange and the Cities of Costa Mesa, Irvine, Mission Viejo, Newport Beach, San Clemente, San Juan Capistrano and Santa Ana have executed the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency (the "Agreement"and the "Agency"), which Agreement became effective on October 17, 1988; and, WHEREAS, the incorporation of the City of Dana Point (the "City") became effective on January 1, 1989; and, WHEREAS, the City has adopted Ordinance No. 89-8, adopting the Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, the City also has adopted Resolution No. 89-31, establishing the Areas of Benefit and fees for such Major Thoroughfare and Bridge Fee Program in accordance with Section 4.1 of the Agreement; and, WHEREAS, the City has requested admission as a party to the Agency; and, WHEREAS, Section 9.1 of the Agreement provides that the unanimous consent of each existing party to the Agency is required for admission of the City as a Party. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Juan Capistrano, hereby agrees to admit the City as a Party to the Agency, and authorizes its Mayor to sign and Clerk to attest Amendment No. 1 to the First Amended and Restated Joint Exercise of Powers Agreement Creating the San Joaquin Hills Transportation Corridor Agency, attached hereto as Exhibit "A." PASSED, APPROVED, AND ADOPTED this 4th day of April 1989. GARY V HAUSDORFER, MA OR ATTEST: CITY CLERY -1- STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, MARY ANN HANOVER, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 89-4-4-3 adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held on the 4th day of April , 1989, by the following vote: AYES: Councilmen Schwartze, Friess, Buchheim, Bland and Mayor liausdorfer NOES: None ABSENT: None (SEAL) MAP Y NKA OVER, CITY CLERK -2- %A- FIRST AMENDED AND RESTATED � JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY REDLINED COPY TABLE OF CONTENTS PU RECITALS . . . . . . . . . . . . . . . . . . . . . . . 1 I . DEFINITIONS . . . . . . . . . . . . . . . . . 3 II . PURPOSE AND POWERS . . . . . . . . . . . . . 4 2 . 1 Agency Created . . . . . . . . . . 4 2 . 2 Purpose of the Agreement ; Common Powers to be Exercised . . . . . . . . . . . . 4 2 . 3 Powers . . . . . . . . . . . . . . . . . 5 III . ORGANIZATION . . . . . . . . . . . . . . . 6 3 . 1 Membership . . . . . . . . . . . . . . . 6 a/z X"00 . . . . . . . . . . . . . . . . . 6 1 3 . 2 Board 7 3 . 3 Principal Office . . . . . . . . . . 8 3 . 4 Meetings . . . . . . . . . . . . . . . . 8 3 . 5 Quorum . . . . . . . . . 8 3 . 6 Powers and Limitations Thereon . . . . . 8 3 . 7 Minutes . . . . . . . . . . . . . . . . 9 3 .8 Rules . . . . . . . . 9 3 . 9 Vote or Assent of Parties . . . . . . . 9 3 . 10 Officers . . . . . . . . . . . . . . . . 9 3. 11 Committees . . . . . . . . 10 3 . 12 Additional Officers and Employees . . . 10 3 . 13 Bonding Requirement . . . . . . 10 3 . 14 Status of Officers and Employees . . . . 10 IV. FEES COPTRxBNTIM . . . . . . 11 I 4. 1 Imposition of Major Thoroughfare and Bridge Construction Fee by Members . . . . . . . . . . . 11 4. 2 Annual Review of Fees . . . . . . . . . 11 4. 3 Payment . . . . . . . . 11 4.4 Compensation of Agency for Acquisition of Rights-of-Way . . . . . . 12 V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES . . . . . . 13 5 . 1 Joint Action with Other Agencies . . . . 13 5 . 2 Communications Between Corridor Agencies . . . . . . . 13 5 . 3 Lending and Borrowing of Funds Between Agencies . . . . . . . . . . . . 13 -i- T Y VI . BUDGETS AND DISBURSEMENTS . . . . . . . . . . 13 6. 1 Annual Budget . . . . . . . . . . . . . 13 6 . 2 Disbursements . . . . . . . . . . . . . 14 6 .3 Accounts . . . . . . . . . . 14 6 .4 Expenditures Within Approved Annual Budget . . . . . . . . . . . . . 14 6 . 5 Audit . . . . . . . . . . 14 6/6 Iti06060d4d0/6f/Utdi . . . . . . . 1"M VII . SECURITIES . . . . . . . . . . . . . . . . 15 7 . 1 Securities . . . . . . . . . . . . . . . 15 VIII . LIABILITIES . . . . . . . . . . . . . . . 15 8 . 1 Liabilities . . . . . . . 15 8.2 Hold Harmless and Indemnify . . . . . . 15 IB. ADMISSION AND WITHDRAWAL OF PARTIES . . . . . 16 9 . 1 Admission of New Parties . . . . . . . . 16 9 . 2 Withdrawal . . . . . . . . . . . . . . . 16 X. TERMINATION AND DISPOSITION OF ASSETS . . . . 17 10 . 1 Termination . . . . . . . . . . . . 17 10 . 2 Distribution of Property and Funds . . . 18 RI . MISCELLANEOUS . . . . . . . . . . . . . . . . 18 11 . 1 Amendments . . . . . . . . . . . . . . . 18 11 .2 Notice 18 11 .3 Effective Date 19 11 .4 Arbitration. . . . . . . . . . . . 19 11 . 5 Partial Invalidity . . . . . . . . . . . 20 11 . 6 Successors . . . . . . . . . . . . . . . 20 11 . 7 Assignment . . . . . . . . . . . . . . . 20 11 . 8 Execution . . . . . . . . . . . . . . . 20 -ii- x Y FIRST AMENDED AND RESTATED I JOINT EXERCISE OF POWERS AGREEMENT CREATING THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY THIS FIRST AMENDED AT?D RESTATED AGREEMENT is made and I entered into. pursuant to Sections 11 . 1 and 11 . 3. by and among 1 the following public agencies as of the day I of , 1988, the date on which 8.3.7E 1 tt76t or more of the following public agencies executed this I First Amended and Restated Joint Exercise of Powers Aereement I Creatine the San Joaauin Hills Transportation Corridor Agency: I (a) County of Orange (b) City of Costa Mesa (c) City of Irvine (d) City of Mission Viejo (e) City of Newport Beach (f) City of San Clemente (g) City of San Juan Capistrano (h) City of Santa Ana E E f. I T A L & A. The California State Legislature adopted Chapter 708, Statutes 1984, adding Section 66484.3 to the Government Code authorizing the County of Orange and any city within the County of Orange to require by ordinance the payment of a fee as a condition of approval of a final map or as a condition of issuing a building permit, for the purpose of defraying the actual or estimated cost of constructing bridges over waterways , railways , freeways , and canyons or constructing major thoroughfares . B. The parties to this Agreement have territorial I iurisdiction ttttitdtt within 0t1t010#4/tb th& tXdt Area 2t_ 1 Benefit of JkAW/40 the San Joaquin Hills Transportation I Corridor and desire to impose such a fee pursuant to I Government Code Section 66484.3 in order to finance the planning, acquisition and construction of major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor . The parties hereto have the common power to conduct such I transportation planning, financing and construction. r ti C. It has been determined by the Parties hereto that it ! is in the best interests of the respective Parties to join I together to administer the funds provided by these fee programs , and to plan, acquire and construct said thoroughfares and bridges . D. Each of the Parties is authorized to contract with I each other for the joint exercise of any common power under Article 1, Chapter 5 , Division 7 , Title 1 of the Government Code of the State of California. E. The Parties hereto recognize that , in order to serve I the purposes stated herein, the imposition of fees in excess of the above-described fees should not be required or recommended as a condition to any annexation, incorporation or other reorganization involving territory claimed or controlled by the Parties hereto. I F. The Parties hereto recognize that, in order to serve I the purpose stated herein, additional funding other than that received from the above-described fees must be obtained . Each Party has agreed to cooperate in obtaining additional I financing, including, but not limited to, debt financing, assessment districts , special legislation, toll revenue I financing. Arterial Highway Financing program funds and other i forms of governmental grants-in-aid . G. The Parties hereto entergd into this Agreement with I the express understanding that the acquisition of rights-of-way and similar property interests necessary for the construction of transportation facilities pursuant to this Agreement shall be accomplished at little or no expense to the members hereto or to the Agency created hereunder . However , it is recognized by the Parties hereto that prior to the execution of this I Agreement, the County of Orange, as the sole responsible Party I for the administration of the Orange County Major Thoroughfare and Bridge Fee Program, assumed the right and obligation to I acquire a iAd1f/Kdi0/95ttd1VEd/1000/td/td /W d/ I �tbgtd�/tdt/tKb/ddddiditidd/bt certain rightd of way located in I the City of Laguna Beach (' Sycamore Hills'_) Avid in the area of I Tentative Tract Map No. 8965 not available for dedication in addition to certain other property, and such right and I obligation shall be assumed by the Agency but only to the I extent of the aliauot value of such right of way. tXddk/ I b)SIi$dtid��/#HdIZ/>st/ddd��dd/B�/tKd/�gk�t�l I H. The Parties hereto recognize that in accordance with I the principals of sound community planning, future land use decisions should not upset the balance between land use intensity and adequate transportation facilities . -2- r x I . It is anticipated by the parties hereto that any major I thoroughfares or bridges constructed pursuant to this Agreement shall comport with those standards for scenic highways set forth in Streets and Highways Code Section 261 . V Zt/it/titititi��ttt/>dIi/t>Rk/��tt3tS/>l�btbt�/t>ti�t/t>tid/ I i0lIt/dtbtit7i/ 0/Attbftdtit/A>A�IZ/ I tot 13600/16036/0t/dfftttIto/ddtt/Ot ttt�tid��ttdti�t�/lttt3l.itik�/ttt�ttdtt6t/�rttt�l�ltit/tt/t>dit/ I Agtd6d�d�1t/iti/tHd/��xit`tttii�/Stdtb/Hip]d��t�'/87Fettd�l/��/tdfi�idd/ I a►fid/$ttbbttibd/1S7i/Difilits/I/tt/t>Ab/Sttdktt/�tiA/>di�Ktrd7it/¢mtEl I NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained , the parties hereto I agree as follows : I . DEFINITIONS For the purposes of this Agreement, the following words shall have the following meanings : a. "Agreement" means this First Amended and Restated I Joint Exercise of Powers Agreement , as amended from time to I time . I b . "Agency" means the SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. i�td�/�$td$i�lit/t(6/t>d3A/ I I{gttEdio tl I C . "Annual Budget" means the approved budget applicable to the expenses of administration of the Agency. d . "Board Members" means those persons I serving as members of the Board or their alternates . e. "Board" means the governing body of the Agency. f . "Ex Officio Member" means Board Member who do not have a vote in Agency matters and whose presence shall not be counted in determining whether a quorum sufficient to transact Agency business exists . g . "Executive Director" means the chief operating employee selected by the Board to manage the day-to-day activities of the Agency, including, but not limited to, the appointment and removal of all employees of the Agency except those described in Section 3 . 11 below. The Executive Director shall not be an employee of any individual Party. d�kd�lSbt/bt/t1ti!//l�btit7i< I -3- j Y h. "Fiscal Year" means July 1st to and including the following June 30th. i . "Party" means each of the public entities iStlfLidd I which becomes a signatory to this Agreement, accepting the rights and obligations of the Agency hereunder , including any public entity executing an amendment ddd0lid7ft of the I original agreement as hereinafter provided . j . "Quarter" means July 1st to and including September 30th, October let to and including December 31st , January let to and including March 31 and April let to and including June 30th. II . PURPOSE AND POWERS 2 . 1 Agency Created There is hereby created a public entity to be known as the "SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY. " The Agency is formed by this Agreement pursuant to the provision of Article 1, Chapter 5 , Division 7, of Title 1 of the Government Code of the State of California. The Agency shall be a public entity separate from the parties hereto. 2 .2 Purpose of the Agreement . Common Powers to be Exercised . Each Party aiftbOt has the common power to plan for, I acquire , construct , maintain, repair , manage , operate, and control facilities for one or more of the following purposes : a. The financing of and the imposing of fees for the planning and construction of major thoroughfares and bridges ; b. The power to plan for , acquire , and construct environmentally-sensitive thoroughfares and bridges to conform to the technical standards of the California Department of Transportation (CALTRANS) and the Federal Highway Administration (FHWA) whenever possible . -4- f f The purpose of this Agreement is to jointly exercise the foregoing common powers to undertake such studies and planning relative to the San Joaquin Hills Transportation Corridor as may be necessary to establish Areas of Benefit, to recommend to the Parties the adoption of local I ordinances and the undertaking of all acts necessary for the imposition of fees by the Parties pursuant to I Government Code Section 66484. 3 and to fund , plan, acquire , and construct the major thoroughfares and bridges in the San Joaquin Hills Transportation Corridor . Except for maintenance I of the facilities relating to collection of tolls and insuring I that the maior bridges or thoroughfares constructed pursuant to I this Agreement comport to those design elements incorporated I into Interstate 280 near the San Francisco Bay Area, dfAAddfdd/ I fdf/dtl�iid/IfgkI*�d/da-L 61 iii/84fdb1`d/did/Hi¢H�!/¢mdE/ I Sdt4f A/261/ Jhe Agency shall not maintain or operate, or I incur liability for the maintenance or operation of the facilities constructed pursuant to this Agreement. except as I otherwise provided herein. I Board planning policy has and shall continue to I respond to those various memoranda of understanding. Mill/ i *W OO O resolutions . minute orders and policy statements 2L_ I Parties attached AL_ i Exhibit "A" to the prior form of this Agreement and I collectively incorporated in the "Issues Inventory Manual" i adopted by the Board on August 13 . 1987 . 11bt�t�/t�11�ti�fkl7i/ I �t/FatHiBii/'PA%'/�tf�d/i�t�f�tif�lidA/1�7i/tdtbfbfit!/K�f6��/ I 2 . 3 Powers The Agency shall have the power in its own name to do any of the following: a. To exercise jointly the common powers of the I Parties JtO/iAftBOtd in studying and planning ways and means I to provide for the Jddi$til financing( and construction of I the San Joaauin Hills Transportation I Corridor$ ; I b. To make and enter into contracts ; C , To contract for the services of engineers , attorneys , planners , financial consultants , and separate and apart therefrom to employ such other persons , as it deems necessary; d . To appoint agents ; e . To lease, acquire , construct, manage , maintain and operate any buildings , works or improvements ; -5- � Y f . To acquire, hold , 2Z 440 dispose of property by I any lawful means , includine without limitation. eift . I purchase. eminent domain, lease, lease purchase or sale; I g . To incur debts , liabilities , or obligations subject to limitations herein set forth; h. To receive gifts , contributions and donations of property, funds , services and other forms of financial assistance from persons , firms , corporations and any governmental entity; i . To sue and be sued in its own name ; j . To apply for an appropriate grant or grants under any federal , state, or local programs for assistance in developing any of its programs ; k. To adopt rules , regulations , policies , by-laws and procedures governing the operation of the Agency; *rid I To exercise those powers authorized in Chapter 5 I (commencine with Section 31100) of Division 17 of the I Streets and Hiehways Code in accordance with Government I Code Section 66484. 3(f) : and I M. To the extent not herein specifically provided I for , to exercise any powers in the manner and according to the methods provided under applicable laws . III . ORGANIZATION 3 . 1 Membership. The parties to the Agency shall be JIM ddlri public I entities Ojititt which have riga executed or hereafter execute$ I this Agreement, or amendment , thereto, and which I have )iAJ not , pursuant to the provisions hereof , withdrawn I therefrom. Trik/tiri�d�l/��tftittiZtlf/Ed��lriitib#/tlt.A/ddritd��b�/rir/tri6/ I �dttiE�/rit/�td7i/tid�k/lridxl/1Sd/lriri�i/ri�i/ri#riiriit/Y'riY/dttdtri�d/ I ribt�tml/ri�/ri�ktiatbri/rif/�td��ZririEtitbri/ttri�/tid�k/tri/tia6El I -6- f r 3 .2 Board . kf/Kitk¢tOfg I a. The Board bf/03tk¢t31tk shall consist of the I following : (i) one voting Board Ifember appointed by the I leeislative body of ft3131 each of the following Parties I k31titikd/*Ki¢K/Kkfk/0k¢d31k/31k310kt0/0f/tU/Agk31¢t pursuant i to Section 3 . 1 above: The cities of Costa Mesa, Irvine, KdgdKk/800¢0! Newport Beach, San Clemente, San Juan I Capistrano. Mission Viejo and Santa Ana. I (ii) two voting Board Members from the County of I Orange , (iK/txk/k�k31t/tKkt/txk/�kdKt�/df/m#k31�k/0k¢d31kk/k/ I 31k310kt/df/txk/��k31¢�/831#t�/�ktlddKt/t0/Sk¢tid31/3lz/k0dtk� I said members to be the duly elected supervisors for the Third and Fifth County of Orange Supervisorial Districts(/ I dt/tKki#/kZtkt31ktkd • I (iii) 0310/k�/kff3¢30/Bk�fA/gk�Bkt/tk�tkdkKtiK /tKk/ I Qk1if0#Kik/Kk¢ktt31k31t/mf/T#k31��dttktid31/k31d/b31k/k*/dff�¢td/ I �k310kt/tk�tkkk31ti31g/tKk/0tk31gk/akkkt�/xtk31E�dttktim31/ I 00041401d31l//The Board may, from time to time. appoint I additional ex officio members . b. Except for ex officio members , eachk�jtikt/31f/txk I Board Member shall be a current member of the legislative I body of the Party each 031¢7A member represents . I C . Each Board Member tktti¢itktikg shall also have I an alternate) appointed by the legislative body of the I Party represented b,,,,, Board Member . 31Kd/�31At/klkd/031/ I k/¢dttk31t/�k310kt/31f/txk/Ik$i�Iktitk/031d�/bf/tKk/Fkttt/!31¢x/ I kltkt31ktk/#k�tkkk31tdl With the exception of the alternates I to the Board Hembers representing the County of Oranges AD_ I Alternate Board Member must also be a current member of the I leeislative body of the Party such alternate represents . I TAO/31400/Of/txk/*ItotKktk/31k310kt/dnkzz/00/031/filk/31ttx/ho/ I 8dktdl An alternate Board Member shall assume all rights I and duties of the absent Board hember . I d . Each Board Member and alternate shall hold office I from the first meeting of the Board after appointment by the city council or Board of Supervisors until a successor is named . Board Members and alternates shall be appointed I by and serve at the pleasure of their appointing body and may be removed at any time , with or without cause , at the sole discretion of the legislative body of the party such I Board klember represents subject. however . to the provisions I of Section 3 .2 a. (ii) . I -7- I Y e . A Board Member shall receive only such compensation from the Agency for his/her services as may be I approved by not less than two-thirds (2/3) of the ifittBtti/ I Ot/txb Board Members . i f . A Board Member may be reimbursed for expenses incurred by such 464)56t Board Member in the conduct of the I business of the Agency. 3 .3 Principal Office . The principal office of the Agency shall be established by the Board and shall be located within the County of Orange . The Board is hereby granted full power and authority to change said principal office from one location to another in the County of Orange. Any change shall be noted by the secretary of the Board under this Agreement JOItiOti but I shall not be considered an amendment to this Agreement . 3 . 4 Meetings . The Board shall meet at the principal office of the Agency or at such other place as may be designed by the Board . The time and place of regular meetings of the Board shall be determined by resolution adopted by the Board ; a copy of such resolution shall be furnished to each party UtltO. Regular , I adjourned , and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act , Government Code Section 54950 et . seq. , as it/ fid]t/X# amended . I 3 . 5 Quorum. Not less than two-thirds (2/3) of the Board Members I shall constitute a quorum for the purposes of the transaction of business relating to the Agency. 3 . 6 Powers and Limitations Thereon. All of the powers and authority of the Agency shall be exercised by the Board , subject however , to the reserved rights of the Parties as herein set forth. Unless otherwise provided I herein, each Board dember or participating alternate Board I Member shall be entitled to one vote, and except as otherwise I provided herein, a vote of the majority of those present and qualified to vote may adopt any motion, resolution, or order and take any other action they deem appropriate. t0/ldtt�l I t4t�dtd/tHk/OSjdttitd!/Ot/t>tib/��t1t�l I r [ 3 . 7 Minutes . The secretary of the Agency shall cause to be kept minutes of regular , adjourned regular( and tAft special I meetings of the Board , and shall cause a copy of such txd I minutes to be forwarded to each Member and to each O!/txt/ I �bfiBEt /xdttm PAX• I 3 . 8 Rules . The Board may adopt from time to time dtitx rules and 1 regulations for the conduct of its affairs consistent with this Agreement . 3 .9 Vote of Assent of Parties . The vote, assent , or approval of Parties in any matter i requiring such vote, assent or approval hereunder shall be evidenced by a certified copy of the action of the governing body of such Party filed with the Agency. It shall be the I responsibility of the Executive Director to obtain certified copies of said actions . 3 . 10 Officers . There shall be selected by the Board from }fig txO I membership, Ot/tAO1Wtd a chairman and a vice chairman. The I Board shall appoint a secretary who may be a Member . The Board shall appoint an officer or employee of the Board or an officer or employee of a Party to hold the offices I of treasurer and auditor for the Agency. Such offices may be held by separate officers or employees or may be combined and held by one such officer or employee, as provided by the Board . Such person or persons shall possess the powers and the I duties of , and shall perform the treasurer and auditor I functions for the Agency and tEtt0tt those functions required I by Government Code Sections 6505, 6505 . 5 , and 6505 . 6, including any subsequent amendments thereto. The chairman, vice chairman, dtd secretary. treasurer I and auditor shall hold office for a period of one year I commencing July 1st of each year . xx�tt�t[/txt/rttet/¢xxtt�xx[/ttt�/exxtt�xx/xx�/attt�tat�r/ I ldtib/aetx/�t/txd/Etifiditig/ttdttll/7i��tl Except for the Executive I Director , any officer , employee, or agent of the Board may also be an officer , employee or agent of any of the Parties . I si6lfitOtll The appointment by the Board of such a person shall I be evidence that the two positions are compatible. -9- r � ` 3 . 11 Committees , The Board may, as it deems appropriate, appoint committees to accomplish the purposes set forth herein. Any meeting of such a committee shall be deemed to be a meeting of the Agency for compensation purposes only and all such ¢b"ittOO meetings shall be open to all Board I Nembersi unless the presence of Board Members who Are not t members of such committee would violate the provisions of the I Ralph M. Brown Act. Government Code Section 54950 et sea . , as I amended . I 3 . 12 Additional Officers . fid/FAt1d]t4E!1 I The Board shall have the power , upon the approval of not less than two-thirds (2/3) of the Board it$ Members , to I appoint such additional officers �tiol/¢$$i$ti�tit$ as may be appropriate. Such officers *lid/ I OitlOfO!$ may also be, but are not required to be , officers and I employees of a Party. t1i¢/ialitialtti�ll/ dd�lSbtll I 3 . 13 Bonding Requirement . The officers or persons who have charge of , handle, or have access to any property of the Agency shall be txE/�hb�ilSEt$/ I bt/�bt$¢�$lt�l1SE gQ designated and ¢t empowered by the Board . Each such officer or person shall be required to file an official bond with the Board in an amount which shall be established by the Board . Should the existing bond or bonds of any such officer or persons be extended to cover the i obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bonds attributable to the coverage required herein shall be appropriate expenses of the Agency. 3 . 14 Status of Officers and Employees . All of the privileges and immunities from liability, exemption from laws , ordinances and rules , all pension, relief , disability, worker 's compensation, and other benefits which apply to the activities A¢tifttf of officers , agents , or I employees of any of the Parties O¢iWO when performing their I respective functions shall apply to them to the same degree and extent while engaged in the performance of any of the functions and other duties under this Agreement . None of the officers , agents, or employees appointed by the Board shall be deemed , by reason of their employment by the Board , to be employed by any of the Parties ¢t¢dilOt$ or , by reason of their employment by the f Board , to be subject to any of the requirements of such Parties . v604Bbt$/ I -10- Y IV. Uit CONTRIZITIONS I 4. 1 IImposition of Major Thoroughfare and Bride Construction Fee by Parties . On or before the effective date of this Agreement (or , in the case of a new party, on or before the date on which that I party becomes d signatary to this Agreement) , each party shall I require by ordinance bt/tb0010104 the payment of a fee as a I condition of issuance of a 10001ft building permitO within the I Area of Benefit , for the purposes of defraying the actual or I estimated cost of constructing major thoroughfares and bridges , in accordance with California Government Code Section 66484. 3. Said fee shall be in the form, and in those amounts set forth in the "Major Thoroughfare and Bridge Fee Program For the San Joaquin Hills Transportation Corridor and Foothill/Eastern Transportation Corridors ," attached hereto as Exhibit "A" and incorporated by reference herein. The imposition of said fee by each Party shall be a condition precedent to that party's I participation in the Agency. and each Party covenants to I continue the imposition ofsuch fees as required herein and as I reaMired by provisions of any applicable bond indentures . I 4.2 Annual Review of Fees . At least once annually, the Board shall undertake a review of the above-described fee program and may, upon approval of not legs than two thirds (2/3) of its Members, modify the fee to be imposed by the Parties hereto. TKO/ I 16�161di1f6/1S��j/bt Pach Party shall impose said revised fee I within one hundred twenty (120) days , and if a Party fails to I impose said fees , repeals the enabling ordinance or fee requirement or otherwise disables itself from the collection and remittance of said fees to the Agency, on the effective date of any such action or upon expiration of the aforementioned time period , whichever is sooner , such action shall be deemed the withdrawal of that Party from the Agency, i subject to the conditions specified in Section 9 .2 below. 4. 3 Payment . Each Party agrees to hold said fees in trust for the i Agency. and pay 46titt1iS O said fees to the Agency in quarterly I payments. within sixty (60) days after the end of each quarter . I Iti/�dlo11t1�ti!/LiR�E/8��tdl/ri��ti/d��t�f�c1/��/obi/1dd�/tiRt�ti/ I ivb�fft>dltde/�(2/3Y/�t/1t�/»tE�Bbtll/�d�/�l!ltdd/bdtK/��ttt7�/bt/Pitid/ i A$ltit7i/a[ti/��4�dfit/1ti/b�t�tdE/�1/tiRd/�i'brltit'/dot/f�t1d/ftbd/t�11Etti6A/ I >57i/�IRttk/��(tt7i/1t1/�ta1Et/i�/�iEki/ti�dtlRld�d/�tid/�iKdt/ i —11— 7 / T AO1411610ttAtIto/0444000/$Potifito/iA/OW AATWAz/m got 1//Fbt/ I 0x0�pidti5b b#/of/M0/A$t00si0At!/txo/9'l0Att3>d�dt30A�/et/OAtri/ I PAttt/OXAzz/14410401061WtIdot/f00o/id��bltai/�dfOdAtit/t0/txi0/ I AVOOOOAtI/440/0#10001"960010/AO000000/t�/tKf/>PAttt/)S7i/t>R0/ I >nbAtOl /AtiO/Atit/tOz�iAtAt]i/t0tittiUti0ti0/�A00/t0/tK0/Ag0ti47i/1S�i/ i tx0/rAtt3kj/1xx0/toAtt116dt3016/0f/OAM>PAttt/0f/0x0/A$Otitt/ I o�0tifi0O/x0tdtfi/OxAzz/>60/0ti0/AtiO/1bAtA)dz0/0ittt/too)/Otto/Aftot/ I t0¢0i�t/0f/15izzzti$/tx0t0fmt0/ft0d�/0x0/A$0A0]i< I The Board may authorize an audit of any party to I determine whether said payments of fees t0vittiB M OAO I accurately reflect each Party' s obligations under this Agreement . Unpaid fees OOtittil6dtibtio shall bear interest at a I rate to be determined by the Board. In the event that any party fails to remit said fees OOtittilbtittdtio to the Agency, I said failure may be deemed by the Board to be a withdrawal of that Party from the Agency subiect to the conditions specified I in Section 9 . 2 hereof . I In the event that any dispute arises as to the amount of fees assessed any person under the fee program, any aggrieved person may appeal the decision of a Party hereto I regarding the appropriate amount of the assessment to the Agency, in accordance with the rules and regulations I established by the Agencv, which decision shall be final . In I the event that any Party hereto becomes a Party to litigation I regarding the legality of the fee program, the Board, where it deems appropriate, may defend such action or lend other assistance to said party in said action. I 4. 4 Compensation of Agency for Acquisition of Rights-of-Way. When it is within its power to do so, each Party shall I be individually responsible for the preservation and I acquisition by dedication pursuant to Title 7 , Divisiong 1 . and I 2, of the Government Code of rights-of-way and similar property I interests within its territory which are necessary to accomplish the purposes of this Agreement . Except as provided tot in Recital G of this Agreement , in the event that a party I fails to acquire these rights-of-way by the above-mentioned means after the route alignment for the San Joaquin Hills Transportation Corridor is established and accepted by the Agency, or fails to preserve such rights-of-wap and property I interests by the above mentioned means which were established I by the County of Orange prior to such establishment and I acceptance by the Agency. that party shall compensate the I Agency for all costs (including attorneys ' fees) incurred by the Agency in acquiring said rights-of-way and property I interests. -12- i ( r V. RELATIONS WITH OTHER MAJOR THOROUGHFARE AND BRIDGE FEE AGENCIES 5 . 1 Joint Action with Other Agencies . In the event that other major thoroughfare and bridge fee agencies are formed for the purpose of planning, coordinating, acquiring, financing. constructing, maintaining, I repairing, managing, operating and controlling major thoroughfares and bridges in the Foothill and Eastern Transportation Corridors or other transportation corridors , the Board is authorized to make or perform any agreement to join with said agencies in the planning and implementation of said thoroughfares and bridges , when for any purpose otherwise I permitted by law. the Board deems it It/1//000400 appropriate. ! 5 . 2 Communications Between Corridor Agencies . In the event that the agencies described in Section 5 . 1 above are formed, the chairman or his designate shall meet with the chairmen, or their designates , of said agencies at least quarterly, for the purpose of coordinating the planning, financing and construction activities of the various agencies . 5 .3 Lendine and Borrowing of Funds Between Agencies . When it is found to be beneficial to the purposes of the Agency and otherwise permitted by law, and serves the I general purpose of improving transportation facilities in Orange County, the Board is authorized to lend and borrow available funds and services to or from the agencies described I in Section 5 . 1 above, upon the approval of not less than two thirds (2/3) of tX0/464Btt0/01 the Board Members . The Board l shall specify the date and manner in which the funds or services shall be repaid and may provide for the payment of interest on the loan. VI . BUDGET AND DISBURSEMENTS 6 . 1 Annual Budget . The Board shall adopt upon the approval of not less than two thirds (2/3) of 00hh0vhW*/0f the Board Members , an I annual budget, for the ensuing fiscal year , pursuant to procedures developed by the Board . -13- r [ 6 . 2 Disbursements . The auditor shall draw warrants upon the approval and written order of the Board . The Board shall reiuisition the payment of funds only upon approval of such claims or disbursements and such requisition for payment in accordance with rules , regulations , policies , procedures and bylaws adopted by the Board . 6 . 3 Accounts . All funds will be placed in object accounts and the receipt, transfer , or disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to I governmental entities . There shall be strict accountability of all funds . All revenues and expenditures shall be reported to the Board . 6 .4 Expenditures Within Approved Annual Budget . All expenditures within the designations and limitations of the approved annual budget shall be made upon the approval of the Executive Director in accordance with the I rules . policies and procedures adopted by the Board . H/ i �djbfit�/b#/fH�/Hdd�ltibtA/bi/tH6/8,g d/ Notwithstanding the I above, no expenditures shall be made for the purpose of the acquisition of rights-of-way or similar property interests except upon the approval of not less than two thirds (2/3) of theBoard Members . No expenditures in excess of I those budgeted shall be made without the approval of not less than two thirds (2/3) of the Board Members to a I revised and amended budget which may, from time to time, be submitted to the Board . 6 .5 Audit . The records and accounts of the Agency shall be audited annually by an independent certified public accountant and copies of such audit report shall be filed with the County Auditor , State Controller and each party CPQ/tU//,$dlitf no later I than fifteen (15) days after receipt of said audit by the Board . blb Rli�BdflEcdd�it/df/Y�d�iAll I dt�t�l/Hf/I�Lt�1/d$��i¢7i/t0�/��7i/fit/Bdd$E16d/�#��Hditdtt�/t�!/ i �bHiEH/fHd/A$��it7i/td��itbd/t�11/4,t/d/��tti��i/�f/ddiA/idHd�/ilbH/ I -14- t t r ixk/�dttik�/xktktx/axt�ll/lbk/ did/1�/S�i�/lbdfi�ik#/fix/�t��bt��i��/ I ��/txk/txxtt�>s�tixx�/dd�lk/lS7i/kd�x/��t17i1 I VII . SECURITIES 7 . 1 Securities . Upon the approval of the Board, OAA/bt/fiktk the 1 parties QL Of the Agency may Jkitillt participate in any I statutory power for the issuance of securities to finance the fees authorized by Government Code Section 66484.3, including the power to establish one or more community facilities districts under the Mello-Roos Community Facilities District Act of 1982 , Government Code Section 53311, et seq. , or any other applicable legislation. Other than the fees specified herein, no funds of a $arty shall be utilized I as security or as a source for the payment or redemption of any securities of the Agency without the consent of the legislative i body of that party. I Upon the approval of not less than two-thirds (2/3) of the Board Members , the Agency may participate in I the above-mentioned statutory powers for bond financing of the fees specified herein; provided, however , that the fees collected by any Party may be I excluded as security for or as a source for such financing if the Board , upon the approval of not less than two-thirds (2/3) of its Members, so provides . VIII . LIABILITIES 8 . 1 Liabilities . The debts , liabilities , and obligations of the Agency shall be the debts , liabilities , or obligations of the Agency alone and not of the parties unless I expressly specified herein. 8.2 Hold Harmless and Indemnity. Each party hereto agrees to indemnify and hold the i Agency and the other parties harmless from any liability for I damages , actual or alleged, to persons or property arising out of or resulting from negligent acts or omissions of the indemnifying party or its employees . Where the Agency. the I -15- r t Board itself or its Members agents or employees are held liable 1 for injuries to persons or property, each party' s liability for I contribution or indemnity for such injuries shall be based proportionately upon the fees paid by fid/lddEddz66Af9 t�A1tiB�iti�AA/ (Zkl /t�Id�itatt]i/¢bpi iB�iii�fiEY each jhft of i Party. In the event of liability imposed upon any of the I parties or upon the Board created by this I Agreement, for injury which is caused by the negligent or wrongful act or omission of any of the parties in the I performance of this Agreement , the contribution of the party or I parties not directly responsible for the negligent or wrongful I act or omission shall be limited to One Hundred Dollars ($100. 00) . The party or parties directly responsible for the I negligent or wrongful acts or omissions shall indemnify, defend, and hold the Agency and all other parties harmless from I any liability for personal injury or property damage arising out of the performance of this Agreement . I%. ADMISSION AND WITHDRAWAL OF PARTIES 9 . 1 Admission AdMAidffdiidA of New Parties . I It is recognized that public entities , other than the original parties , may wish to participate in the Agency. I Additional public entities may become parties to the Agency I upon such terms and conditions , including, but not limited to, financial contributions , as provided by the Board and upon the I unanimous written consent of the Parties bA�1R/� iltif�g/�t�f17i/tb/ ( t)WAJOU]iJ evidenced by the execution of a written amendment I WOWMA to this Agreement , and executed dItA00 by all of the I parties , including the additional party. I 9 . 2 Withdrawal. It is fully anticipated that each party hereto shall I participate in the Agency until the purposes set forth in Section 2 . 2 above are accomplished . The withdrawal of any party, either voluntarily or involuntarily pursuant to Sections 1 4.2 and 4. 3 above, unless otherwise provided by the Board, shall be conditioned as follows : (i) in the case of a voluntary withdrawal, written notice shall be given one hundred and twenty (120) days prior to the end of a fiscal year ; (ii) the fee program established by the party pursuant to this I Agreement , shall remain in effect for a period of at least four (4) years after the adoption and for any additional period of time in which the Agency has theretofore made a financial commitment secured by the receipt of such fees, including by 1 -16- t way of illustration, but not limitation. bonds which have been I issued or authorized for issuance by the Aeencv. and letters of I credit or other reimbursement obligations owed to financial i institutions which have secured such """a or other parties I advancine funds to the Aeencv; (iii) said withdrawal shall not I relieve the party of its proportionate share of any debts or I other liabilities incurred by the Agency prior to the effective date of the party' s withdrawal , nor any liabilities imposed I upon or incurred by the party pursuant to this Agreement prior I to the effective date of the party' s withdrawal ; and (iv) said I withdrawal shall result in the forfeiture of that party' s I rights and claims relating to distribution of property and funds upon termination of the Agency, as set forth in Section 10 . 2 below. X. TERMINATION AND DISPOSITION OF ASSETS 10. 1 Termination. The Agency shall continue to exercise the joint powers herein until the termination of this Agreement and any extension thereof as provided in this Section 10 . 1 or until the I parties shall have mutually rescinded this Agreement ; provided , I ¢td*idiIig, however , that the Agency shall I continue to exist for the purposes of : disposing of all claims , payment of debt service with respect to bonds which I have ,PPT issued or which have been authorized for issuance and I satisfaction of other covenants contained in the resolution and I trust indenture relating to said bonds , reimbursement owed to I financial institutions which have secured such bonds or other 1 parties advancine funds to the Aeencv and satisfaction of other I covenants contained in reimbursement agreements with such I financial institutions . establishment and collection of tolls I and development fees . the maintenance of toll collection I facilities and the facility in accordance with California I Department of Transportation agreements , distribution of assets and all other functions necessary to conclude the affairs of the Agency. Termination shall occur upon the 16E/dttt��lidxld/S� I written consent of all of the Parties , bf/!>Rt111/ttt$t upon the I withdrawal from the Agency of a sufficient number of the Parties to leave less than six I fitt Parties dgtttidd remaining in the I Agency, or upon transfer of title to the corridor to the I -17- California Department of Transportation and satisfaction of all I outstanding financial obligations of the Aeencv. However . no I such termination shall occur until all reimbursement I obligations owed to financial institutions securing bonds have I been paid and all other financial and contractual obligations I of the Aeencv have been satisfied . ottx�t�*E/� �/xt/txx/txx�atxx/mt/txe/tf�xa��ftxt�ax/ I tWzitibO/t��ttdEtb�/�dtd��t/f4/txi!/�$ftbd�t/��/txx/ I 041IWAiA/Mitt/V 0,04V WOW AO/��ti�td/d�A/g�fbft<Ed/)tib/ I D1*1010TWINt/txd/ Mdb/ I 10.2 Distribution of Property and Funds . In the event of the termination of this Agreement , any property interest remaining in the Agency following the discharge of all obligations shall be disposed of as the Board shall determine with the objective of returning to each $arty I or former party a proportionate share of tft$ft/04 the 1 contributions made to such properties by such parties , less I previous distributions t0t$fO , if any, provided however that I said funds also shall be expended to construct major arterial I transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor, to the extent legally possible . In the event of the termination of this Agreement , any funds remaining following the discharge of all obligations shall be disposed of by returning to each party (excluding I withdrawn Parties as provided in Section 9 .2 hereof) a I proportionate share of such funds equal to the percentage of the contribution made by each party, less each party' s I proportionate share of previous distributions if I any, provided that said funds shall be expended to construct major arterial transportation facilities which accomplish the purposes of the San Joaquin Hills Transportation Corridor , to the extent legally possible . %I . MISCELLANE01 11 . 1 Amendments . This Agreement may be amended with the approval of not less than three-fourths (3/4) of all ififtUft parties : provided. I however . that no amendment may be made which would adversely I affect the interests of the owners of bonds . letters of credit I or other financial obligations of the Aeencv. I -18- a � 11 .2 Notice . Any notice or instrument required to be given or delivered by depositing the same in any United States Post Office, registered or certified , postage prepaid, addressed to the parties , shall be deemed to have been received by the Party I to whom the same is addressed at the expiration of seventy-two (72) hours after deposit of the same in the United States Post Office for transmission by registered or certified mail as aforesaid . 11 . 3 Effective Date. This Agreement shall be effective dHd/YHd/!�$�fitY/lHdIZ/ I 0*10t at such time as this Agreement has been executed by any I Lig fif# or more of the Parties i5dBlit/#$dHtibt enumerated in- the introduction of this Aereement . )idtO116 I 11 . 4 Arbitration. Any controversy or claim between any two or more parties YK/YHi /AgtbdadkfiY, or between any such party or parties I and the Agency, in respect to the Agency' s operations , or to any claims , disputes , demands , differences , controversies , or misunderstandings arising under , out of , or in relation to this Aereement, shall be submitted I to and determined by arbitration. To the extent not inconsistent herewith, the rules of the American Arbitration Association shall apply. The party desiring to initiate I arbitration shall give notice of its intention to arbitrate to every other party and the Agency. Such I notice shall designate as "respondents" such other parties as I the initiating party intends to have bound by any award made i therein. Any party not so designated but which desires to join I in the arbitration may, within ten (10) days of service upon it of such notice, file a response indicating its intention to join in and to be bound by the results of the arbitration, and further designating any other parties it wishes to name as a I respondent . Within twenty (20) days of the service of the initial demand for arbitration, the American Arbitration Association, hereinafter referred to as "AAA's, shall submit simultaneously to the initiating and to all parties named as I respondents or filing a response therein, an identical list of names and persons chosen from the AAA National Panel of Arbitrators which persons shall be, to the extent possible, persons first in the field of transportation as well as public law. Each party to the dispute shall have seven (7) days from I the mailing date in which to cross off any names YH/sbH�tH/Kb/Hf/ I OU/KHAOtt$!/4,4060f/YHb/ indicating the order of I -19- i his or her preference, and return the list to the AAA. If a party does not return the list within such SHE time period I $POtJJJOJ , all persons named therein shall be deemed I acceptable . From among the persons who have been approved on both lists , in accordance with the designated order of mutual preference , the AAA shall invite the acceptance of an arbitrator to serve. If the Earties fail to agree upon one of I the persons named , the acceptable arbitrator is unable to act , or if for any other reason the appointment cannot be made from the submitted list , the AAA shall have the power to make the appointment of the arbitrator from other members of the panel without the submission of any additional list . The arbitrator shall proceed to arbitrate the matter in accordance with the provisions of Title 4 of Part 3 of the Code of Civil Procedure . 11 . 5 Partial Invalidity. If any one or more of the terms, provisions, sections, promises , covenants or conditions of this Agreement shall to any extent be adjudged invalid , unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms , provisions , sections , promises, covenants and conditions of this Agreement shall not be effected thereby and shall be valid and enforceable to the fullest extent permitted by law. 11 . 6 Successors . This Agreement shall be binding upon and shall inure to the benefit of the successors of the $artier hereto. I 11 . 7 Assignment . The parties KOfEtO shall not assign any rights or I obligations under this Agreement without written consent of all other parties . I -20- r i ' 11 . 8 Execution. The Board of Supervisors of the County of Orange and the city councils of the cities enumerated herein have each authorized execution of this Agreement , as evidenced by the authorized signatures below, respectively. ATTEST: COUNTY OF ORANGE Clerk of the Board of Supervisors By Chairman Board of Supervisors By Dated APPROVED AS TO FORM: County Counsel ATTEST: CITY OF COSTA MESA City Clerk City of Costa Mesa By Mayor By Dated APPROVED AS TO FORM: City Attorney ATTEST: CITY OF IRVINE City Clerk City of Irvine By Mayor By Dated APPROVED AS TO FORM: City Attorney -21- t r ATTEST: CITY OF MISSION VIEJO City Clerk City of Mission Viejo By Mayor By Dated APPROVED AS TO FORM: City Attorney ATTEST: CITY OF NEWPORT BEACH City Clerk City of Newport Beach By Mayor By Dated APPROVED AS TO FORM: City Attorney ATTEST: CITY OF SAN CLEMENTE City Clerk City of San Clemente By Mayor By Dated APPROVED AS TO FORM: City Attorney -22- ATTEST: CITY OF SAN JUAN CAPISTRANO City Clerk City of San Juan Capistrano By Mayor By Dated APPROVED AS TO FORM: City Attorney ATTEST: CITY OF SANTA ANA City Clerk City of Santa Ana By Mayor By Dated APPROVED AS TO FORM: City Attorney -23- i 1 MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Prepared by Environmental Management Agency Transportation/Flood Control Program Office July 1985 (Revised by Transportation Corridor Aeencies I September 1988) Exhibit "A" TABLE OF CONTENTS SECTION TITLE PAGE Executive Summary 1 I Background 4 II Description of Corridor 5 III Corridor Planning 7 IV Estimated Costs 8 V Overall Financing 10 VI Area of Benefit 12 VII Description of Area of Benefit (AOB) 14 VIII Fees 21 I% Deferral of Fees 30 % Criteria for Collection of Fees 30 %I Development Exactions & Credits 31 %II Annual Fee Adjustment 34 %III City Participation in Fee Program 35 -i- 1 LIST OF EXHIBITS EXHIBIT NO . TITLE PAGE I Area of Benefit Index Map with City Boundaries 36 II Resolution 82-598, Transportation Corridor Development Policy 37-39 III Area of Influence for Corridor Users , San Joaquin Hills Transportation Corridor 40 IV Area of Influence for Corridor Users , Foothill/Eastern Transportation Corridors 41 V Area of Benefit , San Joaquin Hills Transportation Corridor 42 VI Area of Benefit , Foothill/Eastern Transportation Corridors 43 VII Fee Program Share of Total Corridor Cost , SJHTC 44-45 VIII Fee Program Share of Total Corridor Cost, F/ETC 46-47 IX Cost Per Trip End Analysis , SJHTC 48 X Cost Per Trip End Analysis , F/ETC 49 XI Daily Vehicle Trip Generation Rates 50-51 -ii- LIST OF TABLES TABLE N0 , TITLE PAGE IV-1 San Joaquin Hills Transportation Corridor Cost 10 IV-2 Foothill/Eastern Transportation Corridor Cost 10 VII-1 San Joaquin Hills AOB by Local Jurisdiction 15 VII-2 Foothill/Eastern AOB by Local Jurisdiction 19 VIII-1 Fee Program Share of Corridor Cost 23 VIII-2 Adjusted AOB Trip Ends 25 VIII-3 Fee Program Share by Land Use Category 26 VIII-4 Area of Benefit Fees 27 -iii- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Executive Summary It can no longer be expected that facilities such as the San Joaquin Hills Transportation Corridor (SJHTC) AND Foothill/Eastern Transportation Corridors (F/ETC) can be fully funded from the traditional revenue sources used to construct southern California existing freeway network. Supplemental funding sources must therefore be developed if these important components of Orange County' s transportation system are to be developed to provide relief to existing congested facilities and support orderly development within cities and unincorporated areas . Development fees represent a potential supplemental funding source/tttial/� /ldtH/lddfk/BEtti/tit+alft/ I totioiottdtiof/Wottlooto/tot/logit/tmo . I The development fee program �tb�tttbd/tot/�ot(tl/ot/Sti¢lttilotl/ I tot�liAttdtiot� is based upon Government Code Sections 50029 , I 66484.3 and California Constitution Article II , Section 7 . The concept is furthermore based on the general principle that future development within prescribed benefit areas will benefit from the construction of the transportation facilities and should pay for them in proportion to projected corridor traffic demand attributable to the development . Future development within the benefit areas is expected to account for 48% of the cost of the SJHTC and F/ETC . The remaining cost of the corridors , representing benefits derived by existing development within the benefit areas and corridor users outside the benefit areas , is proposed to be funded through traditional transportation funding sources such as existing federal and state programs. and additional . non-traditional sources . such as toll resources . No assessment of existing developed I property is proposed . Corridor usage projections for several hundred traffic analysis zones within the County were developed as a tool to assist in defining the proposed benefit areas . Traffic analysis zones with 4% or more of their total trip making utilizing the corridor formed a fairly dense pattern. Identifiable physical features closely approximating the pattern were used to describe the boundaries of the benefit areas . Two fee zones within each Area of Benefit were established based upon direct use of the corridors . Traffic analysis zones with 8% or more of their total trip making utilizing the corridor were defined in the higher fee zone (A) . The remainder of the zones were defined in the lower fee zone (B) . Assessment of fees on a traffic related basis was determined to be equitable . Trip ends were selected as the least common denominator and fees were established by dividing the proportion of corridor cost attributable to each fee zone by the total number of projected daily trip ends within each fee zone . Adjustments were made to trip ends between neighborhood commercial and residential land uses to reflect the relative benefit of neighborhood commercial development to residences . Land uses were combined into three general land use categories (2 residential and 1 non-residential) for the purposes of applying fees to development projects . Presently. as of September 14, 1988, fees for each of the fee I zones within the areas of benefit are : SJHTC Single Family Multi-Unit Non-Residential Residential Residential Zone A $1130$ 1 ,372/unit $760 M/unit $117$ 1`84/sf . I Zone B $11010 1 .062/unit $$90 =/unit $1130 1 . 36/sf . I F/ETC Zone A $1129$ 1 ,360/unit $7$$ 72/unit $1100 1 .89/sf . I Zone B $ 920 967/unit $$3$ 5.U/unit $110$ 1,14/sf . I Developers who are required to construct portions of the transportation corridors will receive credit for that work toward the payment of their fees by the Transportation Corridor Agency pursuant to approved plans , specifications and phasine I of the aoency, or by aereements with Parties executed prior to I the effective date of this First Amended and Restated I Aereement . The amount of credit neither will be adjusted with I subsequent revisions to the fee program nor will additional I fees based upon such subseauent revisions be reauired once such I credit 11 is memorialized by agreement . This credit may be I transferred in accordance with the provisions of Section %I to I subsecuent owners of the property from which the credits were I generated . tl�iml!n6!/Id�iO� df/�triildi /t1dE/Ak/Attt/fit/8b�idtli/ I Payment of fees for residential multi-unit rental projects may be deferred for a period of five years from issuance of a building permit . The developer must enter into an agreement to pay the fee in effect at the time payment is due and provide a security in the amount of the fee plus 15%. Properties which are exempt from payment of property taxes will generally be exempt from payment of corridor fees . Governmental owned and constructed facilities and utilities will be exempt unless the facility is used for commercial or revenue generating purposes . -2- Portions of thirteen tOOTO cities are included within the I benefit areas for the SJHTC and F/ETC in addition to portions I of the unincorporated County of Orange . The County may adopt a I fee program only within the unincorporated areas . Participation by cities, therefore, is an important ingredient to a successful program that does not create inequities to property owners within differing jurisdictions . City and County cooperation is not only required in the adoption of a program and collection of fees , but should extend to decisions regarding expenditure of the funds . Joint I Powers Agencies consisting of City and County members have been I 0111/160 created to plan design, finance , and construct I IttI WAt the Corridors., and to determine the order of phasing I of construction of corridor segments when developers are I required to construct corridor improvements in lieu of payment I of fees . All fees collected under this program will be I deposited in accounts specifically for the transportation corridors to accomplish this purpose . -3- MAJOR THOROUGHFARE AND BRIDGE FEE PROGRAM FOR SAN JOAQUIN HILLS AND FOOTHILL/EASTERN TRANSPORTATION CORRIDORS I . BACKGROUND Government Code Sections 50029 and 66484. 3 *4 d/Qttlitm##iid/ 1 Z�#idtil!�lii�#i/I�#ti�1 /1Zl/8k�t3�#i/7 permitt the I establishment of local ordinances to require payment 2 I fees as a condition of approval of a final map or as a condition of issuing a building permit for purposes of defraying the actual or estimated cost of constructing bridges over waterways , railways , freeways and canyons , or constructing major thoroughfares in Orange County. I Pursuant to the above provisions of the Government Code, the Board of Supervisors adopted I Section 7-9-316 of the Orange County Codified Ordinances providing for the establishment of major thoroughfare and bridge construction fees to be paid by subdividers and building permit applicants in the County of Orange . On April 21 , 1982 , the Board of Supervisors , by Resolution 82-598, directed the Environmental Management Agency (EMA) to begin analyzing potential areas of benefits. $t,Aj]6 and to proceed with the establishment of a fee I program. The Board, furthermore , determined that developers of subdivisions which contain portions of any transportation corridor , would dedicate right-of-way, grade and construct necessary portions of the corridor and participate in any established corridor fee program. On February 15 , 1983 the Board of Supervisors , by Resolution 83-239, identified interim areas of impact for the San Joaquin Hills and Foothill/Eastern Transportation Corridors and directed EMA to require subdividers to enter into contracts to participate in corridor implementation pending establishment of a fee program. O#i/$k�ib�}S�#/z6l/19681/ED'IA/!ri}Sd�itikA/tl/#�15�#f/��/#H�/ I #E��b#id�ii�#id!//]P�dB1it/d�k#ti#ig�/tb�#E/ddB�ta1�E#ii1]i/Kk1d/ I 1868/t�/#�#i�ialt#/1�K�/Mtlj�#/TKA#��Hftt#k/�t#id/8#id$d/Fbk/ I >P#b�#d�� • I -4- On January 30 , 1984 the Orange County Planning Commission I adopted Resolution No. 45-83 recommending that the Board of Supervisors adopt Major Thoroughfare and Bridge Fee Programs for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridor . On October 3 , 1984 the Board of Supervisors , by Resolution No. 84-1462, adopted Areas of Benefit and Major Thoroughfare and Bridge fees within unincorporated Orange County for the San Joaquin Hills and Foothill/Eastern Transportation Corridors . Subsequent cooperative analyses of the fee program by Orange County, Orange County Transportation Commission, JIM Building I Industry Association of Southern California. Orange I County Region, and cities within these Areas of Benefit I have lead to the Fee Proeram defined within this report . and the formation of the San Joaquin Hills Transportation Corridor Agency and the I Eastern/Foothill TransportationGorridnd Agency to I implement such Fee Program and elan. design. finance and I construct such corridors . I The County and various cities within the Area of Benefit I of the San Joaauin Hills and Foothill/Eastern I Transportation Corridors formed two Joint Powers Agencies 1 known as the San Joaauin Hills Transportation Corridor I Agency and the Foothill/Eastern Transportation Corridor . I agency. Necessary ordinances and resolutions to effect I the Fee Program have been adopted by all parties of the I Azency and such program is now being fully implemented . I II . DESCRIPTION OF CORRIDOR A TRANSPORTATION CORRIDOR is a high-speed , high volume , access-controlled multimodal facility with a median of sufficient width to be utilized for transit considerations such as fixed rail or high-occupancy vehicles . and facilities necessary for collection of I tolls . The corridors will provide for high speed I movement of vehicular traffic where projected volumes exceed major arterial highway capacities . These routes will function similarlt to freeways and expressways and I should eventually be incorporated into the State Highway I System. They are, I therefore , designed to meet minimum State and Federal standards . In addition to the need for,tor transportation I corridors generated by exiing development . the I -5- relatively rapid growth and planned future development in Orange County t$/WftlUtif$ also contributes directly I to such tKd need . tit/ djd#/t#d� ��ttdti�d/td#tidy# ! I Three such corridors (Foothill, Eastern and San Joaquin Hills) are included on the Master Plan of Arterial Highways (MPRH) , and are a component of the I Transportation Element of the Orange County General Plan_ and the Transportation Elements of the General Plans of all city Parties within which such corridors have been planned to be located . Transportation corridors are depicted on the MPAH map as either conceptually proposed or established alignments . These facilities are part of a planned traffic circulation system necessary to support development of the County in accordance with Existine General Plan Land I Use Elements of the County and City Parties , 141id/dEt/ I tl$401 These facilities will also relieve recurrent I congestion on major arterials and freeways in Orange County. >�dXtif��d�X/Ttd��m#t�ti��/8t�d�/LX980D1/Sd�td/��/ I xt��f��tt�ti��/Q�ttid�t/8tdd>i/tX98X)l/F��tKiXX/ I x#��ttdti��/¢�##id�t/St�d�/(X9�XDl/did/tKd/8d�/d�d�di�/ I �iXXt/Ttd�fi��ttdti��/Z�ttid�t/Stdd�/iX979)l I The SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR is planned as a high-speed, high capacity, access-controlled transportation facility to serve local and regional traffic and transit needs . Itg iE/��/ dtdtli�lRdd i alignment was established in 1979 as part of the MPRH and 1 Transportation Element of the Orange County General I Plan. That alignment 04/tKk/KFA iNAi0 includes the I Corona del Mar Freeway (Route 73) in the Cities of Costa Mesa, Newport Beach and Irvine and extends southeasterly approximately 15 miles to join the San Diego Freeway (I-5) between Avery Parkway and Junipero Serra Road near the City of San Juan Capistrano (see Exhibit I) . It will be designed to comport with td scenic highway standards I and provide approximately six to ten general purpose travel lanes , with a median of sufficient width to accommodate future high-occupancy vehicle (HOV) lanes and special transit facilities , if required in the future . I The central segment of the corridor will carry ldttJ#J I the greatest amount of traffic because there are a limited number of alternative OtU t parallel highway i facilities . Traffic volumes on the south end of the corridor are lowest along the route as a result of countywide traffic orientation, which is generally to the north. Access to the corridor will be limited to -6- approximately 12 grade-separate interchanges with arterial highways as well as tl00 provisions for future I additional interchanges with arterial highways plus provisions for future additional exclusive interchange ramps for HOV lanes . Additional bridges may be required as the corridors cross substantial canyons and water courses . The EASTERN TRANSPORTATION CORRIDOR is currently shown as a set of alternative preferred 4>1/d/tdfidd¢irlitl alignmentlL I and included in the Transportation Element of the Oranze I County General Plan. The preferred alternatives will be I studied further as the environmental review process I continues . The FOOTHILL TRANSPORTATION CORRIDOR is an I established alignment between the Eastern Corridor and a point northerly of Ortega Highway and a conceptual alignment between that point and San Diego Freeway (I-5) . As depicted on Exhibit I , the Eastern Transportation Corridor will intersect the Riverside Freeway (Route 91) between Weir Canyon Road and Gypsum Canyon Road extending southeasterly approximately/ 13 I miles to a point southerly of the Santa Ana Freeway (I-5) in the Cities of Tustin and Irvine . The Foothill Transportation Corridor will originate It ftft the I Eastern Corridor between Santiago Canyon Road and Irvine Boulevard and extend southeasterly approx. 32 miles to the San Diego Freeway (I-5) below San Clemente in San Diego County. It is anticipated the Eastern corridor will be a landscaped , grade separated scenic corridor which includes approximately six general purpose travel lanes and the Foothill Corridor , a landscaped corridor which includes four to six general purpose travel lanes with medians or other areas wide enough to accommodate HOV/Special Transit requirements if necessary. Access to the corridor will be limited to grade-separated interchanges with arterial highways plus provisions for future exclusive interchange ramps for HOV lanes . III . CORRIDOR PLANNING The level of facility planned in this report will support currently adopted land use plans of the County and Cities surrounding the corridors . In the event the Cities and County subsequently amend d1ditbfit their existing General I Plan 1jand jises Elements , particularly in areas serving I the Foothill and Eastern Corridors , those facilities may require adjustments in tfitt0d00d lanes to accommodate I that growth. It is intended that the fee adopted under this program will be reevaluated if an additional level -7- facility is needed idolit1flOd to serve increased I intensities planned in adopted land gse* Elements of I their General Plan. In the event that such intensities I are decreased, and reduction in the level of facility I then is still feasible in view of riehts of way then I �auired . planning, design. engineering and construction I then completed and financine commitments made . such fee I also will be re-evaluated . The majority of the length of I corridor alignments fall within relatively undeveloped areas of the County. Exceptions to this are either end of the San Joaquin Hills Transportation Corridor and the central segments of the Foothill/Eastern Transportation Corridors . Each corridor traverses areas of hilly terrain. A majority of the areas traversed by the corridors is zoned Planned Community with tentative tracts t WO401ft in various stages of approval . I An alignment was selected by the Board of Supervisors for the San Joaquin Hills Transportation Corridor on November 28, 1979 and the northwesterly segment of the Foothill Corridor on May 25 , 1983 . More detailed engineering work is currently underway on the San Joaquin Hills Transportation Corridor to refine the selected alignment and determine right-of-way requirements . Similar detailed engineering is also in progress for the northwesterly segment of the Foothill Transportation Corridor . t11#drlgK/dd�bdla�dt/dt�did /�i/drltt0ti�iditlg/ I 1d160$1 Alignment selection studies also are *011 I underway on the Eastern Corridor and jdE1/gd1131i$/lidtdd/ I Ut the southerly end of the Foothill Corridor between I about Oso Parkway and I-5 . It is proposed that all corridors will eventually be added to the State Highway System. State legislation (AB 86) has been signed into law which redescribes State Route 73 (Corona Del Mar Freeway) to include the San Joaquin Hills Transportation Corridor . Legislation I (SB 2048 and SB 2049) . Chapters 1363 and 1364. I respectively of the Statutes of 1988) also have been I enacted which designates the Eastern and Foothill I Transportation Corridors as State Routes 231 and 241 . I respectively. I IV. ESTIMATED COSTS The construction costa include I estimates for all corridor grading and general travel lane improvements including bridges , structural section, interchanges , partial landscaping, and arterial highway realignments dictated by the corridor alignments . The -8- cost of grading general High-Occupancy Vehicle (HOV) lanes is included but not the cost of HOV structural section, bridges , median barriers or special access ramps . It is intended that implementation of any transit guideway or HOV facilities , if needed, would be provided from other funding sources . Other costs included for both Corridors includes engineering design, administration, construction inspection and right-of-way acquisition costs . It is proposed that developers will dedicate the majority of right-of-way for the transportation corridors . The cost estimate includes a cost for the portion of the right-of-way which would exceed a standard major arterial highway constructed along the corridor alignment excluding slope easements . The portion of right-of-way equivalent to a major arterial highway is excluded from the estimate to maintain a policy consistent with other arterial highway dedications . The cost of slope easements is excluded because of the wide variations between the natural terrain conditions and final development of adjacent lands , the inability to estimate the easement areas with certainty, and for consistency with existing arterial development policy. Right-of-way required to realign any intersecting arterial highway was also excluded from the cost estimate on the assumption that it will be dedicated in accordance with established development policy. The right-of-way to be included as art of the corridor cost was assumed to have a value of 50 ,000/acre. to he adjusted by the Agency in accordance with the California Construction Cost Index. or other I comparable index selected by the Board . I A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR (SJHTC) The cost of constructing the SJHTC to the standard of improvement as described in the previous section was I 10 based on the following estimates prepared for the I County during the Phase II SJHTC study work. to be I adiusted by the Agency in accordance with the I California Construction Cost Index. or other I icomparable index selected by the Board . Aid/10/ I otit� oilto/.501 I -9- TABLE IV-1 SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR COST Construction: $259 ,736, 000 Engineering & Admin. : 38,960, 000 Contingencies : 25 ,974,000 Right Of Way (in excess of Major Arterial Hwy. ) : 16.990. 000 Total (for purposes of Fee Program) : $341,660, 000 B. FOOTHILL/EASTERN TRANSPORTATION CORRIDORS (F/ETC) The cost for constructing the Foothill/Eastern Transportation Corridors was estimated from information obtained from the Weir Canyon Park Road Study dated October , 1982, the Foothill Transportation Corridor Route Location Study dated December , 1982 , and projection of costs from the San Joaquin Hills Transportation Corridor . Unit prices used in the cost estimates are considered toadequately estimate the cost in 1984 dollars . The orieinal estimated costs. I to be adiusted by the A¢ency in accordance with the I California Construction Cost Index. are as follows : I TABLE IV-2 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS COST Foothill Eastern Total Construction: $233,557,000 $143,526,000 $377,083,000 Eng. & Admin. : 35,033,000 21 ,528,500 56,561 ,500 Contingencies: 35,033,000 21 ,528,500 56,561 ,500 Right Of Way (in excess of Major Art. Hwy.) : 14.151 .000 11 .790.000 25.941 .000 Total (for purposes of Fee Program) : $317,774,000 $198,373,000 $516,147,000 V. OVERALL FINANCING The Board of Supervisors has established a transportation corridor development policy (Exhibit II). also I implemented by the Aeencv and all of its Parties . which I defines the corridor implementation obligations of land -10- development projects , and as noted in Section I of this report has indicated its general intent to require all new development to bear a portion of the costs of the corridors by payment of development fees (Major Thoroughfare Fee) . Funds from other more traditional sources (e .g. , existing state and federal taxes on motor vehicle fuel) and from other non-traditional sources I (e .z . toll revenues) will be sought for the portion of I the cost not funded by development fees . THkdk/OtHkf/ I t�iHd�/�kdXk/Bk/dXXktdtkat/t1ltkd�H/Lbfkkk!!k�/iH�kX��TH�/tHk/ I ¢kXitkfHft�/Tf�tHfi�k#tktfkk/¢k�fbSik�/d#ik/tHk/0#d#+gk/ I ¢kfitit7i/Tfd#i��k#tdtimfi/¢bpi!�f kH/(0¢T¢D l I X#i/kfkkf/t0/aj�idXit7i/#kf/�tdtk/k#ik/tkAkf�lX/ttd#ikiH$l/tHk/ I tbf#Xdb#/fbtitk / #idt/}5k/i#i¢0#Wdtod/100/06/OLdtk/ I HfgHVrkli/�7i�tkd�/k#ik/�Xk¢kd/iH/kHk/kt/txk/tkkkfdX/kXd/ I OtOtk;h$l State Route 73 (Corona Del Mar Freeway) has I been legislatively redescribed to correspond with the route of San Joaquin Hills Transportation Corridor . It/ I iA/ifitk#iolk�l/tHalt/tit/tt#i/H��fk�f3attk/tisk ,Jimilar I legislation has been approved by the Legislature (SB 2048 .1 and SB 2049) and is pending signature by the Governor I v6iIX/�dXti�ktkX�i/lSk/i#itfbk�t¢kk to place the I Foothill/Eastern Corridors in the ,tate $ighway ,system. I The San Joaauin Hills Transportation Corridor also has I been designated as the "first phase" of a federal pilot I I 1986. thereby making it eligible for a maximum of 35 I federal fundine. ifapproved by the California I Transportation Commission in its State Transportation I Improvement Program (STIP) . I This Major Thoroughfare b. Bridge Fee Program fk�btt I focuses only on the portion of the corridor implementation costs which may be attributable to new growth and for which development fees are proposed . The statutes identified in Section I of this report which authorize the collection of development fees specify that an @rea of lienefit (AOB) shall be established which I encompasses real property, which will benefit from construction of the major thoroughfares and bridges . The method of determining the AOB and the share of total corridor costs proposed to be paid by new development in the form of fees is explained in Sections VI and VIII of this report . -11- The orieinally estimated corridor costs. subject to I adiustment as previously stated , and the portions I tfOtO$WW U allocated to new development through the I Major Thoroughfare and Bridge (MT&B) fee program are : New Development Approximate Total Cost Share of Cost % San Joaquin Hills : $341 ,660, 000 $165 ,500, 104 48 . 4% Foothill/Eastern: $516 ,147 , 000 $250 ,228, 066 48 . 5% In accordance with current Agency policy, I new developments within the path of the transportation corridors will be conditioned to dedicate right-of-way and grade the corridor within the boundaries of the development, construct arterial overcrossings for internal arterial highways and construct corridor travel lanes and interchange ramps required immediately for access to the development or for closure of short gaps in the transportation system. The estimated cost of these improvements including the estimated value of R/W dedication in excess of that required for a standard major Arterial highway (excluding slope easements) will be considered as a credit against the required MT&B fees to the extent that these costs are included in the fee program. VI . AREA OF BENEFIT In order to establish an MT&B fee program, an Brea of benefit I (AOB) must be identified within which fees may be required upon issuance of building permits or recordation of final maps to defray the cost of the major thoroughfares and bridges . Construction of the transportation corridors will provide key facilities to ensure that the County' s transportation system is in balance with both existing and future land uses . The benefits , therefore , accrue not only to those properties which generate a high demand for use of the corridor but those which will benefit from less congestion and delay on the arterial highway and freeway system serving the property. Implementation of a balanced transportation system, including the corridors , will , furthermore , benefit undeveloped properties by allowing approval of land use to the level in County and City General Plans . -12- It is clear that both existing developed properties and undeveloped properties will benefit from construction of the transportation corridors . Development fees are proposed to finance a portion of the corridors proportional to the traffic demands , measured in trip ends , created by new growth. The portion of cost based upon existing trip ends represents the benefit to developed properties . Revenue for the cost allocated to existing development will be provided from public funding sources identified in Section V, "Overall Financing," of this report and , therefore, will not be assessed to individual properties . The methodology used to determine the AOB consisted of determining the influence the corridor had on trips made within the County. The analysis was cj7ducted with a system of computer programs known as UTPS (Urban Transportation Planning Systems) . The computer programs were tailored for specific Orange County application and are commonly known as the SOCCS2-/ travel demand model . The model subdivides Orange County and portions of adjacent Los Angeles County into more than 500 traffic analysis zones (TAZ) . The model estimates the number of person trips each TAZ generates based on socioeconomic variables such as population, employment, income and number of housing units . These trips are then distributed from each zone to all other zones by a well-established procedure . The model then determines how many of these person trips will travel by auto, and finally assigns these auto trips onto a highway network. The socioeconomic data used in the AOB analysis is from the San Joaquin Hills Transportation Corridor Study and the Foothill Transportation Corridor Study. Using the trip-making d to described above, a select link analysis (program UROAD2/) was performed to determine the number of corridor related trip ends which originate in, or are 1/ UTPS is a battery of sophisticated computer programs developed and sponsored by the Federal Urban Mass Transportation Agency (UMTA) for forecasting travel demand . South Orange County Circulation Study (SOCCS) travel demand forecasting model developed by EMA/Transportation Planning Division. / UROAD is one of the computer programs in UTPS . It is a comprehensive flexible highway assignment and analysis program. -13- destined for , each traffic analysis zone (TAZ) . These corridor TAZ trip ends were used in conjunction with the total TAZ trip ends (arterial highways plus corridor) to compute the percentage of trip ends by TAZ which use the corridor . The resulting percentages were posted on TAZ maps in 2% increments (Exhibits III and IV) . The influence area for each of the corridors is quite pronounced at the 4% and greater trip use level as shown on the exhibits . The pattern of corridor usage becomes erratic below the 4% level . The determination of the AOB for each of the transportation corridors was based primarily on the above corridor influence areas . However , the following additional criteria were used to supplement the percent of corridor use data to analyze relative benefits : 1 . Corridor trip ends exceed 1 .75 trip ends per gross acre of the TAZ. 2 . Total corridor trip ends per TAZ exceed 2, 000. 3 . Trip end growth within each TAZ exceeds 45%. 4. Perceived direct and indirect benefits to the transportation system. Identifiable physical and planned features closely approximating the pattern of corridor usage were used to describe the boundaries of the benefit areas . Within each Area of Benefit, some lands were judged to I receive more benefit than others from the construction of the corridors . Developments which create relatively high demands for use of the corridors were placed in a different fee zone within the Area of Benefit than other I developments with less direct use . The boundaries between the fee zones were determined utilizing the TAZ data on Exhibits III and IV. Traffic analysis zones where the percentage of corridor trip ends equals or exceeds 8% were defined as Zone A. Traffic analysis zones with less than 8% use were defined as Zone B. Zone A and B are depicted on Exhibit I . VII , DESCRIPTION OF AREA OF BENEFIT (AOB) The AOB' s for the San Joaquin Hills and the combined Foothill/Eastern Corridors include both incorporated and unincorporated territory and generally encompass the southeasterly half of Orange County as illustrated on -14- Exhibit I . A. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR A more detailed map of the San Joaquin Hills Transportation Corridor AOB is shown on Exhibit V. This AOB contains approximately 122 square miles . All or portions of the following cities are within this AOB : TABLE VII-1 SAN JOAQUIN HILLS AOB BY LOCAL JURISDICTION City Area Included in AOB Costa Mesa 3 . 2 sq. miles Irvine 22. 2 Laguna Beach 5 . 6 Mission Viejo (included in the I "Unincorporated I Territory" area) I Newport Beach 8 . 3 San Clemente 3 .8 San Juan Capistrano 8 . 2 Santa Ana 2 . 8 City Subtotal 54. 1 Unincorporated Territory 68. 3 (includine the I area within the I newly incorporated I City of Mission I Vieio) I Total 122. 4 sq. miles The AOB is bounded by the Pacific Ocean: beginning at the easterly boundary of the City of Newport Beach at the Pacific Ocean; thence along said external boundary defined by annexation nos . 843 , 64, 897 , 84, and 585 to its intersection with an extension of Fifth Avenue; thence northwesterly along said extension to Fifth Avenue; thence northwesterly along the centerline of said Fifth Avenue to Coast Highway; thence northwesterly along the centerline of said Coast Highway to the crossing of the Upper Newport Bay; thence along a line northerly through said Upper Newport Bay to the point where the Santa Ana-Delhi Channel (Facility F01) enters said Upper Newport Bay; thence along the centerline of Santa Ana-Delhi Channel from Upper Newport Bay to University Drive; thence -15- westerly along the centerline of said University Drive to Santa Ana Avenue; thence northerly along the centerline of said Santa Ana Avenue to Corona Del Mar Freeway (State Route 73) ; thence northwesterly along the centerline of said Corona Del Mar Freeway to the San Diego Freeway (Interstate Route 405) ; thence westerly along the centerline of said San Diego Freeway to Harbor Blvd . ; thence northerly along the centerline of said Harbor Blvd . to MacArthur Blvd . ; thence easterly along the centerline of said MacArthur Blvd . to Main Street ; thence northerly along the centerline of said Main Street to Dyer Road ; thence easterly along the centerline of said Dyer Road to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Edinger Avenue ; thence easterly along the centerline of said Edinger Avenue to the Newport-Costa Mesa Freeway (State Route 55) ; thence southeasterly along the centerline of said Newport-Costa Mesa Freeway to Warner Avenue; thence southeasterly along the centerline of said Warner Avenue to Red Hill Avenue; thence southwesterly along the centerline of said Red Hill Avenue to Alton Avenue ; thence northwesterly along the centerline of said Alton Avenue to Newport-Costa Mesa Freeway; thence southwesterly along the centerline of said Newport-Costa Mesa Freeway to the San Diego Freeway (Interstate 405) ; thence southeasterly along the centerline of said Interstate 405 to Interstate 5 ; thence southerly along the centerline of said Interstate 5 to its intersection with the prolongation of the southerly boundary of Rancho Mission Viejo (approximately at Via Escolar) ; thence southeasterly along the Rancho Mission Viejo boundary line as described by Record of Survey 9/15-18 to the easterly corner of Tract No. 6381 ; thence westerly along the southerly line of said Tract No. 6381 to the easterly boundary at Parcel Map No. 80-851; thence southerly along said easterly boundary of Parcel Map No. 80-851 to Rancho Viejo Road ; thence southerly along the centerline of said Rancho Viejo Road to Ortega Highway; thence easterly along the centerline of said Ortega Highway to La Novia Avenue; thence southerly along the centerline of said La Novia Avenue and its proposed extension to Tentative Tract No. 11648; thence southerly along the easterly boundary of said Tentative Tract No. 11648 to the boundary of Tentative Tract No. 11832 ; thence southerly along the easterly boundary of said Tentative Tract No. 11832 to the northerly boundary of Tract No. 8087; thence easterly -16- and southerly along the boundary of said Tract No. 8087 to the boundary of Tract No. 9784; thence easterly along the northerly boundary of said Tract No . 9784 and the prolongation of said boundary to the boundary of the City of San Juan Capistrano; thence southeasterly along said city external boundary defined by Incorporation boundaries of April 19 , 1961 and annexation nos . 105 and 24 and deannexation per City resolution 62-11-12-2 to Interstate 5 ; thence southerly along the centerline of said Interstate 5 to its intersection with the Orange/San Diego County line ; and thence southerly along said County line to the Pacific Ocean. Zone A Zone A is bounded on the south by the Pacific Ocean and is described as follows : Beginning at the intersection of the total area of 1jenefit westerly I boundary with the Pacific Ocean; thence along said total area of jenefit boundary to Marguerite Avenue ; I thence northerly along the centerline of said Marguerite Avenue to San Joaquin Hills Road ; thence easterly along the centerline of said San Joaquin Hills Road to Spyglass Hili Road; thence northerly along the centerline of said Spyglass Hill Road to San Miguel Drive ; thence northerly along the centerline of said San Miguel Drive to Ford Road; thence northeasterly along the centerline of said Ford Road and its proposed northeasterly extension as shown on the Orange County Master Plan of Arterial Highways dated August 8 , 1984, to Bonita Canyon Road; thence easterly along the centerline of said Bonita Canyon Road to the proposed southerly extension of Sand Canyon Avenue as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of Sand Canyon Avenue to the westerly extension of Bake Parkway as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of said Bake Parkway to Laguna Canyon Road; thence southerly along the centerline of said Laguna Canyon Road to the proposed westerly extension of Santa Maria Avenue as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of the proposed extension of Santa Maria Avenue and Santa Maria Avenue to Moulton Parkway; thence southerly along the centerline of said Moulton Parkway; thence southerly -17- along the centerline of said Moulton Parkway to E1 Toro Road , thence northeasterly along the centerline of said E1 Toro Road to Paseo de Valencia; thence southeasterly along the centerline of said E1 Toro Road to Paseo de Valencia; thence southeasterly along the centerline of said Paseo de Valencia and its easterly prolongation to intersect Interstate 5 which is also the easterly boundary of the total Brea of I penefit ; thence southerly along said easterly boundary I of the total area of penefit boundary to where it I again intersects Interstate 5 in the vicinity of Camino Las Ramblas ; thence northerly along the centerline of said Interstate 5 to San Juan Creek Road ; thence westerly along the centerline of said San Juan Creek Road to Camino Capistrano; thence northerly along the centerline of said Camino Capistrano to Del Obispo Street; thence westerly along the centerline of said Del Obispo Street to Alipaz Street ; thence southerly along the centerline of said Alipaz Street to Camino Del Avion; thence westerly along the centerline of said Camino Del Avion and its proposed westerly prolongation as shown on said Master Plan of Arterial Highways , to Crown Valley Parkway; thence southerly along the centerline of said Crown Valley Parkway to Monarch Bay Drive ; thence southwesterly along Monarch Bay Drive and its southwesterly prolongation to the Pacific Ocean. Zone B Zone B is described by the total San Joaquin Hills area of Benefit excluding Zone A as described above. I B. FOOTHILL/EASTERN TRANSPORTATION CORRIDORS A single area of ]jenefit was selected for the combined I Foothill and Eastern Transportation Corridors because of corridor usage patterns . A more detailed map of the Foothill/Eastern Corridors AOB is shown on Exhibit VI . This AOB contains approximately 291 square miles . All or portions of the following cities are included in this AOB: -18- TABLE VII-2 FOOTHILL/EASTERN AOB BY LOCAL JURISDICTION City Area Included in AOB Anaheim 14. 1 sq. miles Irvine 18 . 9 Mission Viejo (included within I the "Unincorporated I Territory" area) I Orange 10 . 6 San Clemente 13 . 5 San Juan Capistrano 5 . 0 Santa Ana 2 .8 Tustin 11 . 1 Villa Park 2 . 1 Yorba Linda 17 . 7 City Subtotal 95 . 8 Unincorporated Territory 194.7 (includine the I area within the I newly incorporated I City of Mission I Vieio) I Total 290.5 sq. miles The AOB is bounded generally by the northerly boundary of the San Joaquin Hills Transportation Corridor AOB from the San Diego County Line to the intersection of the San Diego Freeway (State Route 405) and the Newport-Costa Mesa Freeway (State Route 55) ; thence northeasterly along the centerline of State Route 55 to Alton Avenue; thence southeasterly along the centerline of said Alton Avenue to Red Hill Avenue; thence northeasterly along the centerline of said Red Hill Avenue to Warner Avenue; thence northeasterly along the centerline of said Warner Avenue to State Route 55; thence northeasterly along the centerline of said State Route 55 to Edinger Avenue; thence westerly along the centerline of said Edinger Avenue to Grand Avenue; thence northerly along the centerline of said Grand Avenue to Seventeenth Street; thence easterly along the centerline of said Seventeenth Street to State Route 55 ; thence northerly along the centerline of said State Route 55 to the Riverside Freeway (State Route 91) ; thence northwesterly along the centerline of said State Route 91 to Tustin Avenue; thence northerly along the centerline of said Tustin Avenue -19- to Jefferson Street ; thence northerly along said Jefferson Street to the southerly city limits of Placentia; thence along the external boundary of said city limits defined by annexation nos . 69-1, 76-1 , 71-01 , 65-4, 63-3 , 6401 , 65-7 , 63-4, 63-2, 64-4, and 72-2 to its intersection with Imperial Highway; Placentia to Imperial Highway; thence southwesterly along the centerline of said Imperial Highway to Valley View Avenue ; thence northerly along the centerline of said Valley View Avenue and its prolongation to the southerly boundary of Chino Hills State Park; thence easterly along the southerly boundary of Chino Hills State Park to its intersection with the Orange/San Bernardino County line ; thence southeasterly along the Orange County line to the boundary of the San Joaquin Hills Transportation Corridor @rea of benefit . I ZONE A Zone A begins at the Orange/San Bernardino County line where said County Line intersects the centerline of the proposed extension of La Palm Avenue as shown on the Orange County Master Plan of Arterial Highways dated August 8, 1984; thence westerly along the centerline of said proposed La Palma Avenue to the proposed extension of Gypsum Canyon Road as shown in said Master Plan of Arterial Highways ; thence southerly along the centerline of said proposed Gypsum Canyon Road to the Riverside Freeway (State Route 91) ; thence westerly along the centerline of said State route 91 to the northwesterly prolongation of the easterly boundary of the Wallace Ranch as shown in Orange County Record of Survey 2-5 ; thence southeasterly along said prolongation of the easterly boundary of the Wallace Ranch and continuing southeasterly along said easterly boundary to the northeasterly corner of the Oak Hills Ranch as shown in said Record of Survey 2-5; thence southeasterly along the easterly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 and continuing southwesterly along the southerly boundary of said Oak Hills Ranch as shown in said Record of Survey 2-5 to the proposed southerly extension of Weir Canyon Road as shown on said Master Plan of Arterial Highways ; thence southerly along said Weir Canyon Road to the I north boundary of Tentative Tract No. 13627 in the I City of Tustin: thence southerly alone the centerline I of Jamboree Road within Tentative Tract No. 13627 to I -20- Tustin Ranch Road : thence southerly alone the I centerline of Tustin Ranch Road within Tentative Tract I oto . 12870 to Irvine Boulevard , thence easterly along I the centerline of said Irvine Boulevard to Sand Canyon Avenue ; thence southerly along the centerline of said Sand Canyon Avenue to the proposed realignment of Trabuco Road as shown on said Master Plan of Arterial Highways ; thence easterly along the centerline of said proposed realignment of said Trabuco Road to the proposed northerly extension of Muirlands Boulevard ; thence along said Muirlands Boulevard to the centerline of Alton Avenue, thence northerly along the centerline of said Alton Avenue to Jeronimo Road; thence easterly along the centerline of said Jeronimo Road to Bake Parkway; thence northerly along the centerline of said Bake Parkway to Trabuco Road ; thence easterly along the centerline of said Trabuco Road to Imvressa Street AIT U/1"*tt*At; thence I northerly along the centerline of said Imvressa Street I AZttit�/FdtR�bd7i to Santa Margarita Parkway Pg5tt0J.d/ I 15dt1(*A i; thence easterly along the centerline of said I Santa Margarita Parkwayto the I proposed Antonio Parkway as shown on said Master Plan of Arterial Highways ; thence southerly along the centerline of said Antonio Parkway to Ortega Highway; thence southwesterly along the centerline of said Ortega Highway to the proposed easterly extension of Avery Parkway as shown on said Master Plan of Arterial Highways ; thence westerly along the centerline of said proposed extension and Avery Parkway to the Santa Ana Freeway where it intersects the common boundary between the Foothill/Eastern and the San Joaquin Hills AOBs ; thence southeasterly along said common AOB boundary to the Orange/San Diego County line; thence northerly along the Orange County line to where it intersects the centerline of the proposed La Palma Avenue as shown on said Master Plan of Arterial Highways . ZONE B Zone B is described by the total Foothill/Eastern area I of 1jenefit excluding Zone A as described above. I VIII . FFF.0 In order to establish a corridor fee , it is necessary to determine who is to pay the fee, the facility cost to be supported by fees and a basis or unit of measure for the fees . As has been previously stated, it is proposed that fees be paid by future development within the defined -21- areas of benefit in reasonable proportion to the benefit I derived . The corridor facilities will , of course, also benefit existing development within the areas of I $enefit . The share of corridor cost attributable to I benefits derived by existing development is proposed to be funded from other sources . A. Determination of Fee Program' s Share of Corridor Cost The first step in calculating the fee program share of the corridor cost was to determine the percentage of corridor user trip ends that originate or end within the area of $enefit which are attributable to new I growth. Trip information derived from the SOCCS travel demand model was used for this analysis . This percentage was established as the developers share and multiplied by the total corridor cost to determine the fee program share of costs as shown in Table VIII-l . The fee program share of corridor cost was then separated into amounts representing direct and indirect benefits to the benefit zones (A 6 B Zones) based upon peak hour and non-peak hour travel characteristics . Approximately sixty-one percent4/ (61%) of corridor trips are expected to occur during non-peak travel hours , thus representing a measure of the direct benefit f;om the corridors . Approximately thirty-nine percent of corridor trips are expected to occur during peak hours of travel , thus representing lessened congestion on the remaining transportation system. This system relief is defined as indirect benefit . The direct and indirect factors were used to identify the relative benefits between the A and B zones . The portion of fee program share representing direct benefit was divided between the A and B zones based upon the percentage of corridor user trips due to growth within each zone. The portion of developers share representing indirect benefit was distributed between the A and B zones based upon the percentage of total trip ends on the transportation system within each zone . The fees for the A and B Zones , therefore, include a measure of both direct and indirect benefits 4/ Caltrans , LARTS 1976 Urban Rural Survey. -22- received by each zone . Exhibits VII and VIII show the method in which these calculations were made . The fee program share of the original estimate of I Corridor Cost shown below represents an estimate of the share attributable to new development . It is expected that this share may change as future revisions are made to the fees . TABLE VIII-1 FEE PROGRAM SHARE OF CORRIDOR COST Total Corridor Developers Costs ($) Share (%) Share ($) SJHTC Zone A 28. 6% $ 97,856, 775 Zone B 19 .8% $ 67 .643 .330 Total $341 ,660, 000 48 . 4% $165 ,500 ,105 F/ETC Zone A 25 .8% $133 , 096,099 Zone B 22 .7 $117 . 131 .975 Total $516, 147,000 48. 5% $250,228,066 B. Determination of Base Fee The cost attributable to future development must be reduced to a fee so that it may be apportioned in an equitable manner to specific types of development . Allocation of the cost on the basis of trip end generation by general land use category is proposed , where: cost apportioned to future development in the AOB zone cost/trip end trip end growth in the AOB zone -23- SJHTC F/ETC Zone A $97 .856.774 $133 . 096 . 091 1, 321 , 160 - $74/TE 1 , 665, 922 - $80/TE Zone B $67 .643 .330 1117 .131.975 1 ,462 ,093 - $46/TE 2,730,730 - $43/TE The data used in computing the average cost per trip end are summarized in Exhibit I% and X. The trip end generation factors used in the calculation were derived from the EMA Trip Generation Rates, shown in Exhibit %I . The projected growth in dwelling units was taken from the respective San Joaquin Hills and Foothill Transportation Corridor studies . Projected growth in industrial/cOtgmercial floor space was generated from MMTS II-11 employment projections . C . FEE DISTRIBUTION Various land uses within the area of benefit have been grouped into three major categories for the purposes of distributing fees to individual developments . The three general categories used include residential single-family dwelling units , residential multi-unit dwellings , and non-residential land uses . The trip ends calculated for the non-residential land use category were a summation of more specific non-residential categories such as manufacturing, retail regional, neighborhood/community commercial , and office uses . The trip generation rates used to calculate the trip ends for each of these more specific non-residential land uses were averages of rates shown in Exhibit %I . Prior to the summation of the trip ends from each of the more specific non-residential land uses , an adjustment was made to the projected trip ends for neighborhood/community commercial land uses . This adjustment was an attempt to reflect the benefits to residential land uses Employment projections adopted by the Orange County I Transportation Commission. -24- which accrue from construction of neighborhood/community commercial development . Neighborhood/community commercial primarily benefits local residents by providing an opportunity to shop close to home . Many of the trip ends typically assigned to local retail uses are accounted for by these short trips arriving from and returning to residences . These residential-related trip ends actually provide savings in travel costs due to the short nature of the trip. Additionally, neighborhood/community commercial development tends to reduce energy consumption and traffic impacts . Residential land uses receive sufficient benefit from construction of neighborhood/community commercial development to distribute a portion of the trip ends attributable to neighborhood/community commercial development to residential land uses . For this reason, 60% of the trip ends attributable to neighborhood/community commercial development were reassigned to single family residential and multi-unit residential land uses as a measure of this increased benefit . The reassigned trip ends were split between single family and multi-unit residential land uses based upon their respective trip ends due to growth. The adjusted trip ends are as follows : TABLE VIII-2 ADJUSTED AOB TRIP ENDS Land Use Category Zone A Zone B Generated Adjusted Generated Adjusted Trip Ends Trio Ends Trip Ends Trig Ends SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Single Family Residential Units 379,452 557,635 139,368 254,936 Multi-Unit Residential Unit 193,956 285,053 240,723 440,312 Neighborhood/Community Commercial 448,800 179,520 525,262 210,105 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Single Family Residential 666,024 897,960 643,812 1 ,143,880 Multi-Unit Residential Units 160,377 216,238 248,906 442,221 Neighborhood/Community Commercial 479,662 191 ,865 1 ,155,638 462,255 -25- Once this adjustment was made , the fee program share of the total corridor cost for each of the three generalized land use categories was determined . The single-family residential and multi-unit residential share of the corridor cost was calculated first by multiplying the adjusted trip ends shown above by the appropriate cost per trip end as developed in Exhibits I% and X. The non-residential share of the corridor cost was calculated by using the difference between the total fee program share and the total residential share of the corridor cost . The fee program share of corridor cost by generalized categories is : TABLE VIII-3 FEE PROGRAM SHARE BY LAND USE CATEGORY Single Family Multi-Unit Total Residential Residential Non-Residential Developer' s Share SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A $41 ,264,990 $21 ,093,922 $35,497,862 $ 97,856,774 Zone B $11 ,727,056 $20,254,352 $35,661 ,922 $ 67,643,330 FOOTHILL/EASTERN TRANSPORTATION CORRIDORS Zone A $71 ,836,800 $17,299,040 $43,960,251 $133,096,091 Zone B $49,186,840 $19,015,503 $48,929,632 $117,131 ,975 Once the fee program share of corridor cost by the three generalized land use categories was determined , a fee for each of these categories was determined by dividing each share by the appropriate number of residential units or areas of buildings , shown in Exhibits I% and X. Following is the final fee calculation for each of the three general land use categories for both A and B fee zones . -26- TABLE VIII-4 AREA OF BENEFIT FEES Original Original Feer0 iainal Rounded Current I Land Use Calculation fee fsg fa I SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Zone A Single-family $41 ,264,990 + 31 ,621 units $1 ,305/unit $1 ,305/unit $1372/unitl ►"lEfdddff�ll I Multi-unit $21 ,093,922 + 27,708 units $761/unit $760/unit $799/unit I tdlfdddfftJ I Non-residential $35,497,862 + 20,021 ,185 sf $1 .77/sf $1 .75/sf $1 .84/sf I Zone B Single family $11 ,727,056 + 11 ,614 units $1 ,010/unit $1 ,010/unit $1062/unitl tEtidE�iffdl I Multi-unit $20,254,352 + 34,389 units $589/unit $590/unit $620/unit I �E6idddfid7 I Non-residential $35,661 ,922 + 27,700,559 sf $1 .29/sf $1 .30/sf $1 .36/sf I Fee Original Rounded Current I Land Use Calculation feg fag I FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Zone A Single-family $71 ,836,800 + 55,502 units $1 ,294/unit $1 ,295/unit $1360/unit I ►'lEfdEdffdl I Multi-unit $17,299,040 + 22,911 units $755/unit $755/unit $794/unit I �fdidddffll I Non-residential $43,960,251 + 24,231 ,767 sf $1 .81/sf $1 .80/sf $1 .89/sf I Zone B Single-family $49, 186,840 + 53,651 units $917/unit $920/unit $967/unit I tlLfdE�ifftJ I Multi-unit $19,015,503 + 35,558 units $535/unit $535/unit $563/unit I rtsfdddff�(J I Non-residential $48,929,632 + 46,616,669 fees $1 .05/sf $1 .05/sf $1 . 10/sf I _27_ D. APPLICATION OF FEES When development fees are collected at the time of building permit issuance , the number of residential units or area of non-residential buildings will be known. The fees for each development will simply be calculated by multiplying the number of residential units or gross floor area of non-residential buildings times the appropriate land use category and the fee zone . Gross floor area shall be defined as total floor area including each floor of multiple story buildings within the outer footprint of the building as described on the building permit . Adjustments will not be made to traffic generation rates to reflect anomalies due to project design or other conditions . All land uses will be determined to be within the most appropriate of the three general land use categories . In the event an existing non-residential building is proposed to be expanded, the fee will be determined by the net increase of building area. If a non-residential building is converted to another non-residential use with no net increase in building area, no fees shall be required . Parking structures shall also be exempt from payment of fees since they do not generate a vehicular attraction in and of themselves . The following categories which receive exemptions from payment of property taxes will also be generally exempt from paying transportation corridor fees : (1) Church; (2) Religious ; (3) College; (4) Welfare; (5) Wholly Exempt ; (6) Other . The final determination of whether a property is exempt will be based upon verification of a property tax exemption for those specified categories on the latest Assessors roll as defined for Orange County by the State of California. Government-owned facilities or utilities shall be exempt from payment of fees to the extent that the facilities will not be used for generating revenue or commercial purposes . Examples of exempt public uses are city halls , park buildings , and other public buildings . Privately owned utilities will not be exempt from payment of corridor fees . Notwithstanding property tax exemptions, governmental-owned or constructed facilities (including but not limited to counties , cities and -28_ redevelopment agencies) which will generate revenue or be leased for commercial purposes shall pay fees in accordance with the established fee schedules , Examples of this include the revenue generating portions of airports , train stations , stadiums , sports arenas , convention centers , bus terminals , hotels , or concessions on public lands . In the event construction of these facilities is an expansion of an existing use, the fee shall be determined based upon the net increase of building area. All disputes over application of fees to specific projects or disputes over exemptions of projects from fee requirements shall be presented to the Joint Powers Agency described in Section XIII of this report for resolution. Examples of fee calculations : 1 . The fee for a development consisting of 100 single-family detached units , 300 condo units and 25 ,000 s .f . of office and Neighborhood Shopping Center uses. calculated upon original rates . I would be : San Joaquin Hills AOB (Zone A) : (100 D.U. x $1305/D.U. ) _ $ 130,500 (300 D.U. x $760/D.U. ) _ $ 228, 000 (25 ,000 S .F. x $1 . 75 S .F. ) _ $ 43 .750 Total fee for development if located in Zone A of SJHTC AOB = $ 402 .250 Foothill/Eastern AOB (Zone B) : (100 D.U. x 920/D.U. ) _ $ 92, 000 (300 D.U. x $535/D.U. ) _ $ 160, 500 (25 ,000 S .F. x $1 . 05/S .F. ) _ $ 26.250 Total fee for development if located in Zone B of Foothill/ Eastern AOB = $ 278 .750 2 . Total fee for reconstruction of a 10, 000 s .f . office building to a 15 ,000 s .f . Neighborhood Shopping Center would be calculated as follows : -29- San Joaauin Hills AOB (Zone B) : (5 ,000 s .f . x $1 . 30/s .f . ) _ $ 6,500 Total fee for development if located in Zone A of SJHTC AOB = $ 6. 500 Foothill /Eastern AOB (Zone A) : (5 ,000 s .f . x $1 . 80/s .f . ) _ $ 9 , 000 Total fee for development if located in Zone A of Foothill/ Eastern AOB = $ 9, 000 IB. REFERRAL OF FEES Fees may be deferred by the Parties for residential I multi-unit rental projects or projects which include State or Federal requirements to provide units affordable to families with incomes less than 80% of the median income (Section VIII housing) . The deferral may be for a period of five years from the issuance of building permits or the period of the State/Federal funding requirements beginning upon issuance of the first building permit . The fees to be paid shall be those in effect at the time of payment and shall be secured by an agreement and renewable letter of credit held by an escrow company, or cash or time certificate of deposit in the amount of fees plus 15 percent in anticipation of inflationary increases . X. CRITERIA FOR COLLECTION OF FEES The enabling ordinance provides for collection of fees as a condition of final map approval or issuance of building permits . Fees shall be collected prior to issuance of all building permits for new residential structures and commercial/industrial structures which establish new and enlarged floor space . Fees will not be required for remodeling or reconstructing existing structures to the same number of residential dwelling units or equal commercial building area. Fees will not be required for construction of retaining walls , patio covers , swimming pools or other non inhabitable residential structures . -30- XI . DEVELOPMENT EXACTIONS & CREDITS Development projects containing portions of transportation corridors within their boundaries shall be required by condition of approval of It& cities or county I Parties to accomplish the following: I 1 . Dedicate right-of-way in accordance with schematic plans approved by the applicable Agency. 1 2 . Grade corridor right-of-way in accordance with schematic plans approved by the applicable $014V I V000tg Agency and shown on the Tentative Tract Map and I rough grading plans . 3 . Construct arterial overcrossings for internal arterials as determined by the applicable Agency. i Width of overcrossing structure (i . e. , number of travel lanes) is to be determined based upon vehicular and pedestrian traffic generated by the proposed project . 4. Construct corridor travel lanes and interchange ramps required immediately for access to proposed development or system continuity (closure or short gaps) in accordance with the corridor construction I phasing plan adopted by the applicable Aeencv. or as I otherwise approved by the applicable Agency. Number I of lanes required is to be based upon traffic generated by proposed project . 5 . Participate, among other designated beneficiaries , in the San Joaquin Hills or Foothill/Eastern Transportation Corridor fee program. Subdivision in which right-of-way, grading and improvements are required for the transportation corridors will be eligible for credit toward payment of the MT&B fees to the extent that the costs were dtE I included in development of the fee program. Except when I otherwise provided byan agreement entered into by a I Party prior to the effective date of this First Amended I and Restated Agreement. ghenever subdivision* approvals I are conditiongd* upon requirements to grade or improve I portions of transportation corridors or dedicate right-of-way in excess of Major Arterial Highway Standards , and these costs exceed fees that would I otherwise be due, the developer shall enter into an I agreement with the applicable Agency and county or I applicable city prior to I -31- recordation of final tract or parcel maps to identify the difference in the dollar amount between the estimated costs of the grading, improvements , and/or right-of-way, and the calculated fees . Such agreements will establish the amount of reimbursement for which the developer I "tdi>b10404 is entitled . A developer shall be entitled I to reimbursementafter I acceptance of improvements by the applicable Agency to I the extent maior thoroughfare and bridge fees are I available for reimbursement after satisfaction of all I other nhlizations of the applicable Agency for which I m_aior thorouehfare and bridge fees are required . I Satisfaction of such reimbursement obligations . however . I in the event fundsused to construct corridor facilities I in excess of fee obligations are derived from Assessment I District or Mello-Roos Community Facilities District I bonds shall be made to such districts in a manner which I will reduce the amount of such bonds in proportion to the I reimbursement payment made byAeencv. AtPtOptid1`E/ I xbgizltil6k/i5md,r/ Except for the initial issuance and I sale of bonds by Agency. repavment of all existing I reimbursement agreement obligations by Aeencv shall be I funded by any subsequent bond issue and satisfied upon I receipt of bond proceeds . If the estimated costs of the I grading, improvements , and/or excess right of way are less than the calculated fee, a developer may relinquish credits in lieu of paying fees until credits are fully utilized with the remainder of the fee to be collected I prior to issuance of building permits . In the event a development not requiring subdivision is conditioned to construct or grade portions of the transportation corridors or dedicate right-of-way, reimbursement agreements shall be executed prior to issuance of any building permits within the project boundaries . Developers will be allowed to apply credits earned on one project to another project within the same Brea of 1 benefit owned by the same developer . In the event title to the land of a project changes , credits can be transferred to another developer with the title to the land upon written notification to the appropriate legislative body and applicable Agency that is a party to I the reimbursement agreement . Credits will otherwise be non-transferable from one developer to another . Credits can be used for the purpose of reducing fees prior to completion and acceptance of grading, improvements or right-of-way dedication. However , except as otherwise 1 provided herein no reimbursements shall be made until all I -32- grading, improvements or dedication are completed and accepted by the Agency Bidt�/fit/S�i>tidttilb!!/fit/2iV.7i/ I 0q5141i4JJ and funds are available for reimbursement as I determined by the Agency. �ti6�tb�fia[1E/1EgiAldii�bd/B��7i/ I The guidelines for determination of fee credits are as follows : 1 . General Credit for right-of-way dedication, grading, and other improvements will only be given to the extent that the cost of such right-of-way or improvements are included in the calculation of fees in the Major Thoroughfare and Bridge Fee Program. 2 . Right-of-Way Credit will be given for right-of-way dedication at the rate of $50,000 per acre adjusted in accordance I with the California Construction Cost Index. or I comparable index selected by the Board. currently I 552.546 per acre, except for slope easements and a I 120-foot-wide strip along centerline of the transportation corridor which would normally be required for arterial highway dedication. 3 . Grading Credit will be given for earthwork, road and slope drainage, buttressing, stabilization, hydroseeding and erosion control at the following combined rates : SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR Original/Current I Corridor Segment Credit Rate Jamboree to Station 511+50 $149 ,784/$157 .410 per acre I road easement Station 511+50 to Moulton Parkway $124, 132/130.452 per acre I road easement Moulton Parkway to Paseo de Colinas $124,915/131 .275 per acre I road easement FOOTHILL/EASTERN TRANSPORTATION CORRIDOR Foothill/Eastern Corridor $137 , 060/5144.038 per acre I road easement -33- The term road easement as used above includes the entire area within right-of-way (hinge point to hinge point) excluding slope and drainage easements . The credit values furthermore include percentages or work estimated for engineering, administration and contingencies for the respective transportation corridors . 4. Drainage Credit will be given for drainage structures in accordance with lengths of pipe and unit prices estimated as costs in the fee program or for as-built structures which the Director , EMA or his designee determine are reasonable equivalents of the structures in the fee program cost estimate. Unit prices for as-built drainage structures will be those used in the latest fee program cost estimate . Engineering and administration credit of 15% of the drainage structure credit will be added. Contingency credit of 10% of the drainage structure credit will be added . Terrace drains , downdrains and temporary drainage facilities or erosion control facilities are included in the average unit cost of grading. 5 . Other Improvements Credit will be given for other improvements at the rate at which the improvement was estimated in the fee program plus 15% for engineering and administration plus 10% for contingencies . The credit rates specified above will be revised whenever the corridor costs estimates are revised for the purpose of adjusting fees . Once fee credits are established by an executed reimbursement agreement , no further adjustments will be made to those credits because of revisions to the corridor cost estimates or fee adjustments . %II . ANNUAL FEE ADJIISTMENT It is intended that annually the fee programs to be I automatically adjusted by the I Aeencies in accordance with the California I Aptt6*04 fonstruction Cost Index. or other comparable index I selected by the Board . and further adiusted by the Aeencies 1 to reflect updated project cost estimates , substantial 1 -34- changes in general plan land use elements , or other pertinent information. txb/8b�#d/�t/Sd�b#ti��#!/��d/Eit�/2b��til�l I In the event an annual evaluation of the fee programs causes fees to be reduced for any reasond , reimbursements I will not be considered for fees already paid . %III . JOINT POWERS AGENCIES CITY/PARTICIPATION/IN/FEE/PROGRAM1 There are thirteen t*01*0 different cities within the I proposed &reas of benefit for the Foothill/Eastern and San I Joaquin Hills Transportation Corridors . Joint Powers Agencies ("Agencies") (JPA; consisting of City and County I Parties sift$O#$ have been formed for the txt purposes of planning. designing, financing and I constructing iui¢ZbtblitiA$ the San Joaquin Hills( gni I Foothill and Eastern Transportation Corridors . xt/ig/ I �#x¢xae�/txxt/a��x#xt�/JPA/a/xk/e#�xt��/tx#/tx�/sxx/Jxx�x�x/ I V lit/Wtidot/Mid/txd/ /W td#t/ I QO##idO#0/ Fees collected by Luch Cities and the County I will be deposited with the Agencies 0A0W JPA for such txb I purposes . b!/d��#$AiA$/did/f�Alt#dltiA$/txd/t�##ids#!l I The Agencies JPA will be responsible for administering fees I collected under this fee program including any credits I reimbursements called for in reimbursement agreements identified in Section %I of this report . -35- rrrrw Af/Y •�� a ANN" Y1Y ..�.,�,��..�,,ryy1' syyaw= AW r.1 NNW"rlrulrAllY Ntl31S13/1OOj drp x30m rr� rw v'WI mom a WSW n..w p STM WOW Ids LISM38 iO y3w 013931 r I,I sot '•' 1►:>'?{•:;! O,'�A YJW30 ,o raw 41op ► aw AroraWS Ar VIP \ a .. �• • sot s � yrM3. a raw \ ;::.. • .:; I 2 EXNIBIS II 3 RESOLUTION OF THE BOARD OF SUPERVISORS OF 4 ORANGE COUNTY, CALIFORNIA S April 21, 1982 6 on notion of Supervisor Wieder, duly seconded and carried, the 7 following Resolution was adopted: 8 WHEREAS, development of lands is occurring which contributes 9 directly to the need for transportation corridors; and 10 WHEREAS, said development may obstruct future right-of-sway for 11 the transportation corridors; and 12 WHEREAS, development benefitting from implementation of the 13 transportation corridors should contribute toward the cost generally 14 in proportion to the need generated; and :; IS WHEREAS, right-of-way for the transportation should be protected Oy 16 as development occurs; and eVa. 17 WHEREAS, grading should be accomplished, whenever possible, in is conjunction with the grading and development of surrounding property; 19 and 20 WHEREAS* implementation of logical increments of the corridor 21 should occur in conjunction with the land development process whenever 22 the transportation needs of that development require those facilities 23 for access; and 24 WHEREAS, development policies for the implementation of the C 28 transportation corridor will provide a basis for planning of future S 26 development and serve as notice to the public as to the future ' 27 locations of the corridors; 2s j tG:dh Resolution no. 82-598 Transportation Corridors Development Policy -37- 1 NOW, TN°..tC ORE, BE IT RESOLVED that as a condition of approval 2 of subdivisions containing within their boundaries portions of 3 transportation corridors shown on the Transportation Element of the County General Plan the developer shall: S 1. Dedicate right-of-way to County. 6 2. Grade corridor right-of-way in accordance with schematic 7 plans approved on the tentative nap and rough grading plans approved by the Director, EM. 9 3. Construct arterial overcrossings for internal arterials. 10 Width of overcrossing structure (i.e. , number of travel lanes) is to 11 be determined based upon vehicular and pedestrian traffic generated 12 by the proposed project. 13 4. Construct corridor travel lanes and interchange ramps 14 required immediately for access to proposed development or system 15 continuity (closure of short gaps) . Number of lanes required is to is ww". 16 based upon traffic generated by proposed project. •b: '164 17 S. Participate, among other designated beneficiaries, in any Y IS established corridor development fee program. Costs incurred pursuer. 19 to.Conditions 2 through 4 shall be creditable against fees. Costs 20 incurred pursuant to Condition 1 &ball be creditable against fees to 21 the extent that the develora-t fee program includes said right-of-wa. 22 cost. 23 BE IT FURTHER RESOLVED that EMA is hereby directed to amend 21 appropriate sections of the Subdivision and Zoning Codes to implement 23 this policy. S 26 BE IT FURTHER RESOLVED that EMA is hereby directed to incorporat( 7 w 27 in General Plan amendment elements, zoning actions, area plans and 2S site plans recommendations appropriate for implementing this policy. -38- 1 bE IT evitM.th kESULVED that EM.A is hereby directed to begin { 2 analyzing pptential areas of benefit as an adjunct to the Orange Count 3 Orange County Transportation Commission Transportation Finance Study. 4 BE IT FURTHER RESOLVED that affected cities be requested to adopt 3 similar policies. 6 BE IT FURTHER RESOLVED that EMA is hereby directed to proceed 7 expeditiously with the establishment of a fee program. S 9 10 11 1. 13 14 Y 4yY = 16 i� 17 Y 18 AMS: SUPERVISORS 8UPI_E T M. WIEDER, RALPH 8. MARK, AND ROGER R. I19 BUNTON 20 NOES: SUPEAvISOP.S BONE ABSENT: SUPERVISORS BRUCE BESTANDE AND THWlAS F. RILEy 21 22 STATE OF CALIFORNIA ss. 23 COUNTY OF MMGE ) 24 I. JUNE ALEXANDER, Clerk of the Board of Supervisors of Orange County. Califorri hereby certify that the above and foregoing Resolution was duly #]o �gyl.iri adopted by 27 the said Board at a regular meeting thereof held on the 21st , ay''ot ;•• 19 82 . and passed by a snanimous rote Of said ar: present:;•.- :rr IN WITNESS WHEREOF, I have hereunto set my hand anb.4,bai'this 21st 4ay of 27April . R.02 ti 28 4 lLo E ALEXANDER Cl or ot't1il.,ford of Supervisors of Orange Yount��.Kifornia -39- I .�� ,��►vii\ens �Q�� low - 0-0 WM LVIWY Sp AREA OF • • UIN HILLS FORCORRIDOR USERS TRANSPORTATION CORRIDOR EXHIBff 01 �+ GN PERCENTAGE OF USER TRIPM A.- � A i j •. LEGEND AREA OF INFLUENCE FOOTHILUEASTERN r --� > >oA FOR CORRIDOR USERS TRANSPORTATION CORRIDOR © 6.o-7.0 p 41A-6.9 EXHIBIT IV r--= It ♦,p (BASED ON PERCENTAGE OF USER TRIPS) c 1 - 1 J 11 MAP iW \ :.., iarkw WA fir' ♦ Di ...�� AIN �� MWZTr VII page 1 of 2 pjM py=" SHARE Or TOTAL CDMIDOR COST SAH JOA4MV KILLS TRANSPMATION CORRIDOR Outside Sone A Sone a AOB Corridor User Trips Nith One or Doth Ends In Tone Trips beginning and ending in sone 27,109 50890 9,116 (Trips due to growth) 29,047 9,611 22,195 (Total trips) in/Out Trips 60,145 25,834 49,798 (Trips due to growth) 78,820 35,345 69,894 (Total trips) Out/In Trips 57,362 28,141 $0,274 (Trips due to growth) 730274 38,SB2 72,203 (Total trips) Trip ind Analysis 171,72S 65,755 118,304 (Trip ends due to growth) 210,iS8 93,549 186,487 (Total trip ends) 1 81.701 70.29% 63.44 (percent corridor TE due to gtowthl1 2 42.88% 19.08% 38.04% (percent corridor users TE by Sone) ; 35.03% 19.41% 24.13% (percent corridor users TE due to growth) 1peresnt corridor TS due to growth • trip ends due to growth Total Trip Sods =percent corrider users TE by sun• • Total trip ends per sone /moation at total trip ends 3peroent corridor users TB due to growth • percent TS due to growth x percent corridor users TE by sone OT20-19 -44- MMISIT VII Page 2 of 2 rZS PROGRAM SN►RS OF TOTAL CORRIDOR COST SAN JOAQUIN BILLS TRANSPORTATION CORRIDOR 1 Corridor users TB Direct Indirect Fee Program Growth in Zane Due to Growth Benefit Benefit Share Trip ends res A 35.011 $ 73,006,934 $ 24.519,841 $ 97,856,775 1,321,160 $74/tS B 13.411 $ 27,948,130 $ 39,695,200 $ 67,643,330 1,462,093 $46/a Total 40.446 $100,9S5,064 $ 64,945,041 $16585000105 2,783,253 $59/" (Ave.) 1. Total Corridot Cost a $341.660,000 2. ree Program share a 48.441 x $341,660,000 a $165,5000105 3. Direct Benefit 611 x $165,500,105 a $100,955,064 4. Indirect Benefit 391 x $165,500,1OS w $64,545,041 S. Zane A Share Direct Benefit 35.031 x $341,660,000 x 611 ■ $ 73,006,934 Indirect Benefit 38.51• x $64,545,041 - $ 24,049,841 Subtotal $ 97,856,775 6. Zone B Share Direct Benefit 13.411 x $341,660,000 x 611 w $ 27,948,130 Indirect Benefit 61.51* x $64,545,041 - $ 39.695,200 Subtotal $ 67,643,330 Total res Program Share $16S,5OO,lOS *1 Total system trip ends within A 6 B Zones =JBIT VIII Page 1 of 2 PEE PROMAH SHARE Cr 'TOTAL CORRIDOR COST TOOTSILL/l.A.STBRN TRRRSPORTATION CORRIDOR Outside %one h Sone E AOS Corridor laser Trips With One or Both_Ends In Zone Trips beginning and ending in sone 27,922 9,322 20.555 (Total trips) (Trips due s) growth) 28.200 11,657 37,307 In/out Trips ,629 31,320 64,217 actal trips) (Trips due to growth) 68 68,763 46,004 88,512 out/In Trips 75,449 33,648 55,069 (Trips due to growth) (Total trips) 89,823 45,760 79,696 Trip Rod Analysis 199,922 83,612 160,396 (Trip ends due to growth) 226,986 115,078 242,822 (Total trip ends) 1 88.08% 72.66% 66.05% (Percent corridor ?E due to xone)2 38.18% 19.68% 41.52% (Percent corridor users TE byy ione) 34.16% 14.30% 27.42! (Percent corridor users TS due to growth)3 lPeroent corridor TS due to growth a tri ends Total Tsi� h p Eads =Peroent corridor elders TE by sone ' mal total trip ends 22t ends 3percent corridor users !a due to growth ' pe percent corridor users 29 by sone DT20-19 -46- EXHIBIT VIII Page 2 of 2 PSE PROGRAM SHAHS OP TOTAL CORRIDOR COST POO"Iij^ASTERN TRANSPORTATION CORRIDOR rect Indirect Pae Program Growth in PN ♦ Con to Growtasetsh TS Benefit Benefit Share T91P ands Sana Dw to G[owth A 34.160 $10766150617 $ 25,460,474 $133096,091 1,665,922 080/48 B 14.300 $ 45423403 $ 72,106,672 $1170131097S 2,730.731 $43M Tota 48.460 $152,639,120 $ 9715888946 0280,228,066 4,396,653 $37/1'8 (AV*.) 1. Tota Cocridoc Coat ■ $516,147000 2. Pee Program share ■ 40.484 x $516,147,000 ■ $250,226,066 r� 3. Direct Benefit 61♦ x $250,228,066 ■ $152,639,120 4. Indirect Benefit 39♦ x $250,226,066 ■ $97.5689946 S. Sana A Share Direct Benefit 34.16♦ x $516,1470000 x 610 $107,615,617 Indirect Benefit 26.110* x $97,566,946 ■ $ 25.460,474 Subtotal $13300960091 6. inns B Share Direct Benefit 14.300 x $516,147,000 x 610 ■ $ 45,023,503 Indirect Benefit 73.890* x $97,588,946 ■ 8 72,108,472 Subtotal $117,131,975 Total Pee program Share $250,226,066 •0 Total system trip ends within A 6 3 laws SZHISIT IS COST PSR TRIP SND ANALYSIS SAN JOAQUIN RILLS Zone A Sone S Projected growth In Dwelling Units single Dwelling Units ($DO) 316621 110614 Multiple Dwelling Units (NDU) 27.708 34,389 Proiected Growth In Industrial/Commercial Floor space Manufacturing Floor Space (sq. Ft•) 5,65!,168 6,701,072 Retail-Regional Floor Space (89. Ft.) 1.4966000 58826,375 Retail-Local* Floor space (9q• n•) 4,488,000 5,252,625 Office/other noon space (sq. Ft.) $03780017 9,920,487 Total Floor Space (eq. Ft.) 20v02lvlS5 27,700,559 i Trip End Growth By Landuse Trip Rate Factors '* 8W (12 T.B./D.U.) 379,452 139,368 MDU (7 T.B./D.U.) 1930956 240,723 Manufacturing (10 T.B./ksf) 56,592 670011 Retail-Regional (50 T.S./ksf) 74,$00 291,319 Retail-Local* (100 T.B./ksf) 44e.eo0 5258262 Office/Othar (20 T.B./ksf) 1671560 198x410 Total Trip Ends 1.3210160 1,462,093 Raw Development Share of Total Corridor Costs $ 97,856.774 = 670643,330 Average Cost par Trip End Cost in 1984 Dollars 74(l) = 46(2) *Same as neighbochood/oommunity commercial (1) $97,$56,774 t 1,321,160 TE m $74.07/Trip MAI say $74/Trip End (2) $67,643,330 t 1,462,093 TB a $46.26/'frip RWI say $46/Trip Bid DT20-21 EXHIBIT X COST PER TRIP IND AnhLYSIS FOOMILL/EABTERM gone A tone a Projected Growth In Dwelling Units Single Dwelling Units (SDU) 55,502 530651 Multiple Dwelling units (MDU) 220911 35.558 Projected Growth In Industrial/Commercial Floor Space Manufacturing floor Space (Sq. ft.) 7,680,990 13,439,665 Retail-Regional floor Space (Sq. ft.j 1,598,975 3,0S2,12S Retail-Local* floor Space (Sq. ft.) 1,796,625 11,556,375 Office/other Floor Space (Sq. ft.) 10,155,269 17,760,70 Total floor space (Sq. ft.) 21,231,767 6606160669 Trip End Growth By Landuse Trip Rate factor# t rn SOU (12 T.E./D.U.) 6660026 663,812 MOO (7 T.R./D.O.) 160,377 2600906 Manufacturing (10 T.R./k#f) 76,810 136,395 Retail-Regional ISO T.B./ksf) 79,966 192,606 Retail-Local* (100 T.E./ksf) 679,662 1,15S,63S Office/Other (20 T.E./ksf) 203,105 3SS,376 Total Trip Ends 106650972 2.730.731 Now DevelgWent Share of Total Corridor Costs $133,096,091 =117,131,973 Average Cost per Trip End Cwt in 1902 Dollars $ 79(l) $ 66(2) a8aae as neighborbood/corunity caswercial (1) $133,096,091 * 1,669,922 m $79.89/Trip Ends may $80/Trip End (2) $117,131,975 t 2,730,731 a $62.99/w ip 901 say $63/Trip End • WMISIT II Peg* 1 of 2 DAIL? VSEICLE TRIP GENERATION RATES ORANGE COMM 0MRONMENTAL MANAGEMENT AGENCY August 19B2 The following is a listing of vehicle trip generation rates used for planning purposes by the Environmental Management Agency. These rates have been compiled from a variety of sources, including County conducted studies, and are deemed representative of land uses within Orange County. •TE/Rsf• is an abbreviation for trip ends per thousand square feet of gross building floor area. •TE/Acre• refers to trip WAS per developed acre. Land use TE/Lsf TE/Acre TE/Other INOOSTRIAL Light Industrial/Industrial Park 13 176 Warehouse S 62 RESIDENTIAL Single Family Detached 12 TE/Ou Single Family Detached-Estate 15 TE/Du Multiple Unit (Apartments, Condos) 7 TE/Du Mobile Some S TE/Du Retirement Community 6 TE/Du LODGING Motel 10 TE/Room Natal 9 TE/Room Resort Motel (TRC Use) 300 is TE/Room 2ECRZhTI0NAL Neighborhood Park 6 ,Regional Park 5 State Park 1 Kerins 1 TE/Berth Reach 3S0 TE/10001 Shore Golf Course 9 Campground S TE/Campsite Tennis Club 43 TE/Court Raquetball Club 26 31 TE/Court INSTITUTION Mlementary School 47 1.0 TE/Student Junior sigh School 60 0.9 TE/Student Nigh School i0 1.6 TE/Student JeniOr College BO 1.5 TE/Student Church - Weekday 19 60 Church - Sunday N 135 Library @ 310 -50-' 3)MIRIT u Page 2 of 2 Land Use TE/Rsf TE/Acre TE/Other MEDI Rospital 16 200 16 TE/sed nursing Rase 3 TE/sed O"ICE General Office 1S 260 Medical Office 75 Research Center 10 60 FzmrL Discount Store 65 Rardvare/some Improvement SO 550 Shopping Center - Regional SO S00 ( 30 Acres) Sbopping Center - community 70 900 (10-30 Acres) Shopping Center - neighborhood 135 12SO ( 10 Acres) Restaurant - Quality (i.e., Velvet Turtle, 110 Rungry Tiger, etc.) Restagrant - Righ Turnover (is., Rob's, 350 Denny's, etc.) Restaurant - Past Pond (i.e., MacDonald's, 900 Carrs Jr., etc.) Autosobile Sales 100 Service Station 750 TE/Station Supermarket 12S Convenience Market (i.e., 7-11, 550 Stop i Go, etc.) Rank - Walk In 160 Rank - Drive In 195 Savings and Loan - Walk In 65 Savings and Loan - Drive In 7S XRSe6esDT20-22 6/11/85 -51- �E. AFFIDAVIT OF KATHY BESNARD REGARDING NOTICE OF PUBLIC HEARING �11)G 1$ FOR ADOPTION OF INTERIM INCREASES IN DEVELOPMENT FEES'°1 n� 014 � : i , Kathy Besnard, declare as follows : 0�-t'r�' ' !�'t' cit 1. I am the Assistant Secretary for the respective Boards of Directors (the "Boards") of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency (herein collectively "TCAs") . 2. I have personal knowledge of the facts set forth herein and, if called upon to do so, I could and would competently testify thereto. 3 . The Boards proposed to adopt interim increases of the development fees ("fees") imposed by the TCAs ' member agencies for new development within the areas of benefit for the San Joaquin Hills Transportation Corridor and the Foothill/Eastern Transportation Corridor (collectively the "Corridors") . Each member agency took action to modify its original resolution imposing the fees pursuant to the procedure set forth in Government Code §66484 . 3 . 4 . Notices of public hearings regarding the fee increase were mailed to property owners within the Corridors ' areas of benefit of each member agency as follows: 4 . 1. In August 1989 , property owners within the Corridors ' areas of benefit were identified by obtaining tax assessor parcel numbers for all property within the Corridors ' areas of benefit . The TCAs, in cooperation with the Orange County Environmental Management Agency ("EMA") , prepared a computer list of mailing labels for each parcel number identified within the Corridors ' areas of benefit. The computer list of mailing labels, incorporated herein by reference as Exhibit A, is in the possession, custody and control of the TCAs . The computer list is available for review upon written request to the affiant. 4 . 2 . Datamail, a mailing service, attached the mailing labels to the Notices of public hearings to be held by the member agencies. The Notices were sent to property owners within the Corridors ' areas of benefit, via first class mail . Notice to property owners in the unincorporated area of the County was sent on November 13, 1989 , and to property owners in each city on November 11, 1989 . Notices were provided at the same time to Homeowners ' Associations within the Corridors ' areas of benefit. A Mailing Statement/Weighing & Dispatch Certificate executed by Datamail is attached hereto as Exhibit B, evidencing mailing of the Notices . 5 . The Notices were published in newspapers of general circulation at least fifteen (15) days prior to the • public hearings, on dates evidenced in the certification of publication attached hereto as Exhibit "C" . I declare under penalty of perjury that the foregoing is true and correct. Executed this 24th day of August, 1990 at Costa Mesa, California. athy Besr rd Assistant ecretary Board of Directors - Foothill/Eastern and San Joaquin Hills Transportation Corridor Agencies MAR 27 ' 90 12: 15 FROM TRANSP. CORRIDOR AGCY TO NGKE/CM PAGE . 006 I 11 .� iF !nntror alA!! SlI 4 m- 10116Mit"Ma^I 9K!il N V I �a x7111n_gIQ ,nj n?nI??3>! 9316I31! ±^ 32!11 S I @ �0 n IQ IEt'aSi`Bt 831IyIt OL 1571 1e+10! � i I 39YlSDd 1Mf_yilIGlJtl ! 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STATE OF CALIFORNIA, J ,•'f S! County of Orange, �! rour r.Brr Juanita Folkerts 1, '� f ,{ �� • �+J . ar 1 am a citizen of the United States on l n the County aforesaid; I am over the 1 , a _ w': 'rye !ar Years, and not a party to or interestel entitled matter. I am the principal ch of The Orange County Register, a nevN general circulation, published in the ( County of Orange, and which newspoi a:x odiudged a newspaper of general circ fib. Superior Court of the County of Oronl California under the date of Novembe ♦ �/ " Number A21W that the notice of whit a Printed copy, has been published in entire issue of said newspaper and no supplement thereof on the following c uub eat►`nKWIS s' "LLS O ..........«. No tar . ebawuaealaw . � am an eowaeats teebrdurew caadas as NOTICE OF PUBLIC HEARING Nov 21 1489 NOTICEISHEPMYGrMNetmDoo"5,1980.aT.wo'clockpmdw Ctycmxeofft avdsm i "JtwtCapipranoNte'�y'laecmawapu0901tosi„proaawkieratktaeasebNecolowbtdkwNw `Dwmbpnwt Foal PLrn rod.MapThmuW"aW&klgk Fe RogannlorNe SarJaapenlie TradPatam CwrWwaWFoWOlEamnTmeputetlmCdh7dohe'FeePmWom-i. DEVELOPMENT FEES ONLY APPLY TO NEW DEVELOPMENT. EXISTING RESIDENTIAL AND NONRESIDENTIAL I UNITS ARE NOT SUBJECT TO THE PROPOSED FEE INCREASE The hm ad Dwebpmwt caw Wd be cWocwdwk*Ne err of bereft Phe•Nor alOWAR9 ehtwdm9w mapwaakwdintWano" The'00naad cat doe k,pwatwm to be=Wnx d Wawra logo Fee Program la 9w FoaNWErtemTrawpwtwbnConldor,ewirArtperrcYtp coW rsodmed wthsuch tp,tmudpnks1,e00 mim latae(51,504000.000).ThB eaknwed O M dda kWWW eta ro be MWUctod pman loth Fa Pmwm brow Son Joaquin HikTrwwpmabn Corridor.wrdefr hWWkq mpe BswdaadwlhwrhawrtlwlWnk$M ffMW dofew(Ste0,000.000).Iti Fee Program b dntprled m appwdon 9w Dwebpam Fra whit ftARrd BwWkbred mootriperaLgawaedbynewdw*pntat,rdmm*Wbythoblpgwwalbntablakt k&Wh 1 certify (or declare) under penality t NeFrFognMwltdtdwlbeawwnedtpmre derebprrwtbrmupondwm nbaddWeitpubkrAtledW dtedewbprrwt PdrrbKMPr**arNegroragtwrefo ta9odoedwWoprnwt(WnwwnftWpmlecto foregoing is true and correct. ThepoprWrowkaemaewererWlbwn Executed at Santa Ano, California. Barr,aagtnHAsTrawpwmmCanmrAMciSawrt ZwwA Zone Btpw Far*D""lbt 820MA+A 51 om" MAI*DwWQ Urft $1174utt $914h"- NmApWatla •S121Nf 620Ua Date ......MA Y.. . .21.. .. . . . . . .. . ... Fao AMOMTmapwtWw Cwdit Am d SwN t J n i t a F o l e r t ektpW Fane*owe"unt tt t� $as6A t u MAlple DwWQ Unh - slxw m $90W* .y NanfkeidatW rft2W $1.11W ' Signature - ., Fa Yecrrnatiart reperdrtg tlto kkepokg cY(711A55T�r2 .... . '', � -5 z t.: . .; M SablwektgwibecmdLiOWinde ClyoadidO ntbmat324WPwoAdelaao.San Jur CWWMtq CONWAL kawewed PaswwwkhkptoaPMPI*VMwewibegMnwtappomnlglodoeoatdwpumhwk4 Any WMM row kwere doe Dei/bFnwnfer WA WW10#W*Wd1W heft be wOMttl NIM"10 .s —J MayAm Hrowr.Cky auk Cky d SwAm 04*baig99CAM piorla ft'dwd9w puetdnwk>41m mut Id4rttyth9WWj0WWWkh ,9wAmAgt, '"odawpmpov. _ + . At'l THE C1TY0M NCLaF1tE.GlY0F SMI JUAN CAPISIRAND CIIYCIERK OF1tE SAN"01CAPSTRANO THEt� ORANGE/c ORT Y This space is forMICountyClerk's filing Stamps 4� 675 N Gnnc A. Santa Av CA 92701 PROOF OF PUBLICATION (2015.5 C.C.P,) STATE OF CALIFORNIA, County of Orange, e ; Juanita Folkerts I am D citi2en of the United States an i n the County aforesaid; I am over the I a 'ar- Years, and not a party to or interestei +r entitled matter. I am the principal ch �•: of The Orange County Register, a ner penerol circulation, published in the ( A; �✓'tiA' ` , \a County of Orange, and which newspal ✓ + m'r ,r'::: -� �, ✓ r: adlud9ed o newspaper of general circ Superior Court of the County of OronS. .++p dr California under the dote of Novembe ' Number A7109 that the notice of whip a printed copy, hos been Published in entire issue of said newspaper and nc supplement thereof on the following c uc1w9 _ Kurt SM Aaeaw ilm 0 • •••• #ala tW ' IMMLL1CMM NTH alt MODAetl TOWCOIATde CWttlllt Nov , 2 1 1 9 8 9 NOTICE OF PUBLIC HEARING NOTICE IS MENEBYGNEN 90 anDIMAW 5.1999,at 7.00 o'dodr p,rq tl%dy Corwtol9f bCydBwt Juan C8pstr2%00 TM Will CMdUCt apublohoWN tocalY0xa0 ixaeee int%mMabnd6we ptr TJerekpnwlt FBBa')puwrramtl%NyaTl%rorrghgrewnd BddpeFM Pmprn fart%Ben 1M Tr lmCwd0a9nd FOWOJEWMTwdpmwmcmi*orplr'Fwropr� ENR PEE ONLY APPLY TO NEW DEYELOPMFNT.EXI871Ne HESN)ENMp AND FN DENTULL UNITS ARE NOT SUBJECT TO THE PROPOSED FEE INCREASE The Ytaweed DetekprrwtFaNwlb$Wbc dWhNthOWMdb9n� MPW'AMWdBN*kI -wlatMs mapmoaair%dintdeno"The'adImo Mcost at%Yrpmemerbto be a>WMMd p0U4M% %Fw Ptogl-- forteF Tm"aWm Cmida,w¢hrdap kmncblg 000 Band"wat suchwoucam s$1,5W, mi60nd 000,000).ThROWm dcmdithParanerybbeaarbuucMdp=MlD0r FoePtogiw fort%Sm Joat�hl Tmmp*Wm Caftr,wmcng L *WWhq 008MM qe uwdg@drsuch oarhuaim Islaorison daps 000,004.tlr Fee PmpsmladwgmdwmWmlim#*DMMNA tFONwOMtsARsd Bwdlba Matt%dp0*9w sWblnewdevdopnwe,ndnwn*mdblfwt4gRrr M tebWWAIMIn• I certify (or declare) under penolity c the Fw ProgmmwllW s lbewsodupmmwdwdWmwabwdywntrnw- ddwsirpabkWOMM foregoing is true and correct. t "�POf 'lath'�10H6lWO1e�dmedwakpnwsp rmwoWd 'adpq'°r} The p0p0u¢rwwl*W0Xl9w"rlalaww: . 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